UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-5225 Exact name of registrant as specified in charter: Oppenheimer Quest for Value Funds Address of principal executive offices: 6803 South Tucson Way Centennial, CO 80112 Name and address of agent for service: Two World Financial Center 225 Liberty Street New York, NY 10281-1008 Registrant's telephone number, including area code: 303-768-3200 Date of fiscal year end: 10/31 Date of reporting period: 07/01/2004-06/30/2005 Item 1. Proxy Voting Record ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-05225 Reporting Period: 07/01/2004 - 06/30/2005 Oppenheimer Quest For Value Funds ======================= OPPENHEIMER QUEST BALANCED FUND ======================== ALCAN INC. Ticker: AL. Security ID: 013716105 Meeting Date: DEC 22, 2004 Meeting Type: Special Record Date: NOV 19, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Arrangement Resolution for the For For Management Reoganisation. - -------------------------------------------------------------------------------- AMBAC FINANCIAL GROUP, INC. Ticker: ABK Security ID: 023139108 Meeting Date: MAY 3, 2005 Meeting Type: Annual Record Date: MAR 7, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Phillip B. Lassiter For For Management 1.2 Elect Director Michael A. Callen For For Management 1.3 Elect Director Jill M. Considine For For Management 1.4 Elect Director Robert J. Genader For For Management 1.5 Elect Director W. Grant Gregory For For Management 1.6 Elect Director Thomas C. Theobald For For Management 1.7 Elect Director Laura S. Unger For For Management 1.8 Elect Director Henry D.G. Wallace For For Management 2 Amend Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AMERICAN EXPRESS CO. Ticker: AXP Security ID: 025816109 Meeting Date: APR 27, 2005 Meeting Type: Annual Record Date: FEB 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Daniel F. Akerson For Withhold Management 1.2 Elect Director Charlene Barshefsky For Withhold Management 1.3 Elect Director William G. Bowen For Withhold Management 1.4 Elect Director Ursula M. Burns For Withhold Management 1.5 Elect Director Kenneth I. Chenault For Withhold Management 1.6 Elect Director Peter R. Dolan For Withhold Management 1.7 Elect Director Vernon E. Jordan, Jr. For Withhold Management 1.8 Elect Director Jan Leschly For Withhold Management 1.9 Elect Director Richard A. McGinn For Withhold Management 1.10 Elect Director Edward D. Miller For Withhold Management 1.11 Elect Director Frank P. Popoff For Withhold Management 1.12 Elect Director Robert D. Walter For Withhold Management 2 Ratify Auditors For For Management 3 Company-Specific--Compensation-Related Against Against Shareholder 4 Report on Political Contributions Against Abstain Shareholder - -------------------------------------------------------------------------------- AMGEN, INC. Ticker: AMGN Security ID: 031162100 Meeting Date: MAY 11, 2005 Meeting Type: Annual Record Date: MAR 18, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dr. David Baltimore For Withhold Management 1.2 Elect Director Ms. Judith C. Pelham For Withhold Management 1.3 Elect Director Mr. Kevin W. Sharer For Withhold Management 2 Ratify Auditors For For Management 3 Eliminate Animal Testing Against Abstain Shareholder 4 Review/Limit Executive Compensation Against Against Shareholder 5 Adopt Retention Ratio for Executives Against For Shareholder - -------------------------------------------------------------------------------- AVON PRODUCTS, INC. Ticker: AVP Security ID: 054303102 Meeting Date: MAY 5, 2005 Meeting Type: Annual Record Date: MAR 16, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Fred Hassan For For Management 1.2 Elect Director Ann S. Moore For For Management 1.3 Elect Director Lawrence A. Weinbach For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors For For Management 4 Amend Omnibus Stock Plan For For Management 5 Disclose Charitable Contributions and Against Abstain Shareholder Fundraising Efforts 6 Reformulate Products to Remove Chemicals Against Abstain Shareholder Banned by EU - -------------------------------------------------------------------------------- BOEING CO., THE Ticker: BA Security ID: 097023105 Meeting Date: MAY 2, 2005 Meeting Type: Annual Record Date: MAR 3, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kenneth M. Duberstein For Withhold Management 1.2 Elect Director W. James McNerney, Jr. For Withhold Management 1.3 Elect Director Lewis E. Platt For Withhold Management 1.4 Elect Director Mike S. Zafirovski For For Management 2 Ratify Auditors For For Management 3 Adopt Human Rights Policy Against Abstain Shareholder 4 Develop Ethical Criteria for Military Against Abstain Shareholder Contracts 5 Report on Political Contributions Against Abstain Shareholder 6 Declassify the Board of Directors Against For Shareholder 7 Adopt Simple Majority Vote Requirement Against For Shareholder 8 Establish Other Board Committee Against For Shareholder 9 Separate Chairman and CEO Positions Against Against Shareholder - -------------------------------------------------------------------------------- BOSTON SCIENTIFIC CORP. Ticker: BSX Security ID: 101137107 Meeting Date: MAY 10, 2005 Meeting Type: Annual Record Date: MAR 18, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ray J. Groves For For Management 1.2 Elect Director Peter M. Nicholas For For Management 1.3 Elect Director Warren B. Rudman For For Management 1.4 Elect Director James R. Tobin For For Management 2 Ratify Auditors For For Management 3 Require a Majority Vote for the Election Against For Shareholder of Directors - -------------------------------------------------------------------------------- BP PLC (FORM. BP AMOCO PLC ) Ticker: BP. Security ID: 055622104 Meeting Date: APR 14, 2005 Meeting Type: Annual Record Date: FEB 18, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dr D C Allen For For Management 1.2 Elect Director Lord Browne For For Management 1.3 Elect Director Mr J H Bryan For For Management 1.4 Elect Director Mr A Burgmans For For Management 1.5 Elect Director Mr I C Conn For For Management 1.6 Elect Director Mr E B Davis, Jr For For Management 1.7 Elect Director Mr D J Flint For For Management 1.8 Elect Director Dr B E Grote For For Management 1.9 Elect Director Dr A B Hayward For For Management 1.10 Elect Director Dr D S Julius For For Management 1.11 Elect Director Sir Tom Mckillop For For Management 1.12 Elect Director Mr J A Manzoni For For Management 1.13 Elect Director Dr W E Massey For For Management 1.14 Elect Director Mr H M P Miles For For Management 1.15 Elect Director Sir Ian Prosser For For Management 1.16 Elect Director Mr M H Wilson For For Management 1.17 Elect Director Mr P D Sutherland For For Management 2 Ratify Auditors For For Management 3 TO GIVE AUTHORITY TO ALLOT SHARES UP TO A For For Management SPECIFIED AMOUNT 4 SPECIAL RESOLUTION: TO GIVE AUTHORITY TO For For Management ALLOT A LIMITED NUMBER OF SHARES FOR CASH WITHOUT MAKING AN OFFER TO SHAREHOLDERS 5 SPECIAL RESOLUTION: TO GIVE LIMITED For For Management AUTHORITY FOR THE PURCHASE OF ITS OWN SHARES BY THE COMPANY 6 TO APPROVE THE DIRECTORS REMUNERATION For For Management REPORT 7 TO APPROVE THE RENEWAL OF EXECUTIVE For For Management DIRECTORS INCENTIVE PLAN 8 TO RECEIVE THE DIRECTORS ANNUAL REPORT For For Management AND THE ACCOUNTS - -------------------------------------------------------------------------------- CADENCE DESIGN SYSTEMS, INC. Ticker: CDN Security ID: 127387108 Meeting Date: MAY 11, 2005 Meeting Type: Annual Record Date: MAR 21, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director H. Raymond Bingham For Withhold Management 1.2 Elect Director Michael J. Fister For Withhold Management 1.3 Elect Director Donald L. Lucas For Withhold Management 1.4 Elect Director Alberto For Withhold Management Sangiovanni-Vincentelli 1.5 Elect Director George M. Scalise For Withhold Management 1.6 Elect Director John B. Shoven For Withhold Management 1.7 Elect Director Roger S. Siboni For Withhold Management 1.8 Elect Director Lip-Bu Tan For Withhold Management 2 Amend Non-Employee Director Stock Option For For Management Plan 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CHEVRON CORP Ticker: CVX Security ID: 166764100 Meeting Date: APR 27, 2005 Meeting Type: Annual Record Date: MAR 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Samuel H. Armacost For Withhold Management 1.2 Elect Director Robert E. Denham For Withhold Management 1.3 Elect Director Robert J. Eaton For Withhold Management 1.4 Elect Director Sam Ginn For Withhold Management 1.5 Elect Director Carla Anderson Hills For Withhold Management 1.6 Elect Director Franklyn G. Jenifer For Withhold Management 1.7 Elect Director Sam Nunn For Withhold Management 1.8 Elect Director David J. O'Reilly For Withhold Management 1.9 Elect Director Peter J. Robertson For Withhold Management 1.10 Elect Director Charles R. Shoemate For Withhold Management 1.11 Elect Director Ronald D. Sugar For Withhold Management 1.12 Elect Director Carl Ware For Withhold Management 2 Ratify Auditors For For Management 3 Limit Executive Compensation Against Against Shareholder 4 Submit Severance Agreement Against Against Shareholder (Change-in-Control) to Shareholder Vote 5 Expense Stock Options Against For Shareholder 6 Eliminate Animal Testing Against Abstain Shareholder 7 Report on Drilling in Protected Areas Against Abstain Shareholder 8 Report on Remediation Programs in Ecuador Against Abstain Shareholder - -------------------------------------------------------------------------------- CHOICEPOINT INC. Ticker: CPS Security ID: 170388102 Meeting Date: APR 28, 2005 Meeting Type: Annual Record Date: MAR 10, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ray M. Robinson For For Management 1.2 Elect Director John J. Hamre For For Management 1.3 Elect Director John B. McCoy For For Management 1.4 Elect Director Terrence Murray For For Management 2 Amend Omnibus Stock Plan For Against Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CISCO SYSTEMS, INC. Ticker: CSCO Security ID: 17275R102 Meeting Date: NOV 18, 2004 Meeting Type: Annual Record Date: SEP 20, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Carol A. Bartz For Withhold Management 1.2 Elect Director M. Michele Burns For Withhold Management 1.3 Elect Director Larry R. Carter For Withhold Management 1.4 Elect Director John T. Chambers For Withhold Management 1.5 Elect Director Dr. James F. Gibbons For Withhold Management 1.6 Elect Director Dr. John L. Hennessy For Withhold Management 1.7 Elect Director Roderick C. McGeary For Withhold Management 1.8 Elect Director James C. Morgan For Withhold Management 1.9 Elect Director John P. Morgridge For Withhold Management 1.10 Elect Director Donald T. Valentine For Withhold Management 1.11 Elect Director Steven M. West For Withhold Management 1.12 Elect Director Jerry Yang For Withhold Management 2 Ratify Auditors For For Management 3 Report on Pay Disparity Against Abstain Shareholder - -------------------------------------------------------------------------------- CITIGROUP INC. Ticker: C Security ID: 172967101 Meeting Date: APR 19, 2005 Meeting Type: Annual Record Date: FEB 25, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director C. Michael Armstrong For For Management 1.2 Elect Director Alain J.P. Belda For For Management 1.3 Elect Director George David For For Management 1.4 Elect Director Kenneth T. Derr For For Management 1.5 Elect Director John M. Deutch For For Management 1.6 Elect Director Roberto Hernandez Ramirez For For Management 1.7 Elect Director Ann Dibble Jordan For For Management 1.8 Elect Director Klaus Kleinfeld For For Management 1.9 Elect Director Dudley C. Mecum For For Management 1.10 Elect Director Anne Mulcahy For For Management 1.11 Elect Director Richard D. Parsons For For Management 1.12 Elect Director Charles Prince For For Management 1.13 Elect Director Judith Rodin For For Management 1.14 Elect Director Robert E. Rubin For For Management 1.15 Elect Director Franklin A. Thomas For For Management 1.16 Elect Director Sanford I. Weill For For Management 1.17 Elect Director Robert B. Willumstad For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Limit/Prohibit Awards to Executives Against Against Shareholder 5 Report on Political Contributions Against Against Shareholder 6 Prohibit Chairman From Management Duties, Against Against Shareholder Titles or Responsibilities 7 Limit Executive Compensation Against Against Shareholder 8 Require a Majority Vote for the Election Against Against Shareholder of Directors 9 Review/Limit Executive Compensation Against Against Shareholder 10 Adopt Simple Majority Vote Against For Shareholder - -------------------------------------------------------------------------------- CONOCOPHILLIPS Ticker: COP Security ID: 20825C104 Meeting Date: MAY 5, 2005 Meeting Type: Annual Record Date: MAR 10, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director J.J. Mulva For For Management 1.2 Elect Director Norman R. Augustine For For Management 1.3 Elect Director Larry D. Horner For For Management 1.4 Elect Director Charles C. Krulak For For Management 2 Ratify Auditors For For Management 3 Limit Executive Compensation Against Against Shareholder 4 Require a Majority Vote for the Election Against For Shareholder of Directors - -------------------------------------------------------------------------------- DELL INC. Ticker: DELL Security ID: 24702R101 Meeting Date: JUL 16, 2004 Meeting Type: Annual Record Date: MAY 21, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Donald J. Carty For For Management 1.2 Elect Director Michael S. Dell For For Management 1.3 Elect Director William H. Gray, III For For Management 1.4 Elect Director Judy C. Lewent For For Management 1.5 Elect Director Thomas W. Luce, III For For Management 1.6 Elect Director Klaus S. Luft For For Management 1.7 Elect Director Alex J. Mandl For For Management 1.8 Elect Director Michael A. Miles For For Management 1.9 Elect Director Samuel A. Nunn, Jr. For For Management 1.10 Elect Director Kevin B. Rollins For For Management 2 Ratify Auditors For For Management 3 Expense Stock Options Against Against Shareholder - -------------------------------------------------------------------------------- DIRECTV GROUP, INC, THE Ticker: DTV Security ID: 25459L106 Meeting Date: JUN 1, 2005 Meeting Type: Annual Record Date: APR 8, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ralph F. Boyd, Jr. For Withhold Management 1.2 Elect Director James M. Cornelius For Withhold Management 1.3 Elect Director David F. DeVoe For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- EATON CORP. Ticker: ETN Security ID: 278058102 Meeting Date: APR 27, 2005 Meeting Type: Annual Record Date: FEB 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ned C. Lautenbach For For Management 1.2 Elect Director John R. Miller For For Management 1.3 Elect Director Gregory R. Page For For Management 1.4 Elect Director Victor A. Pelson For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- FLEXTRONICS INTERNATIONAL LTD. Ticker: FLEX Security ID: Y2573F102 Meeting Date: SEP 23, 2004 Meeting Type: Annual Record Date: AUG 5, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael E. Marks For For Management 1.2 Elect Director Michael J. Moritz For For Management 2 RE-APPOINTMENT OF PATRICK FOLEY AS A For For Management DIRECTOR OF THE COMPANY. 3 Ratify Auditors For For Management 4 TO APPROVE AN AMENDMENT TO THE COMPANY S For For Management 1997 EMPLOYEE SHARE PURCHASE PLAN. 5 TO APPROVE AMENDMENTS TO THE COMPANY S For For Management 2001 EQUITY INCENTIVE PLAN. 6 TO APPROVE AN AMENDMENT TO THE COMPANY S For For Management 2001 EQUITY INCENTIVE PLAN TO ALLOW FOR ISSUANCES OF STOCK BONUSES. 7 TO APPROVE THE CONSOLIDATION OF ORDINARY For For Management SHARES AVAILABLE UNDER OUR ASSUMED PLANS INTO OUR 2001 EQUITY INCENTIVE PLAN. 8 TO APPROVE THE AUTHORIZATION FOR THE For For Management DIRECTORS OF THE COMPANY TO ALLOT AND ISSUE ORDINARY SHARES. 9 TO APPROVE THE AUTHORIZATION FOR THE For For Management COMPANY TO PROVIDE $37,200 OF ANNUAL CASH COMPENSATION TO EACH OF ITS NON-EMPLOYEE DIRECTORS. 10 TO APPROVE THE AUTHORIZATION FOR THE For For Management COMPANY TO PROVIDE AN ADDITIONAL $10,000 OF ANNUAL CASH COMPENSATION FOR EACH OF ITS NON-EMPLOYEE DIRECTORS FOR COMMITTEE PARTICIPATION. 11 TO APPROVE THE AUTHORIZATION OF THE For For Management PROPOSED RENEWAL OF THE SHARE REPURCHASE MANDATE RELATING TO ACQUISITIONS BY THE COMPANY OF ITS OWN ISSUED ORDINARY SHARES. 12 TO APPROVE THE AUTHORIZATION OF THE For For Management PROPOSAL APPROVAL OF A BONUS ISSUE. - -------------------------------------------------------------------------------- FREDDIE MAC Ticker: FRE Security ID: 313400301 Meeting Date: NOV 4, 2004 Meeting Type: Annual Record Date: SEP 10, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Barbara T. Alexander For Withhold Management 1.2 Elect Director Geoffrey T. Boisi For Withhold Management 1.3 Elect Director Michelle Engler For Withhold Management 1.4 Elect Director Richard Karl Goeltz For Withhold Management 1.5 Elect Director Thomas S. Johnson For Withhold Management 1.6 Elect Director William M. Lewis, Jr. For Withhold Management 1.7 Elect Director John B. Mccoy For Withhold Management 1.8 Elect Director Eugene M. Mcquade For Withhold Management 1.9 Elect Director Shaun F. O'Malley For Withhold Management 1.10 Elect Director Ronald F. Poe For Withhold Management 1.11 Elect Director Stephen A. Ross For Withhold Management 1.12 Elect Director Richard F. Syron For Withhold Management 1.13 Elect Director William J. Turner For Withhold Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Amend Employee Stock Purchase Plan For Against Management - -------------------------------------------------------------------------------- HARTFORD FINANCIAL SERVICES GROUP, INC., THE Ticker: HIG Security ID: 416515104 Meeting Date: MAY 18, 2005 Meeting Type: Annual Record Date: MAR 22, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ramani Ayer For For Management 1.2 Elect Director Ronald E. Ferguson For For Management 1.3 Elect Director Edward J. Kelly, III For For Management 1.4 Elect Director Paul G. Kirk, Jr. For For Management 1.5 Elect Director Thomas M. Marra For For Management 1.6 Elect Director Gail J. McGovern For For Management 1.7 Elect Director Michael G. Morris For For Management 1.8 Elect Director Robert W. Selander For For Management 1.9 Elect Director Charles B. Strauss For For Management 1.10 Elect Director H. Patrick Swygert For For Management 1.11 Elect Director David K. Zwiener For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Amend Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- INCO LTD. Ticker: N. Security ID: 453258402 Meeting Date: APR 20, 2005 Meeting Type: Annual/Special Record Date: MAR 15, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Glen A. Barton For For Management 1.2 Elect Director Angus A. Bruneau For For Management 1.3 Elect Director Ronald C. Cambre For For Management 1.4 Elect Director Scott M. Hand For For Management 1.5 Elect Director Janice K. Henry For For Management 1.6 Elect Director Chaviva M. Hosek For For Management 1.7 Elect Director Peter C. Jones For For Management 1.8 Elect Director John T. Mayberry For For Management 1.9 Elect Director David P. O'Brien For For Management 1.10 Elect Director Roger Phillips For For Management 1.11 Elect Director James M. Stanford For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Reconfirm Shareholder Rights Plan (Poison For For Management Pill) 4 Approve 2005 Key Employee Incentive Plan For For Management 5 Other Business (Voting) For Against Management - -------------------------------------------------------------------------------- INTERNATIONAL PAPER CO. Ticker: IP Security ID: 460146103 Meeting Date: MAY 10, 2005 Meeting Type: Annual Record Date: MAR 17, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert M. Amen For Withhold Management 1.2 Elect Director Samir G. Gibara For Withhold Management 1.3 Elect Director Charles R. Shoemate For Withhold Management 1.4 Elect Director William G. Walter For Withhold Management 2 Ratify Auditors For For Management 3 Limit Executive Compensation Against Against Shareholder - -------------------------------------------------------------------------------- JDS UNIPHASE CORP. Ticker: JDSU Security ID: 46612J101 Meeting Date: NOV 16, 2004 Meeting Type: Annual Record Date: SEP 15, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Bruce D. Day For Withhold Management 1.2 Elect Director Martin A. Kaplan For Withhold Management 1.3 Elect Director Kevin J. Kennedy, Ph.D. For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- KOHL'S CORP. Ticker: KSS Security ID: 500255104 Meeting Date: APR 27, 2005 Meeting Type: Annual Record Date: MAR 2, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James D. Ericson For Withhold Management 1.2 Elect Director William S. Kellogg For Withhold Management 1.3 Elect Director Arlene Meier For Withhold Management 1.4 Elect Director R. Elton White For Withhold Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors Against For Shareholder 4 Submit Severance Agreement Against Against Shareholder (Change-in-Control) to Shareholder Vote - -------------------------------------------------------------------------------- MERRILL LYNCH & CO., INC. Ticker: MER Security ID: 590188108 Meeting Date: APR 22, 2005 Meeting Type: Annual Record Date: FEB 22, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jill K. Conway For For Management 1.2 Elect Director Heinz-Joachim Neuburger For For Management 1.3 Elect Director E. Stanley O'Neal For For Management 2 Ratify Auditors For For Management 3 Approve Non-Employee Director Restricted For For Management Stock Plan 4 Provide for Cumulative Voting Against Against Shareholder 5 Limit Executive Compensation Against Against Shareholder - -------------------------------------------------------------------------------- NOKIA CORP. Ticker: NKCAF Security ID: 654902204 Meeting Date: APR 7, 2005 Meeting Type: Annual Record Date: FEB 2, 2005 # Proposal Mgt Rec Vote Cast Sponsor 2 APPROVAL OF THE INCOME STATEMENTS AND THE For For Management BALANCE SHEET. 3 APPROVAL OF A PROPOSAL TO THE ANNUAL For For Management GENERAL MEETING OF A DIVIDEND OF EUR 0.33 PER SHARE. 4 DISCHARGE OF THE CHAIRMAN, THE MEMBERS OF For For Management THE BOARD OF DIRECTORS, AND THE PRESIDENT, FROM LIABILITY. 6 PROPOSAL ON THE COMPOSITION OF THE BOARD For For Management AS PROPOSED BY THE CORPORATE GOVERNANCE AND NOMINATION COMMITTEE. 7.1 Elect Directors Paul J. Collins For For Management 7.2 Elect Directors Georg Ehrnrooth For For Management 7.3 Elect Directors Bengt Holmstrom For For Management 7.4 Elect Directors Per Karlsson For For Management 7.5 Elect Directors Jorma Ollila For For Management 7.6 Elect Directors Marjorie Scardino For For Management 7.7 Elect Directors Vesa Vainio For For Management 7.8 Elect Directors Arne Wessberg For For Management 7.9 Elect Directors Dan Hesse For For Management 7.10 Elect Directors Edouard Michelin For For Management 8 APPROVAL OF THE REMUNERATION TO BE PAID For For Management TO THE AUDITOR. 9 APPROVAL OF THE RE-ELECTION OF For For Management PRICEWATERHOUSECOOPERS OY AS THE AUDITORS FOR FISCAL YEAR 2005. 10 APPROVAL OF THE PROPOSAL TO GRANT STOCK For For Management OPTIONS TO SELECTED PERSONNEL OF THE COMPANY. 11 APPROVAL OF THE PROPOSAL OF THE BOARD TO For For Management REDUCE THE SHARE CAPITAL THROUGH CANCELLATION OF NOKIA SHARES HELD BY COMPANY. 12 AUTHORIZATION TO THE BOARD TO INCREASE For For Management THE SHARE CAPITAL OF THE COMPANY. 13 AUTHORIZATION TO THE BOARD TO REPURCHASE For For Management NOKIA SHARES. 14 AUTHORIZATION TO THE BOARD TO DISPOSE For For Management NOKIA SHARES HELD BY THE COMPANY. 15 MARK THE FOR BOX IF YOU WISH TO INSTRUCT For Against Management NOKIA S LEGAL COUNSELS TO VOTE IN THEIR DISCRETION ON YOUR BEHALF ONLY UPON ITEM 15. - -------------------------------------------------------------------------------- OFFICE DEPOT, INC. Ticker: ODP Security ID: 676220106 Meeting Date: MAY 13, 2005 Meeting Type: Annual Record Date: MAR 10, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lee A. Ault III For Withhold Management 1.2 Elect Director Neil R. Austrian For Withhold Management 1.3 Elect Director David W. Bernauer For Withhold Management 1.4 Elect Director Abelardo E. Bru For Withhold Management 1.5 Elect Director David I. Fuente For Withhold Management 1.6 Elect Director Brenda J. Gaines For Withhold Management 1.7 Elect Director Myra M. Hart For Withhold Management 1.8 Elect Director W. Scott Hedrick For Withhold Management 1.9 Elect Director James L. Heskett For Withhold Management 1.10 Elect Director Patricia A. McKay For Withhold Management 1.11 Elect Director Michael J. Myers For Withhold Management 1.12 Elect Director Steve Odland For Withhold Management 2 Ratify Auditors For For Management 3 Review/Limit Executive Compensation Against Against Shareholder 4 Require a Majority Vote for the Election Against For Shareholder of Directors - -------------------------------------------------------------------------------- ROYAL CARIBBEAN CRUISES LTD. Ticker: RCL Security ID: V7780T103 Meeting Date: MAY 17, 2005 Meeting Type: Annual Record Date: MAR 24, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Laura Laviada For For Management 1.2 Elect Director Eyal Ofer For For Management 1.3 Elect Director William K. Reilly For For Management 1.4 Elect Director Arne A. Wilhelmsen For For Management 2 RATIFICATION OF APPOINTMENT OF For For Management PRICEWATERHOUSECOOPERS LLP AS THE COMPANY S INDEPENDENT REGISTERED ACCOUNTING FIRM FOR 2005. - -------------------------------------------------------------------------------- SANOFI-AVENTIS (FORMERLY SANOFI-SYNTHELABO ) Ticker: Security ID: 80105N105 Meeting Date: DEC 23, 2004 Meeting Type: Special Record Date: NOV 8, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger by Absorption of Aventis For For Management by Sanofi-Aventis; Authorize Issuance of 19.1 Million Shares to Compensate Aventis Minority Shareholders 2 Approve Accounting Treatment of For For Management Absorption 3 Assume Obligations of 257,248 Outstanding For For Management Aventis Warrants; Authorize Issuance of Up to 301,984 Sanofi-Aventis Shares to Satisfy Conversion of Aventis Warrants 4 Assume Obligations of 48.08 Million For For Management Outstanding Aventis Stock Options; Authorize Issuance of Sanofi-Aventis Shares to Satisfy Conversion of Aventis Stock Options 5 Set Dec. 31, 2004, as Effective Date of For For Management Merger and Related Capital Increase to Aventis Minority Shareholders 6 Amend Articles to Reflect Changes in For For Management Capital 7 Approve Capital Increase Reserved for For For Management Employees Participating in Savings-Related Share Purchase Plan 8 Authorize Filing of Required For For Management Documents/Other Formalities - -------------------------------------------------------------------------------- SANOFI-AVENTIS (FORMERLY SANOFI-SYNTHELABO ) Ticker: Security ID: 80105N105 Meeting Date: MAY 31, 2005 Meeting Type: Annual Record Date: APR 25, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 APPROVAL OF THE INDIVIDUAL COMPANY For For Management FINANCIAL STATEMENTS 2 APPROVAL OF THE CONSOLIDATED FINANCIAL For For Management STATEMENTS 3 APPROPRIATION OF PROFITS; DECLARATION OF For For Management DIVIDEND 4 APPROVAL OF TRANSACTIONS COVERED BY THE For For Management STATUTORY AUDITORS SPECIAL REPORT 5 Ratify Auditors For For Management 6 Ratify Auditors For For Management 7 AUTHORIZATION TO THE BOARD OF DIRECTORS For For Management TO CARRY OUT TRANSACTIONS IN SHARES ISSUED BY THE COMPANY 8 TERMINATION OF THE AUTHORITY TO ISSUE For For Management BONDS 9 TO CARRY OUT INCREASES IN THE SHARE For For Management CAPITAL BY ISSUANCE, WITH PREEMPTIVE RIGHTS MAINTAINED 10 TO CARRY OUT INCREASES IN THE SHARE For Against Management CAPITAL BY ISSUANCE, WITHOUT PREEMPTIVE RIGHTS 11 TO CARRY OUT INCREASES IN THE SHARE For For Management CAPITAL BY INCORPORATION OF SHARE PREMIUM, RESERVES, PROFITS OR OTHER ITEMS 12 TO INCREASE THE NUMBER OF SHARES TO BE For Against Management ISSUED IN THE EVENT OF A CAPITAL INCREASE WITH OR WITHOUT PREEMPTIVE RIGHTS 13 TO CARRY OUT INCREASES IN THE SHARE For For Management CAPITAL BY ISSUANCE OF SHARES RESERVED FOR EMPLOYEES WITH WAIVER OF PREEMPTIVE RIGHTS 14 DELEGATION TO THE BOARD OF DIRECTORS OF For Against Management AUTHORITY TO GRANT OPTIONS TO SUBSCRIBE FOR OR PURCHASE SHARES 15 DELEGATION TO THE BOARD TO ALLOT EXISTING For Against Management OR NEW SHARES FREE OF CHARGE TO ALL OR SOME SALARIED EMPLOYEES OF THE GROUP 16 DELEGATION TO THE BOARD OF DIRECTORS OF For For Management POWERS TO REDUCE THE SHARE CAPITAL BY CANCELLATION OF TREASURY SHARES 17 POWERS FOR THE ACCOMPLISHMENT OF For For Management FORMALITIES - -------------------------------------------------------------------------------- ST. PAUL TRAVELERS COMPANIES, INC., THE Ticker: STA Security ID: 792860108 Meeting Date: MAY 3, 2005 Meeting Type: Annual Record Date: MAR 11, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John H. Dasburg For For Management 1.2 Elect Director Leslie B. Disharoon For For Management 1.3 Elect Director Janet M. Dolan For For Management 1.4 Elect Director Kenneth M. Duberstein For For Management 1.5 Elect Director Jay S. Fishman For For Management 1.6 Elect Director Lawrence G. Graev For For Management 1.7 Elect Director Thomas R. Hodgson For For Management 1.8 Elect Director Robert I. Lipp For For Management 1.9 Elect Director Blythe J. McGarvie For For Management 1.10 Elect Director Glen D. Nelson, M.D. For For Management 1.11 Elect Director Clarence Otis, Jr. For For Management 1.12 Elect Director Charles W. Scharf For For Management 1.13 Elect Director Laurie J. Thomsen For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TEXAS INSTRUMENTS INC. Ticker: TXN Security ID: 882508104 Meeting Date: APR 21, 2005 Meeting Type: Annual Record Date: FEB 22, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James R. Adams For Withhold Management 1.2 Elect Director David L. Boren For Withhold Management 1.3 Elect Director Daniel A. Carp For Withhold Management 1.4 Elect Director Carrie S. Cox For Withhold Management 1.5 Elect Director Thomas J. Engibous For Withhold Management 1.6 Elect Director Gerald W. Fronterhouse For Withhold Management 1.7 Elect Director David R. Goode For Withhold Management 1.8 Elect Director Pamela H. Patsley For Withhold Management 1.9 Elect Director Wayne R. Sanders For Withhold Management 1.10 Elect Director Ruth J. Simmons For Withhold Management 1.11 Elect Director Richard K. Templeton For Withhold Management 1.12 Elect Director Christine T. Whitman For Withhold Management 2 Ratify Auditors For For Management 3 Approve Qualified Employee Stock Purchase For Against Management Plan 4 Amend Stock Option Plan For For Management - -------------------------------------------------------------------------------- TIFFANY & CO. Ticker: TIF Security ID: 886547108 Meeting Date: MAY 19, 2005 Meeting Type: Annual Record Date: MAR 24, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael J. Kowalski For Withhold Management 1.2 Elect Director Rose Marie Bravo For Withhold Management 1.3 Elect Director William R. Chaney For Withhold Management 1.4 Elect Director Samuel L. Hayes III For Withhold Management 1.5 Elect Director Abby F. Kohnstamm For Withhold Management 1.6 Elect Director Charles K. Marquis For Withhold Management 1.7 Elect Director J. Thomas Presby For Withhold Management 1.8 Elect Director James E. Quinn For Withhold Management 1.9 Elect Director William A. Shutzer For Withhold Management 2 Ratify Auditor For For Management 3 Amend Omnibus Stock Plan For For Management 4 Approve Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- UNUMPROVIDENT CORPORATION Ticker: UNM Security ID: 91529Y106 Meeting Date: MAY 12, 2005 Meeting Type: Annual Record Date: MAR 14, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jon S. Fossel For Withhold Management 1.2 Elect Director Gloria C. Larson For Withhold Management 1.3 Elect Director William J. Ryan For Withhold Management 1.4 Elect Director Thomas R. Watjen For Withhold Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management 4 Require a Majority Vote for the Election None For Shareholder of Directors 5 Establish Board of Directors to Enable Against Against Shareholder Direct Communication on Corporate Governance Matters - -------------------------------------------------------------------------------- WAL-MART STORES, INC. Ticker: WMT Security ID: 931142103 Meeting Date: JUN 3, 2005 Meeting Type: Annual Record Date: APR 5, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James W. Breyer For For Management 1.2 Elect Director M. Michele Burns For For Management 1.3 Elect Director Douglas N. Daft For For Management 1.4 Elect Director David D. Glass For For Management 1.5 Elect Director Roland A. Hernandez For For Management 1.6 Elect Director John D. Opie For For Management 1.7 Elect Director J. Paul Reason For For Management 1.8 Elect Director H. Lee Scott, Jr. For For Management 1.9 Elect Director Jack C. Shewmaker For For Management 1.10 Elect Director Jose H. Villarreal For For Management 1.11 Elect Director John T. Walton For For Management 1.12 Elect Director S. Robson Walton For For Management 1.13 Elect Director Christopher J. Williams For For Management 1.14 Elect Director Linda S. Wolf For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management 4 Report on Executive Compensation Against For Shareholder 5 Prepare Sustainability Report Against Abstain Shareholder 6 Report on Stock Option Distribution by Against Abstain Shareholder Race and Gender 7 Report on Political Contributions Against Abstain Shareholder 8 Prepare Equal Opportunity Report Against Abstain Shareholder 9 Require a Majority Vote for the Election Against Against Shareholder of Directors 10 Require Majority of Independent Directors Against Against Shareholder on Board 11 Performance- Based/Indexed Options Against Against Shareholder - -------------------------------------------------------------------------------- XTO ENERGY INC Ticker: XTO Security ID: 98385X106 Meeting Date: MAY 17, 2005 Meeting Type: Annual Record Date: MAR 31, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Herbert D. Simons For For Management 1.2 Elect Director William A. Adams, III For For Management 1.3 Elect Director Keith A. Hutton For For Management 1.4 Elect Director Jack P. Randall For For Management =================== OPPENHEIMER QUEST OPPORTUNITY VALUE FUND =================== AES CORP., THE Ticker: AES Security ID: 00130H105 Meeting Date: APR 28, 2005 Meeting Type: Annual Record Date: MAR 3, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard Darman For Withhold Management 1.2 Elect Director Paul T. Hanrahan For Withhold Management 1.3 Elect Director Kristina M. Johnson For Withhold Management 1.4 Elect Director John A. Koskinen For Withhold Management 1.5 Elect Director Philip Lader For Withhold Management 1.6 Elect DirectorJohn H. McArthur For Withhold Management 1.7 Elect Director Sandra O. Moose For Withhold Management 1.8 Elect Director Philip A. Odeen For Withhold Management 1.9 Elect Director Charles O. Rossotti For Withhold Management 1.10 Elect Director Sven Sandstrom For Withhold Management 1.11 Elect Director Roger W. Sant For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AGERE SYSTEMS INC Ticker: AGR Security ID: 00845V100 Meeting Date: FEB 17, 2005 Meeting Type: Annual Record Date: DEC 20, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard S. Hill For For Management 1.2 Elect Director Arun Netravali For For Management 1.3 Elect Director Harold A. Wagner For For Management 2 Reclassify Common Stock and Class B Stock For For Management into a Single Class 3 Approve Reverse Stock Split For For Management 4 Approve Reverse Stock Split For For Management 5 Approve Reverse Stock Split For For Management 6 Approve Reverse Stock Split For For Management 7 Amend Articles to Make Administrative For For Management Changes - -------------------------------------------------------------------------------- ALCAN INC. Ticker: AL. Security ID: 013716105 Meeting Date: APR 28, 2005 Meeting Type: Annual/Special Record Date: MAR 2, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director R. Berger For For Management 1.2 Elect Director L.D. Desautels For For Management 1.3 Elect Director T. Engen For For Management 1.4 Elect Director L.Y. Fortier For For Management 1.5 Elect Director J.-P. Jacamon For For Management 1.6 Elect Director W.R. Loomis For For Management 1.7 Elect Director Y. Mansion For For Management 1.8 Elect Director C. Morin-Postel For For Management 1.9 Elect Director H. Onno Ruding For For Management 1.10 Elect Director G. Sainte-Pierre For For Management 1.11 Elect Director G. Schulmeyer For For Management 1.12 Elect Director P.M. Tellier For For Management 1.13 Elect Director M.K. Wong For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Reconfirm Shareholder Rights Plan (Poison For For Management Pill) 4 Amend Executive Share Option Plan For For Management - -------------------------------------------------------------------------------- ALCAN INC. Ticker: AL. Security ID: 013716105 Meeting Date: DEC 22, 2004 Meeting Type: Special Record Date: NOV 19, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Arrangement Resolution for the For For Management Reoganisation. - -------------------------------------------------------------------------------- ALTRIA GROUP, INC. Ticker: MO Security ID: 02209S103 Meeting Date: APR 28, 2005 Meeting Type: Annual Record Date: MAR 7, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Elizabeth E. Bailey For For Management 1.2 Elect Director Harold Brown For For Management 1.3 Elect Director Mathis Cabiallavetta For For Management 1.4 Elect Director Louis C. Camilleri For For Management 1.5 Elect Director J. Dudley Fishburn For For Management 1.6 Elect Director Robert E. R. Huntley For For Management 1.7 Elect Director Thomas W. Jones For Withhold Management 1.8 Elect Director George Munoz For For Management 1.9 Elect Director Lucio A. Noto For For Management 1.10 Elect Director John S. Reed For For Management 1.11 Elect Director Carlos Slim Helu For For Management 1.12 Elect Director Stephen M. Wolf For For Management 2 Approve Omnibus Stock Plan For For Management 3 Amend Non-Employee Director Stock Option For For Management Plan 4 Ratify Auditors For For Management 5 Eliminate Animal Testing Against Abstain Shareholder 6 Product Warnings for Pregnant Women Against Abstain Shareholder 7 Cease Use of Light and Ultra Light in Against Abstain Shareholder Cigarette Marketing 8 Apply Fire Safety Standards for Against Abstain Shareholder Cigarettes - -------------------------------------------------------------------------------- ASSURED GUARANTY LTD Ticker: AGO Security ID: G0585R106 Meeting Date: MAY 5, 2005 Meeting Type: Annual Record Date: MAR 15, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 ELECTION OF PATRICK W. KENNY AS CLASS I For For Management DIRECTOR FOR A TERM EXPIRING IN 2008 2 RE-APPROVAL OF THE ASSURED GUARANTY LTD. For For Management 2004 LONG-TERM INCENTIVE PLAN 3 APPROVAL OF THE ASSURED GUARANTY LTD. For For Management EMPLOYEE STOCK PURCHASE PLAN 4 RATIFICATION OF THE APPOINTMENT OF For For Management PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT ACCOUNTANTS OF ASSURED GUARANTY LTD. FOR THE FISCAL YEAR ENDING DECEMBER 31, 2005 5.1 Elect Director Howard Albert For For Management 5.2 Elect Director Robert Bailenson For For Management 5.3 Elect Director Dominic J. Frederico For For Management 5.4 Elect Director James M. Michener For For Management 5.5 Elect Director Robert B. Mills For For Management 5.6 Elect Director David Penchoff For For Management 5.7 Elect Director Pierre A. Samson For For Management 5.8 Elect Director James M. Michener For For Management 5.9 Elect Director Robert B. Mills For For Management 5.10 Elect Director Michael J. Schozer For For Management 5.11 Elect Director Kenneth Thomson For For Management 5.12 Elect Director Robert Worme For For Management 6 Ratify Auditors For For Management 7 CHANGING THE NAME OF AGRI TO ASSURED For For Management GUARANTY RE LTD. 8 Ratify Auditors For For Management - -------------------------------------------------------------------------------- BANK OF AMERICA CORP. Ticker: BAC Security ID: 060505104 Meeting Date: APR 27, 2005 Meeting Type: Annual Record Date: MAR 4, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William Barnet, III For For Management 1.2 Elect Director Charles W. Coker For For Management 1.3 Elect Director John T. Collins For For Management 1.4 Elect Director Gary L. Countryman For For Management 1.5 Elect Director Paul Fulton For For Management 1.6 Elect Director Charles K. Gifford For For Management 1.7 Elect Director W. Steven Jones For For Management 1.8 Elect Director Kenneth D. Lewis For For Management 1.9 Elect Director Walter E. Massey For For Management 1.10 Elect Director Thomas J. May For For Management 1.11 Elect Director Patricia E. Mitchell For For Management 1.12 Elect Director Edward L. Romero For For Management 1.13 Elect Director Thomas M. Ryan For For Management 1.14 Elect Director O. Temple Sloan, Jr. For For Management 1.15 Elect Director Meredith R. Spangler For For Management 1.16 Elect Director Robert L. Tillman For For Management 1.17 Elect Director Jackie M. Ward For For Management 2 Ratify Auditors For For Management 3 Report on Political Contributions Against Abstain Shareholder 4 Director Nominee Amendment Against Against Shareholder - -------------------------------------------------------------------------------- BP PLC (FORM. BP AMOCO PLC ) Ticker: BP. Security ID: 055622104 Meeting Date: APR 14, 2005 Meeting Type: Annual Record Date: FEB 18, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dr D C Allen For For Management 1.2 Elect Director Lord Browne For For Management 1.3 Elect Director Mr J H Bryan For For Management 1.4 Elect Director Mr A Burgmans For For Management 1.5 Elect Director Mr I C Conn For For Management 1.6 Elect Director Mr E B Davis, Jr For For Management 1.7 Elect Director Mr D J Flint For For Management 1.8 Elect Director Dr B E Grote For For Management 1.9 Elect Director Dr A B Hayward For For Management 1.10 Elect Director Dr D S Julius For For Management 1.11 Elect Director Sir Tom Mckillop For For Management 1.12 Elect Director Mr J A Manzoni For For Management 1.13 Elect Director Dr W E Massey For For Management 1.14 Elect Director Mr H M P Miles For For Management 1.15 Elect Director Sir Ian Prosser For For Management 1.16 Elect Director Mr M H Wilson For For Management 1.17 Elect Director Mr P D Sutherland For For Management 2 Ratify Auditors For For Management 3 TO GIVE AUTHORITY TO ALLOT SHARES UP TO A For For Management SPECIFIED AMOUNT 4 SPECIAL RESOLUTION: TO GIVE AUTHORITY TO For For Management ALLOT A LIMITED NUMBER OF SHARES FOR CASH WITHOUT MAKING AN OFFER TO SHAREHOLDERS 5 SPECIAL RESOLUTION: TO GIVE LIMITED For For Management AUTHORITY FOR THE PURCHASE OF ITS OWN SHARES BY THE COMPANY 6 TO APPROVE THE DIRECTORS REMUNERATION For For Management REPORT 7 TO APPROVE THE RENEWAL OF EXECUTIVE For For Management DIRECTORS INCENTIVE PLAN 8 TO RECEIVE THE DIRECTORS ANNUAL REPORT For For Management AND THE ACCOUNTS - -------------------------------------------------------------------------------- CARNIVAL CORP. Ticker: CCL Security ID: 143658300 Meeting Date: APR 13, 2005 Meeting Type: Annual Record Date: FEB 14, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Micky Arison For For Management 1.2 Elect Director Amb Richard G. Capen Jr For For Management 1.3 Elect Director Robert H. Dickinson For For Management 1.4 Elect Director Arnold W. Donald For For Management 1.5 Elect Director Pier Luigi Foschi For For Management 1.6 Elect Director Howard S. Frank For For Management 1.7 Elect Director Richard J. Glasier For For Management 1.8 Elect Director Baroness Hogg For For Management 1.9 Elect Director A. Kirk Lanterman For For Management 1.10 Elect Director Modesto A. Maidique For For Management 1.11 Elect Director John P. Mcnulty For For Management 1.12 Elect Director Sir John Parker For For Management 1.13 Elect Director Peter G. Ratcliffe For For Management 1.14 Elect Director Stuart Subotnick For For Management 1.15 Elect Director Uzi Zucker For For Management 2 TO APPROVE THE AMENDED AND RESTATED For For Management CARNIVAL CORPORATION 2001 OUTSIDE DIRECTOR STOCK PLAN. 3 TO APPROVE THE CARNIVAL PLC 2005 EMPLOYEE For For Management SHARE PLAN. 4 TO APPROVE THE CARNIVAL PLC 2005 EMPLOYEE For For Management STOCK PURCHASE PLAN. 5 Ratify Auditors For For Management 6 TO AUTHORIZE THE AUDIT COMMITTEE OF For For Management CARNIVAL PLC TO AGREE THE REMUNERATION OF THE INDEPENDENT AUDITORS. 7 TO RECEIVE THE ACCOUNTS AND REPORTS FOR For For Management CARNIVAL PLC FOR THE FINANCIAL YEAR ENDED NOVEMBER 30, 2004. 8 TO APPROVE THE DIRECTORS REMUNERATION For For Management REPORT OF CARNIVAL PLC. 9 TO APPROVE LIMITS ON THE AUTHORITY TO For For Management ALLOT SHARES BY CARNIVAL PLC. 10 TO APPROVE THE DISAPPLICATION OF For For Management PRE-EMPTION RIGHTS FOR CARNIVAL PLC. 11 TO APPROVE A GENERAL AUTHORITY FOR For For Management CARNIVAL PLC TO BUY BACK CARNIVAL PLC ORDINARY SHARES IN THE OPEN MARKET. - -------------------------------------------------------------------------------- CENDANT CORPORATION Ticker: CD Security ID: 151313103 Meeting Date: APR 26, 2005 Meeting Type: Annual Record Date: FEB 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Myra J. Biblowit For Withhold Management 1.2 Elect Director Leonard S. Coleman For Withhold Management 1.3 Elect Director Cheryl D. Mills For Withhold Management 1.4 Elect Director Brian Mulroney For Withhold Management 1.5 Elect Director Robert E. Nederlander For Withhold Management 1.6 Elect Director Ronald L. Nelson For Withhold Management 1.7 Elect Director Robert W. Pittman For Withhold Management 1.8 Elect Director Pauline D. E. Richards For Withhold Management 1.9 Elect Director Sheli Z. Rosenburg For Withhold Management 1.10 Elect Director Robert F. Smith For Withhold Management 2 Ratify Auditors For For Management 3 Approve Outside Director Stock For For Management Awards/Options in Lieu of Cash 4 Approve Qualified Employee Stock Purchase For For Management Plan 5 Report on Pay Disparity Against Against Shareholder 6 Eliminate or Restrict Severance Against For Shareholder Agreements (Change-in-Control) - -------------------------------------------------------------------------------- CHOICEPOINT INC. Ticker: CPS Security ID: 170388102 Meeting Date: APR 28, 2005 Meeting Type: Annual Record Date: MAR 10, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ray M. Robinson For For Management 1.2 Elect Director John J. Hamre For For Management 1.3 Elect Director John B. McCoy For For Management 1.4 Elect Director Terrence Murray For For Management 2 Amend Omnibus Stock Plan For Against Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CISCO SYSTEMS, INC. Ticker: CSCO Security ID: 17275R102 Meeting Date: NOV 18, 2004 Meeting Type: Annual Record Date: SEP 20, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Carol A. Bartz For Withhold Management 1.2 Elect Director M. Michele Burns For Withhold Management 1.3 Elect Director Larry R. Carter For Withhold Management 1.4 Elect Director John T. Chambers For Withhold Management 1.5 Elect Director Dr. James F. Gibbons For Withhold Management 1.6 Elect Director Dr. John L. Hennessy For Withhold Management 1.7 Elect Director Roderick C. McGeary For Withhold Management 1.8 Elect Director James C. Morgan For Withhold Management 1.9 Elect Director John P. Morgridge For Withhold Management 1.10 Elect Director Donald T. Valentine For Withhold Management 1.11 Elect Director Steven M. West For Withhold Management 1.12 Elect Director Jerry Yang For Withhold Management 2 Ratify Auditors For For Management 3 Report on Pay Disparity Against Abstain Shareholder - -------------------------------------------------------------------------------- CITIGROUP INC. Ticker: C Security ID: 172967101 Meeting Date: APR 19, 2005 Meeting Type: Annual Record Date: FEB 25, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director C. Michael Armstrong For For Management 1.2 Elect Director Alain J.P. Belda For For Management 1.3 Elect Director George David For For Management 1.4 Elect Director Kenneth T. Derr For For Management 1.5 Elect Director John M. Deutch For For Management 1.6 Elect Director Roberto Hernandez Ramirez For For Management 1.7 Elect Director Ann Dibble Jordan For For Management 1.8 Elect Director Klaus Kleinfeld For For Management 1.9 Elect Director Dudley C. Mecum For For Management 1.10 Elect Director Anne Mulcahy For For Management 1.11 Elect Director Richard D. Parsons For For Management 1.12 Elect Director Charles Prince For For Management 1.13 Elect Director Judith Rodin For For Management 1.14 Elect Director Robert E. Rubin For For Management 1.15 Elect Director Franklin A. Thomas For For Management 1.16 Elect Director Sanford I. Weill For For Management 1.17 Elect Director Robert B. Willumstad For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Limit/Prohibit Awards to Executives Against Against Shareholder 5 Report on Political Contributions Against Against Shareholder 6 Prohibit Chairman From Management Duties, Against Against Shareholder Titles or Responsibilities 7 Limit Executive Compensation Against Against Shareholder 8 Require a Majority Vote for the Election Against Against Shareholder of Directors 9 Review/Limit Executive Compensation Against Against Shareholder 10 Adopt Simple Majority Vote Against For Shareholder - -------------------------------------------------------------------------------- COMPANHIA VALE DO RIO DOCE Ticker: RIO.PR Security ID: 204412100 Meeting Date: APR 27, 2005 Meeting Type: Annual Record Date: MAR 29, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 APPRECIATION OF THE MANAGEMENT S REPORT For For Management AND ANALYSIS, DISCUSSION AND VOTE ON THE FINANCIAL STATEMENTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2004. 2 PROPOSAL FOR THE DESTINATION OF THE For For Management PROFITS OF THE SAID FISCAL YEAR AND APPROVAL OF THE INVESTMENT BUDGET OF THE COMPANY. 3 ELECTION OF THE MEMBERS OF THE BOARD OF For For Management DIRECTORS. 4 ELECTION OF THE MEMBERS OF THE FISCAL For For Management COUNCIL. 5 ESTABLISHMENT OF THE REMUNERATION OF THE For For Management SENIOR MANAGEMENT AND FISCAL COUNCIL MEMBERS. 6 PROPOSAL FOR THE INCREASE OF CAPITAL, VIA For For Management CAPITALIZATION OF RESERVES, WITHOUT ISSUE OF SHARES, AND WITH THE CONSEQUENT ALTERATION OF THE MAIN SECTION OF ARTICLE 5 OF THE COMPANY BYLAWS. 7 NEW VERSION OF CVRD S DIVIDEND POLICY. For For Management - -------------------------------------------------------------------------------- CONOCOPHILLIPS Ticker: COP Security ID: 20825C104 Meeting Date: MAY 5, 2005 Meeting Type: Annual Record Date: MAR 10, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director J.J. Mulva For For Management 1.2 Elect Director Norman R. Augustine For For Management 1.3 Elect Director Larry D. Horner For For Management 1.4 Elect Director Charles C. Krulak For For Management 2 Ratify Auditors For For Management 3 Limit Executive Compensation Against Against Shareholder 4 Require a Majority Vote for the Election Against For Shareholder of Directors - -------------------------------------------------------------------------------- COUNTRYWIDE FINANCIAL CORP. Ticker: CFC Security ID: 222372104 Meeting Date: JUN 15, 2005 Meeting Type: Annual Record Date: APR 20, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Angelo R. Mozilo For For Management 1.2 Elect Director Stanford L. Kurland For For Management 1.3 Elect Director Oscar P. Robertson For For Management 1.4 Elect Director Keith P. Russell For For Management 2 Amend Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CSG SYSTEMS INTERNATIONAL, INC. Ticker: CSGS Security ID: 126349109 Meeting Date: MAY 27, 2005 Meeting Type: Annual Record Date: MAR 29, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Bernard W. Reznicek For Withhold Management 1.2 Elect Director Donald V. Smith For Withhold Management 2 Approve Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- DEAN FOODS COMPANY Ticker: DF Security ID: 242370104 Meeting Date: MAY 24, 2005 Meeting Type: Annual Record Date: APR 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Tom C. Davis For For Management 1.2 Elect Director Stephen L. Green For For Management 1.3 Elect Director Joseph S. Hardin, Jr. For For Management 1.4 Elect Director John R. Muse For For Management 2 Ratify Auditors For For Management 3 Prepare a Sustainability Report Against Abstain Shareholder - -------------------------------------------------------------------------------- DELL INC. Ticker: DELL Security ID: 24702R101 Meeting Date: JUL 16, 2004 Meeting Type: Annual Record Date: MAY 21, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Donald J. Carty For For Management 1.2 Elect Director Michael S. Dell For For Management 1.3 Elect Director William H. Gray, III For For Management 1.4 Elect Director Judy C. Lewent For For Management 1.5 Elect Director Thomas W. Luce, III For For Management 1.6 Elect Director Klaus S. Luft For For Management 1.7 Elect Director Alex J. Mandl For For Management 1.8 Elect Director Michael A. Miles For For Management 1.9 Elect Director Samuel A. Nunn, Jr. For For Management 1.10 Elect Director Kevin B. Rollins For For Management 2 Ratify Auditors For For Management 3 Expense Stock Options Against Against Shareholder - -------------------------------------------------------------------------------- EMC CORP. Ticker: EMC Security ID: 268648102 Meeting Date: MAY 5, 2005 Meeting Type: Annual Record Date: MAR 7, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael J. Cronin For Withhold Management 1.2 Elect Director W. Paul Fitzgerald For For Management 1.3 Elect Director Joseph M. Tucci For Withhold Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management 4 Performance- Based/Indexed Options Against Against Shareholder 5 Creation of an Independent Audit Against Against Shareholder Committee - -------------------------------------------------------------------------------- EVEREST RE GROUP LTD Ticker: RE Security ID: G3223R108 Meeting Date: MAY 25, 2005 Meeting Type: Annual Record Date: MAR 29, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Thomas J. Gallagher For For Management 1.2 Elect Director William F. Galtney, Jr. For For Management 2 Ratify Auditors For For Management 3 TO APPROVE AN AMENDMENT TO THE EVEREST RE For For Management GROUP, LTD. 2003 NON-EMPLOYEE DIRECTOR EQUITY COMPENSATION PLAN. 4 TO APPROVE AN AMENDMENT TO THE EVEREST RE For For Management GROUP, LTD. EXECUTIVE PERFORMANCE ANNUAL INCENTIVE PLAN. - -------------------------------------------------------------------------------- FREDDIE MAC Ticker: FRE Security ID: 313400301 Meeting Date: NOV 4, 2004 Meeting Type: Annual Record Date: SEP 10, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Barbara T. Alexander For Withhold Management 1.2 Elect Director Geoffrey T. Boisi For Withhold Management 1.3 Elect Director Michelle Engler For Withhold Management 1.4 Elect Director Richard Karl Goeltz For Withhold Management 1.5 Elect Director Thomas S. Johnson For Withhold Management 1.6 Elect Director William M. Lewis, Jr. For Withhold Management 1.7 Elect Director John B. Mccoy For Withhold Management 1.8 Elect Director Eugene M. Mcquade For Withhold Management 1.9 Elect Director Shaun F. O'Malley For Withhold Management 1.10 Elect Director Ronald F. Poe For Withhold Management 1.11 Elect Director Stephen A. Ross For Withhold Management 1.12 Elect Director Richard F. Syron For Withhold Management 1.13 Elect Director William J. Turner For Withhold Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Amend Employee Stock Purchase Plan For Against Management - -------------------------------------------------------------------------------- GENERAL ELECTRIC CO. Ticker: GE Security ID: 369604103 Meeting Date: APR 27, 2005 Meeting Type: Annual Record Date: FEB 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James I. Cash, Jr. For For Management 1.2 Elect Director William M. Castell For For Management 1.3 Elect Director Dennis D. Dammerman For For Management 1.4 Elect Director Ann M. Fudge For For Management 1.5 Elect Director Claudio X. Gonzalez For For Management 1.6 Elect Director Jeffrey R. Immelt For For Management 1.7 Elect Director Andrea Jung For For Management 1.8 Elect Director Alan G. Lafley For For Management 1.9 Elect Director Ralph S. Larsen For For Management 1.10 Elect Director Rochelle B. Lazarus For For Management 1.11 Elect Director Sam Nunn For For Management 1.12 Elect Director Roger S. Penske For For Management 1.13 Elect Director Robert J. Swieringa For For Management 1.14 Elect Director Douglas A. Warner III For For Management 1.15 Elect Director Robert C. Wright For For Management 2 Ratify Auditors For For Management 3 Provide for Cumulative Voting Against Against Shareholder 4 Report on Nuclear Fuel Storage Risks Against Against Shareholder 5 Report on PCB Clean-up Costs Against Against Shareholder 6 Adopt Policy on Overboarded Directors Against Against Shareholder 7 Prepare a Sustainability Report Against Against Shareholder 8 Political Contributions/Activities Against Against Shareholder 9 Eliminate Animal Testing Against Against Shareholder - -------------------------------------------------------------------------------- GENWORTH FINL INC Ticker: GNW Security ID: 37247D106 Meeting Date: MAY 19, 2005 Meeting Type: Annual Record Date: MAR 21, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Frank J. Borelli For For Management 1.2 Elect Director Michael D. Fraizer For For Management 1.3 Elect Director J. Robert 'bob' Kerrey For For Management 1.4 Elect Director Thomas B. Wheeler For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- HALLIBURTON CO. Ticker: HAL Security ID: 406216101 Meeting Date: MAY 18, 2005 Meeting Type: Annual Record Date: MAR 21, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert L. Crandall For For Management 1.2 Elect Director Kenneth T. Derr For For Management 1.3 Elect Director S. Malcolm Gillis For For Management 1.4 Elect Director W.R. Howell For For Management 1.5 Elect Director Ray L. Hunt For For Management 1.6 Elect Director David J. Lesar For For Management 1.7 Elect Director J. Landis Martin For For Management 1.8 Elect Director Jay A. Precourt For For Management 1.9 Elect Director Debra L. Reed For For Management 2 Ratify Auditors For For Management 3 Submit Severance Agreement Against Against Shareholder (Change-in-Control) to Shareholder Vote 4 Require a Majority Vote for the Election Against For Shareholder of Directors - -------------------------------------------------------------------------------- HONEYWELL INTERNATIONAL, INC. Ticker: HON Security ID: 438516106 Meeting Date: APR 25, 2005 Meeting Type: Annual Record Date: FEB 25, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Marshall N. Carter For For Management 1.2 Elect Director David M. Cote For For Management 1.3 Elect Director Bradley T. Sheares For For Management 1.4 Elect Director John R. Stafford For For Management 1.5 Elect Director Michael W. Wright For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors For For Management 4 Amend the Certificate of Incorporation For For Management and By-laws 5 Establish Other Board Committee Against For Shareholder 6 Separate Chairman and CEO Positions Against For Shareholder 7 Report on Pay Disparity Against Against Shareholder 8 Performance- Based/Indexed Options Against Against Shareholder 9 Approve Commonsense Executive Against Against Shareholder Compensation Framework - -------------------------------------------------------------------------------- INTEL CORP. Ticker: INTC Security ID: 458140100 Meeting Date: MAY 18, 2005 Meeting Type: Annual Record Date: MAR 21, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Craig R. Barrett For For Management 1.2 Elect Director Charlene Barshefsky For For Management 1.3 Elect Director E. John P. Browne For For Management 1.4 Elect Director D. James Guzy For For Management 1.5 Elect Director Reed E. Hundt For For Management 1.6 Elect Director Paul S. Otellini For For Management 1.7 Elect Director David S. Pottruck For For Management 1.8 Elect Director Jane E. Shaw For For Management 1.9 Elect Director John L. Thornton For For Management 1.10 Elect Director David B. Yoffie For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Amend Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- INTERNATIONAL BUSINESS MACHINES CORP. Ticker: IBM Security ID: 459200101 Meeting Date: APR 26, 2005 Meeting Type: Annual Record Date: FEB 25, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Cathleen Black For Did Not Management Vote 1.2 Elect Director Kenneth I. Chenault For Did Not Management Vote 1.3 Elect Director Juergen Dormann For Did Not Management Vote 1.4 Elect Director Michael L. Eskew For Did Not Management Vote 1.5 Elect Director Carlos Ghosn For Did Not Management Vote 1.6 Elect Director Charles F. Knight For Did Not Management Vote 1.7 Elect Director Minoru Makihara For Did Not Management Vote 1.8 Elect Director Lucio A. Noto For Did Not Management Vote 1.9 Elect Director Samuel J. Palmisano For Did Not Management Vote 1.10 Elect Director Joan E. Spero For Did Not Management Vote 1.11 Elect Director Sidney Taurel For Did Not Management Vote 1.12 Elect Director Charles M. Vest For Did Not Management Vote 1.13 Elect Director Lorenzo H. Zambrano For Did Not Management Vote 2 Ratify Auditors For Did Not Management Vote 3 Restore or Provide for Cumulative Voting Against Did Not Shareholder Vote 4 Eliminate Age Discrimination in Against Did Not Shareholder Retirement Benefits Vote 5 Calculate Executive Salary Without Regard Against Did Not Shareholder to Pension Income Vote 6 Expense Stock Options Against Did Not Shareholder Vote 7 Report on Executive Compensation Against Did Not Shareholder Vote 8 Report on Outsourcing Against Did Not Shareholder Vote - -------------------------------------------------------------------------------- JDS UNIPHASE CORP. Ticker: JDSU Security ID: 46612J101 Meeting Date: NOV 16, 2004 Meeting Type: Annual Record Date: SEP 15, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Bruce D. Day For Withhold Management 1.2 Elect Director Martin A. Kaplan For Withhold Management 1.3 Elect Director Kevin J. Kennedy, Ph.D. For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- KINDER MORGAN, INC. Ticker: KMI Security ID: 49455P101 Meeting Date: MAY 10, 2005 Meeting Type: Annual Record Date: MAR 10, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael C. Morgan For For Management 1.2 Elect Director Stewart A. Bliss For For Management 1.3 Elect Director Edward Randall, III For For Management 2 Increase Authorized Common Stock For For Management 3 Approve Executive Incentive Bonus Plan For For Management 4 Approve Non-Employee Director Omnibus For For Management Stock Plan 5 Ratify Auditors For For Management - -------------------------------------------------------------------------------- LEHMAN BROTHERS HOLDINGS INC. Ticker: LEH Security ID: 524908100 Meeting Date: APR 5, 2005 Meeting Type: Annual Record Date: FEB 11, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael L. Ainslie For For Management 1.2 Elect Director John F. Akers For For Management 1.3 Elect Director Richard S. Fuld, Jr. For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For Against Management 4 Limit Executive Compensation Against Against Shareholder - -------------------------------------------------------------------------------- LIBERTY MEDIA CORP. Ticker: L Security ID: 530718105 Meeting Date: JUN 8, 2005 Meeting Type: Annual Record Date: APR 26, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David E. Rapley For Withhold Management 1.2 Elect Director Larry E. Romrell For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MARRIOTT INTERNATIONAL INC. Ticker: MAR Security ID: 571903202 Meeting Date: MAY 6, 2005 Meeting Type: Annual Record Date: MAR 15, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director J.W. Marriott, Jr. For Withhold Management 1.2 Elect Director Debra L. Lee For Withhold Management 1.3 Elect Director George Munoz For Withhold Management 1.4 Elect Director William J. Shaw For Withhold Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Declassify the Board of Directors Against For Shareholder 5 Require a Majority Vote for the Election Against For Shareholder of Directors - -------------------------------------------------------------------------------- MCKESSON CORP. Ticker: MCK Security ID: 58155Q103 Meeting Date: JUL 28, 2004 Meeting Type: Annual Record Date: JUN 1, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John H. Hammergren For Withhold Management 1.2 Elect Director Robert W. Matschullat For Withhold Management 1.3 Elect Director M. Christine Jacobs For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MERRILL LYNCH & CO., INC. Ticker: MER Security ID: 590188108 Meeting Date: APR 22, 2005 Meeting Type: Annual Record Date: FEB 22, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jill K. Conway For For Management 1.2 Elect Director Heinz-Joachim Neuburger For For Management 1.3 Elect Director E. Stanley O'Neal For For Management 2 Ratify Auditors For For Management 3 Approve Non-Employee Director Restricted For For Management Stock Plan 4 Provide for Cumulative Voting Against Against Shareholder 5 Limit Executive Compensation Against Against Shareholder - -------------------------------------------------------------------------------- MORGAN STANLEY Ticker: MWD Security ID: 617446448 Meeting Date: MAR 15, 2005 Meeting Type: Annual Record Date: JAN 14, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John E. Jacob For Withhold Management 1.2 Elect Director Charles F. Knight For Withhold Management 1.3 Elect Director Miles L. Marsh For Withhold Management 1.4 Elect Director Laura D'Andrea Tyson For Withhold Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors For For Management 4 Limit Executive Compensation Against Against Shareholder - -------------------------------------------------------------------------------- NOVELL, INC. Ticker: NOVL Security ID: 670006105 Meeting Date: APR 14, 2005 Meeting Type: Annual Record Date: FEB 15, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Albert Aiello For Did Not Management Vote 1.2 Elect Director Fred Corrado For Did Not Management Vote 1.3 Elect Director Richard L. Crandall For Did Not Management Vote 1.4 Elect Director Wayne Mackie For Did Not Management Vote 1.5 Elect Director Claudine B. Malone For Did Not Management Vote 1.6 Elect Director Jack L. Messman For Did Not Management Vote 1.7 Elect Director Richard L. Nolan For Did Not Management Vote 1.8 Elect Director Thomas G. Plaskett For Did Not Management Vote 1.9 Elect Director John W. Poduska, Sr. For Did Not Management Vote 1.10 Elect Director John D. Robinson, III For Did Not Management Vote 1.11 Elect Director Kathy Brittain White For Did Not Management Vote 2 Ratify Auditors For Did Not Management Vote 3 Amend By-Laws for Performance-Based Against Did Not Shareholder Equity Compensation Vote - -------------------------------------------------------------------------------- NRG ENERGY INC Ticker: NRG Security ID: 629377508 Meeting Date: MAY 24, 2005 Meeting Type: Annual Record Date: APR 8, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lawrence S. Coben For For Management 1.2 Elect Director Herbert H. Tate For For Management 1.3 Elect Director Walter R. Young For For Management 2 Approve Increase in Size of Board For For Management 3 Amend Articles For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ORBITAL SCIENCES CORP. Ticker: ORB Security ID: 685564106 Meeting Date: APR 28, 2005 Meeting Type: Annual Record Date: MAR 8, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Daniel J. Fink For For Management 1.2 Elect Director Robert J. Hermann For For Management 1.3 Elect Director Janice I. Obuchowski For For Management 1.4 Elect Director Frank L. Salizzoni For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PETROLEO BRASILEIRO Ticker: PBR/A Security ID: 71654V408 Meeting Date: MAR 31, 2005 Meeting Type: Annual Record Date: MAR 4, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 APPROVAL OF THE MANAGEMENT REPORT, THE For For Management FINANCIAL STATEMENTS AND AUDIT COMMITTEE S OPINION FOR THE FISCAL YEAR 2004. 2 APPROVAL OF THE CAPITAL EXPENDITURES For For Management BUDGET FOR THE FISCAL YEAR 2005. 3 APPROVAL OF THE DISTRIBUTION OF RESULTS For For Management FOR THE FISCAL YEAR 2004. 4 APPROVAL OF THE ELECTION OF MEMBERS TO For For Management THE BOARD OF DIRECTORS, AUDIT COMMITTEE AND THEIR RESPECTIVE SUBSTITUTES, TO VOTE IN THE SAME MANNER AS THE MAJORITY OF THE SHAREHOLDERS AT THE MEETING. 5 APPROVAL OF THE ELECTION OF THE CHAIRMAN For For Management OF THE BOARD OF DIRECTORS. 6 APPROVAL OF THE ESTABLISHMENT OF THE For Against Management COMPENSATION OF MANAGEMENT AND EFFECTIVE MEMBERS OF THE AUDIT COMMITTEE, AS WELL AS THEIR PARTICIPATION IN THE PROFITS PURSUANT TO ARTICLES 41 AND 56 OF THE COMPANY S BYLAWS. - -------------------------------------------------------------------------------- PFIZER INC. Ticker: PFE Security ID: 717081103 Meeting Date: APR 28, 2005 Meeting Type: Annual Record Date: MAR 2, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael S. Brown For Withhold Management 1.2 Elect Director M. Anthony Burns For Withhold Management 1.3 Elect Director Robert N. Burt For Withhold Management 1.4 Elect Director W. Don Cornwell For Withhold Management 1.5 Elect Director William H. Gray III For Withhold Management 1.6 Elect Director Constance J. Horner For Withhold Management 1.7 Elect Director William R. Howell For Withhold Management 1.8 Elect Director Stanley O. Ikenberry For Withhold Management 1.9 Elect Director George A. Lorch For Withhold Management 1.10 Elect Director Henry A. McKinnell For Withhold Management 1.11 Elect Director Dana G. Mead For Withhold Management 1.12 Elect Director Ruth J. Simmons For Withhold Management 1.13 Elect Director William C. Steere, Jr. For Withhold Management 1.14 Elect Director Jean-Paul Valles For Withhold Management 2 Ratify Auditors For For Management 3 Establish Term Limits for Directors Against Against Shareholder 4 Report on Pharmaceutical Price Restraint Against Abstain Shareholder 5 Review and Report on Drug Reimportation Against Abstain Shareholder Policy 6 Report on Political Contributions Against Abstain Shareholder 7 Report on Product Availability in Canada Against Abstain Shareholder 8 Separate Chairman and CEO Positions Against Against Shareholder - -------------------------------------------------------------------------------- RAYTHEON CO. Ticker: RTN Security ID: 755111507 Meeting Date: MAY 4, 2005 Meeting Type: Annual Record Date: MAR 9, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Barbara M. Barrett For For Management 1.2 Elect Director Frederic M. Poses For For Management 1.3 Elect Director Linda G. Stuntz For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors For For Management 4 Amend Omnibus Stock Plan For For Management 5 Amend Non-Employee Director Restricted For For Management Stock Plan 6 Adopt MacBride Principles Against Abstain Shareholder 7 Require a Majority Vote for the Election Against For Shareholder of Directors 8 Require Director Nominee Qualifications Against Against Shareholder - -------------------------------------------------------------------------------- RELIANT ENERGY INC. Ticker: RRI Security ID: 75952B105 Meeting Date: JUN 7, 2005 Meeting Type: Annual Record Date: APR 12, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director E. William Barnett For For Management 1.2 Elect Director Donald J. Breeding For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors Against For Shareholder - -------------------------------------------------------------------------------- SANOFI-AVENTIS (FORMERLY SANOFI-SYNTHELABO ) Ticker: Security ID: 80105N105 Meeting Date: DEC 23, 2004 Meeting Type: Special Record Date: NOV 8, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger by Absorption of Aventis For For Management by Sanofi-Aventis; Authorize Issuance of 19.1 Million Shares to Compensate Aventis Minority Shareholders 2 Approve Accounting Treatment of For For Management Absorption 3 Assume Obligations of 257,248 Outstanding For For Management Aventis Warrants; Authorize Issuance of Up to 301,984 Sanofi-Aventis Shares to Satisfy Conversion of Aventis Warrants 4 Assume Obligations of 48.08 Million For For Management Outstanding Aventis Stock Options; Authorize Issuance of Sanofi-Aventis Shares to Satisfy Conversion of Aventis Stock Options 5 Set Dec. 31, 2004, as Effective Date of For For Management Merger and Related Capital Increase to Aventis Minority Shareholders 6 Amend Articles to Reflect Changes in For For Management Capital 7 Approve Capital Increase Reserved for For For Management Employees Participating in Savings-Related Share Purchase Plan 8 Authorize Filing of Required For For Management Documents/Other Formalities - -------------------------------------------------------------------------------- SANOFI-AVENTIS (FORMERLY SANOFI-SYNTHELABO ) Ticker: Security ID: 80105N105 Meeting Date: MAY 31, 2005 Meeting Type: Annual Record Date: APR 25, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 APPROVAL OF THE INDIVIDUAL COMPANY For For Management FINANCIAL STATEMENTS 2 APPROVAL OF THE CONSOLIDATED FINANCIAL For For Management STATEMENTS 3 APPROPRIATION OF PROFITS; DECLARATION OF For For Management DIVIDEND 4 APPROVAL OF TRANSACTIONS COVERED BY THE For For Management STATUTORY AUDITORS SPECIAL REPORT 5 Ratify Auditors For For Management 6 Ratify Auditors For For Management 7 AUTHORIZATION TO THE BOARD OF DIRECTORS For For Management TO CARRY OUT TRANSACTIONS IN SHARES ISSUED BY THE COMPANY 8 TERMINATION OF THE AUTHORITY TO ISSUE For For Management BONDS 9 TO CARRY OUT INCREASES IN THE SHARE For For Management CAPITAL BY ISSUANCE, WITH PREEMPTIVE RIGHTS MAINTAINED 10 TO CARRY OUT INCREASES IN THE SHARE For Against Management CAPITAL BY ISSUANCE, WITHOUT PREEMPTIVE RIGHTS 11 TO CARRY OUT INCREASES IN THE SHARE For For Management CAPITAL BY INCORPORATION OF SHARE PREMIUM, RESERVES, PROFITS OR OTHER ITEMS 12 TO INCREASE THE NUMBER OF SHARES TO BE For Against Management ISSUED IN THE EVENT OF A CAPITAL INCREASE WITH OR WITHOUT PREEMPTIVE RIGHTS 13 TO CARRY OUT INCREASES IN THE SHARE For For Management CAPITAL BY ISSUANCE OF SHARES RESERVED FOR EMPLOYEES WITH WAIVER OF PREEMPTIVE RIGHTS 14 DELEGATION TO THE BOARD OF DIRECTORS OF For Against Management AUTHORITY TO GRANT OPTIONS TO SUBSCRIBE FOR OR PURCHASE SHARES 15 DELEGATION TO THE BOARD TO ALLOT EXISTING For Against Management OR NEW SHARES FREE OF CHARGE TO ALL OR SOME SALARIED EMPLOYEES OF THE GROUP 16 DELEGATION TO THE BOARD OF DIRECTORS OF For For Management POWERS TO REDUCE THE SHARE CAPITAL BY CANCELLATION OF TREASURY SHARES 17 POWERS FOR THE ACCOMPLISHMENT OF For For Management FORMALITIES - -------------------------------------------------------------------------------- SYNOPSYS, INC. Ticker: SNPS Security ID: 871607107 Meeting Date: MAY 23, 2005 Meeting Type: Annual Record Date: MAR 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Aart J. De Geus For Withhold Management 1.2 Elect Director Chi-Foon Chan For Withhold Management 1.3 Elect Director Bruce R. Chizen For Withhold Management 1.4 Elect Director Deborah A. Coleman For Withhold Management 1.5 Elect Director A. Richard Newton For Withhold Management 1.6 Elect Director Sasson Somekh For Withhold Management 1.7 Elect Director Roy Vallee For Withhold Management 1.8 Elect Director Steven C. Walske For Withhold Management 2 Approve Non-Employee Director Omnibus For For Management Stock Plan 3 Amend Qualified Employee Stock Purchase For Against Management Plan 4 Amend Qualified Employee Stock Purchase For Against Management Plan 5 Approve Option Exchange Progran For For Management 6 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TAKE-TWO INTERACTIVE SOFTWARE, INC. Ticker: TTWO Security ID: 874054109 Meeting Date: JUN 16, 2005 Meeting Type: Annual Record Date: MAY 9, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paul Eibeler For For Management 1.2 Elect Director Oliver R. Grace, Jr. For For Management 1.3 Elect Director Robert Flug For For Management 1.4 Elect Director Todd Emmel For For Management 1.5 Elect Director Mark Lewis For For Management 1.6 Elect Director Steven Tisch For For Management 1.7 Elect Director Barbara Kaczynski For For Management 2 Amend Stock Option Plan For For Management 3 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- TEXAS INSTRUMENTS INC. Ticker: TXN Security ID: 882508104 Meeting Date: APR 21, 2005 Meeting Type: Annual Record Date: FEB 22, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James R. Adams For Withhold Management 1.2 Elect Director David L. Boren For Withhold Management 1.3 Elect Director Daniel A. Carp For Withhold Management 1.4 Elect Director Carrie S. Cox For Withhold Management 1.5 Elect Director Thomas J. Engibous For Withhold Management 1.6 Elect Director Gerald W. Fronterhouse For Withhold Management 1.7 Elect Director David R. Goode For Withhold Management 1.8 Elect Director Pamela H. Patsley For Withhold Management 1.9 Elect Director Wayne R. Sanders For Withhold Management 1.10 Elect Director Ruth J. Simmons For Withhold Management 1.11 Elect Director Richard K. Templeton For Withhold Management 1.12 Elect Director Christine T. Whitman For Withhold Management 2 Ratify Auditors For For Management 3 Approve Qualified Employee Stock Purchase For Against Management Plan 4 Amend Stock Option Plan For For Management - -------------------------------------------------------------------------------- TYCO INTERNATIONAL LTD. Ticker: TYC Security ID: 902124106 Meeting Date: MAR 10, 2005 Meeting Type: Annual Record Date: JAN 10, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dennis C. Blair For For Management 1.2 Elect Director Edward D. Breen For For Management 1.3 Elect Director George W. Buckley For For Management 1.4 Elect Director Brian Duperreault For For Management 1.5 Elect Director Bruce S. Gordon For For Management 1.6 Elect Director Rajiv L. Gupta For For Management 1.7 Elect Director John A. Krol For For Management 1.8 Elect Director Mackey J. Mcdonald For Withhold Management 1.9 Elect Director H. Carl Mccall For For Management 1.10 Elect Director Brendan R. O'Neill For For Management 1.11 Elect Director Sandra S. Wijnberg For For Management 1.12 Elect Director Jerome B. York For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- UNITEDGLOBAL.COM INC Ticker: Security ID: 913247508 Meeting Date: JUN 14, 2005 Meeting Type: Special Record Date: MAY 3, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For Against Management - -------------------------------------------------------------------------------- WAL-MART STORES, INC. Ticker: WMT Security ID: 931142103 Meeting Date: JUN 3, 2005 Meeting Type: Annual Record Date: APR 5, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James W. Breyer For For Management 1.2 Elect Director M. Michele Burns For For Management 1.3 Elect Director Douglas N. Daft For For Management 1.4 Elect Director David D. Glass For For Management 1.5 Elect Director Roland A. Hernandez For For Management 1.6 Elect Director John D. Opie For For Management 1.7 Elect Director J. Paul Reason For For Management 1.8 Elect Director H. Lee Scott, Jr. For For Management 1.9 Elect Director Jack C. Shewmaker For For Management 1.10 Elect Director Jose H. Villarreal For For Management 1.11 Elect Director John T. Walton For For Management 1.12 Elect Director S. Robson Walton For For Management 1.13 Elect Director Christopher J. Williams For For Management 1.14 Elect Director Linda S. Wolf For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management 4 Report on Executive Compensation Against For Shareholder 5 Prepare Sustainability Report Against Abstain Shareholder 6 Report on Stock Option Distribution by Against Abstain Shareholder Race and Gender 7 Report on Political Contributions Against Abstain Shareholder 8 Prepare Equal Opportunity Report Against Abstain Shareholder 9 Require a Majority Vote for the Election Against Against Shareholder of Directors 10 Require Majority of Independent Directors Against Against Shareholder on Board 11 Performance- Based/Indexed Options Against Against Shareholder - -------------------------------------------------------------------------------- WELLPOINT INC Ticker: WLP Security ID: 94973V107 Meeting Date: MAY 10, 2005 Meeting Type: Annual Record Date: MAR 18, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William H.T. Bush For For Management 1.2 Elect Director Warren Y. Jobe For For Management 1.3 Elect Director William G. Mays For For Management 1.4 Elect Director Senator Donald W. Riegle, For For Management Jr. 1.5 Elect Director William J. Ryan For For Management 2 Ratify Auditors For For Management 3 Performance- Based/Indexed Options Against For Shareholder - -------------------------------------------------------------------------------- WELLS FARGO & COMPANY Ticker: WFC Security ID: 949746101 Meeting Date: APR 26, 2005 Meeting Type: Annual Record Date: MAR 8, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director J.A. Blanchard III For Withhold Management 1.2 Elect Director Susan E. Engel For Withhold Management 1.3 Elect Director Enrique Hernandez, Jr. For Withhold Management 1.4 Elect Director Robert L. Joss For Withhold Management 1.5 Elect Director Reatha Clark King For Withhold Management 1.6 Elect Director Richard M. Kovacevich For Withhold Management 1.7 Elect Director Richard D. McCormick For Withhold Management 1.8 Elect Director Cynthia H. Milligan For Withhold Management 1.9 Elect Director Philip J. Quigley For Withhold Management 1.10 Elect Director Donald B. Rice For Withhold Management 1.11 Elect Director Judith M. Runstad For Withhold Management 1.12 Elect Director Stephen W. Sanger For Withhold Management 1.13 Elect Director Susan G. Swenson For Withhold Management 1.14 Elect Director Michael W. Wright For Withhold Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management 4 Adopt Policy on Payday Lenders Against Against Shareholder 5 Link Executive Compensation to Predatory Against Against Shareholder Lending 6 Performance- Based/Indexed Options Against For Shareholder 7 Limit Executive Compensation Against Against Shareholder 8 Separate Chairman and CEO Positions Against Against Shareholder - -------------------------------------------------------------------------------- WYETH Ticker: WYE Security ID: 983024100 Meeting Date: APR 21, 2005 Meeting Type: Annual Record Date: MAR 4, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard L. Carrion For Withhold Management 1.2 Elect Director Robert Essner For Withhold Management 1.3 Elect Director John D. Feerick For Withhold Management 1.4 Elect Director Frances D. Fergusson For Withhold Management 1.5 Elect Director Robert Langer For Withhold Management 1.6 Elect Director John P. Mascotte For Withhold Management 1.7 Elect Director Mary Lake Polan For Withhold Management 1.8 Elect Director Ivan G. Seidenberg For Withhold Management 1.9 Elect Director Walter V. Shipley For Withhold Management 1.10 Elect Director John R. Torell III For Withhold Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Review and Report on Drug Reimportation Against Abstain Shareholder Policy 5 Separate Chairman and CEO Positions Against Against Shareholder 6 Report on Political Contributions Against Abstain Shareholder 7 Discontinue Promotion of Premarin and Against Abstain Shareholder Report on Animal Testing ====================== OPPENHEIMER SMALL- & MID CAP FUND ======================= ACTIVISION, INC. Ticker: ATVI Security ID: 004930202 Meeting Date: SEP 21, 2004 Meeting Type: Annual Record Date: JUL 30, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert A. Kotick For For Management 1.2 Elect Director Brian G. Kelly For For Management 1.3 Elect Director Ronald Doornink For For Management 1.4 Elect Director Robert J. Corti For For Management 1.5 Elect Director Kenneth L. Henderson For For Management 1.6 Elect Director Barbara S. Isgur For For Management 1.7 Elect Director Robert J. Morgado For For Management 1.8 Elect Director Peter J. Nolan For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ACTUANT CORP Ticker: ATU Security ID: 00508X203 Meeting Date: JAN 10, 2005 Meeting Type: Annual Record Date: NOV 17, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert C. Arzbaecher For For Management 1.2 Elect Director Gustav H.P. Boel For For Management 1.3 Elect Director Thomas J. Fischer For For Management 1.4 Elect Director William K. Hall For For Management 1.5 Elect Director Kathleen J. Hempel For For Management 1.6 Elect Director Robert A. Peterson For For Management 1.7 Elect Director William P. Sovey For For Management 1.8 Elect Director Larry Yost For For Management 2 Approve Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- ADC TELECOMMUNICATIONS, INC. Ticker: ADCT Security ID: 000886101 Meeting Date: MAR 1, 2005 Meeting Type: Annual Record Date: JAN 12, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James C. Castle, Ph.D. For Withhold Management 1.2 Elect Director Mickey P. Foret For Withhold Management 1.3 Elect Director J. Kevin Gilligan For Withhold Management 1.4 Elect Director John D. Wunsch For Withhold Management 1.5 Elect Director Lois M. Martin For Withhold Management 1.6 Elect Director John E. Rehfeld For Withhold Management 1.7 Elect Director William R. Spivey For Withhold Management 2 Redeem Shareholder Rights Plan Agreement Against Abstain Shareholder 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AES CORP., THE Ticker: AES Security ID: 00130H105 Meeting Date: APR 28, 2005 Meeting Type: Annual Record Date: MAR 3, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard Darman For Withhold Management 1.2 Elect Director Paul T. Hanrahan For Withhold Management 1.3 Elect Director Kristina M. Johnson For Withhold Management 1.4 Elect Director John A. Koskinen For Withhold Management 1.5 Elect Director Philip Lader For Withhold Management 1.6 Elect DirectorJohn H. McArthur For Withhold Management 1.7 Elect Director Sandra O. Moose For Withhold Management 1.8 Elect Director Philip A. Odeen For Withhold Management 1.9 Elect Director Charles O. Rossotti For Withhold Management 1.10 Elect Director Sven Sandstrom For Withhold Management 1.11 Elect Director Roger W. Sant For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AFC ENTERPRISES, INC. Ticker: AFCE Security ID: 00104Q107 Meeting Date: JUL 19, 2004 Meeting Type: Annual Record Date: JUN 15, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Victor Arias, Jr. For For Management 1.2 Elect Director Frank J. Belatti For For Management 1.3 Elect Director Carolyn Hogan Byrd For For Management 1.4 Elect Director Dick R. Holbrook For For Management 1.5 Elect Director R. William Ide, III For For Management 1.6 Elect Director Kelvin J. Pennington For For Management 1.7 Elect Director John M. Roth For For Management 1.8 Elect Director Ronald P. Spogli For For Management 1.9 Elect Director Peter Starrett For For Management 2 Amend Bylaws Regarding the Odd Number of For For Management Directors - -------------------------------------------------------------------------------- AFC ENTERPRISES, INC. Ticker: AFCE Security ID: 00104Q107 Meeting Date: MAY 3, 2005 Meeting Type: Annual Record Date: MAR 14, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Victor Arias, Jr For For Management 1.2 Elect Director Frank J. Belatti For For Management 1.3 Elect Director Carolyn Hogan Byrd For For Management 1.4 Elect Director R. William Ide, III For For Management 1.5 Elect Director Kelvin J. Pennington For For Management 1.6 Elect Director John M. Roth For For Management 1.7 Elect Director Ronald P. Spogli For For Management 1.8 Elect Director Peter Starrett For For Management 2 Amend Bundled Compensation Plans For For Management - -------------------------------------------------------------------------------- AFFILIATED MANAGERS GROUP, INC. Ticker: AMG Security ID: 008252108 Meeting Date: JUN 1, 2005 Meeting Type: Annual Record Date: APR 15, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard Floor For For Management 1.2 Elect Director Sean M. Healey For For Management 1.3 Elect Director Harold J. Meyerman For For Management 1.4 Elect Director William J. Nutt For For Management 1.5 Elect Director Robert C. Puff, Jr. For For Management 1.6 Elect Director Rita M. Rodriguez For For Management 2 Amend Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AIRGAS, INC. Ticker: ARG Security ID: 009363102 Meeting Date: AUG 4, 2004 Meeting Type: Annual Record Date: JUN 21, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director W. Thacher Brown For For Management 1.2 Elect Director Peter Mccausland For For Management 1.3 Elect Director Richard C. Ill For For Management 2 Amend Non-Employee Director Omnibus Stock For For Management Plan 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ALBEMARLE CORP. Ticker: ALB Security ID: 012653101 Meeting Date: APR 20, 2005 Meeting Type: Annual Record Date: MAR 11, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director J. Alfred Broaddus, Jr. For For Management 1.2 Elect Director Floyd D. Gottwald, Jr. For For Management 1.3 Elect Director John D. Gottwald For For Management 1.4 Elect Director William M. Gottwald For For Management 1.5 Elect Director Richard L. Morrill For For Management 1.6 Elect Director Seymour S. Preston III For For Management 1.7 Elect Director Mark C. Rohr For For Management 1.8 Elect Director John Sherman, Jr. For For Management 1.9 Elect Director Charles E. Stewart For For Management 1.10 Elect Director Anne Marie Whittemore For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AMETEK, INC. Ticker: AME Security ID: 031100100 Meeting Date: APR 26, 2005 Meeting Type: Annual Record Date: MAR 11, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Sheldon S. Gordon For For Management 1.2 Elect Director Frank S. Hermance For For Management 1.3 Elect Director David P. Steinmann For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ANDRX CORP. Ticker: ADRX Security ID: 034553107 Meeting Date: MAY 20, 2005 Meeting Type: Annual Record Date: MAR 30, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Tamara A. Baum For Withhold Management 1.2 Elect Director Melvin Sharoky, M.D. For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ASSURED GUARANTY LTD Ticker: AGO Security ID: G0585R106 Meeting Date: MAY 5, 2005 Meeting Type: Annual Record Date: MAR 15, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 ELECTION OF PATRICK W. KENNY AS CLASS I For For Management DIRECTOR FOR A TERM EXPIRING IN 2008 2 RE-APPROVAL OF THE ASSURED GUARANTY LTD. For For Management 2004 LONG-TERM INCENTIVE PLAN 3 APPROVAL OF THE ASSURED GUARANTY LTD. For For Management EMPLOYEE STOCK PURCHASE PLAN 4 RATIFICATION OF THE APPOINTMENT OF For For Management PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT ACCOUNTANTS OF ASSURED GUARANTY LTD. FOR THE FISCAL YEAR ENDING DECEMBER 31, 2005 5.1 Elect Director Howard Albert For For Management 5.2 Elect Director Robert Bailenson For For Management 5.3 Elect Director Dominic J. Frederico For For Management 5.4 Elect Director James M. Michener For For Management 5.5 Elect Director Robert B. Mills For For Management 5.6 Elect Director David Penchoff For For Management 5.7 Elect Director Pierre A. Samson For For Management 5.8 Elect Director James M. Michener For For Management 5.9 Elect Director Robert B. Mills For For Management 5.10 Elect Director Michael J. Schozer For For Management 5.11 Elect Director Kenneth Thomson For For Management 5.12 Elect Director Robert Worme For For Management 6 Ratify Auditors For For Management 7 CHANGING THE NAME OF AGRI TO ASSURED For For Management GUARANTY RE LTD. 8 Ratify Auditors For For Management - -------------------------------------------------------------------------------- BANK MUTUAL CORPORATION Ticker: BKMU Security ID: 063750103 Meeting Date: MAY 2, 2005 Meeting Type: Annual Record Date: MAR 3, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Thomas J. Lopina, Sr. For For Management 1.2 Elect Director Robert B. Olson For For Management 1.3 Elect Director David J. Rolfs For For Management 1.4 Elect Director Mark C. Herr For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- BANKATLANTIC BANCORP, INC. Ticker: BBX Security ID: 065908501 Meeting Date: MAY 17, 2005 Meeting Type: Annual Record Date: MAR 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director D. Keith Cobb For For Management 1.2 Elect Director Bruno L. DiGiulian For For Management 1.3 Elect Director Alan B. Levan For For Management 2 Approve Omnibus Stock Plan For Against Management - -------------------------------------------------------------------------------- BIOMED REALTY TRUST INC Ticker: BMR Security ID: 09063H107 Meeting Date: MAY 18, 2005 Meeting Type: Annual Record Date: APR 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Alan D. Gold For For Management 1.2 Elect Director Barbara R. Cambon For For Management 1.3 Elect Director Edward A. Dennis, Ph.D. For For Management 1.4 Elect Director Gary A. Kreitzer For For Management 1.5 Elect Director Mark J. Riedy, Ph.D. For For Management 1.6 Elect Director Theodore D. Roth For For Management 1.7 Elect Director M. Faye Wilson For For Management - -------------------------------------------------------------------------------- BLOCKBUSTER, INC. Ticker: BBI Security ID: 093679108 Meeting Date: MAY 11, 2005 Meeting Type: Proxy Contest Record Date: MAR 17, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John F. Antioco For Did Not Management Vote 1.2 Elect Director Peter A. Bassi For Did Not Management Vote 1.3 Elect Director Linda Griego For Did Not Management Vote 2 Ratify Auditors For Did Not Management Vote 1.1 Elect Director Carl C. Icahn For Did Not Management Vote 1.2 Elect Directors Edward Bleier For Did Not Management Vote 1.3 Elect Director Stauss Zelnick For Did Not Management Vote 2 Ratify Auditors For Did Not Management Vote - -------------------------------------------------------------------------------- BOWATER INC. Ticker: BOW Security ID: 102183100 Meeting Date: MAY 11, 2005 Meeting Type: Annual Record Date: MAR 15, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Francis J. Aguilar For Withhold Management 1.2 Elect Director John A. Rolls For Withhold Management 1.3 Elect Director L. Jacques Menard For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CAPITAL SENIOR LIVING CORP. Ticker: CSU Security ID: 140475104 Meeting Date: MAY 10, 2005 Meeting Type: Annual Record Date: MAR 14, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Craig F. Hartberg For Withhold Management 1.2 Elect Director Lawrence A. Cohen For Withhold Management 2 Other Business For Against Management - -------------------------------------------------------------------------------- CELANESE CORP. Ticker: CE Security ID: 150870103 Meeting Date: JUN 1, 2005 Meeting Type: Annual Record Date: APR 15, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dr. Hanns Ostmeier For For Management 1.2 Elect Director Mr. James Quella For Withhold Management 1.3 Elect Director Mr. Daniel S. Sanders For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CERIDIAN CORPORATION Ticker: CEN Security ID: 156779100 Meeting Date: MAY 26, 2005 Meeting Type: Annual Record Date: MAR 30, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Nicholas D. Chabraja For For Management 1.2 Elect Director Ronald T. Lemay For For Management 1.3 Elect Director George R. Lewis For For Management 1.4 Elect Director Ronald L. Turner For For Management 1.5 Elect Director Alan F. White For For Management - -------------------------------------------------------------------------------- CHICAGO BRIDGE & IRON CO. Ticker: CBI Security ID: 167250109 Meeting Date: MAY 13, 2005 Meeting Type: Annual Record Date: APR 6, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 FIRST POSITION: JENNETT For For Management 2 FIRST POSITION: BORDAGES Against Against Management 3 SECOND POSITION: NEALE For For Management 4 SECOND POSITION: LEVENTRY Against Against Management 5 THIRD POSITION: WILLIAMS For For Management 6 THIRD POSITION: BYERS For Against Management 7 TO AUTHORIZE THE PREPARATION OF THE For For Management ANNUAL ACCOUNTS AND THE ANNUAL REPORT IN THE ENGLISH LANGUAGE. 8 TO DISCHARGE THE MEMBERS OF THE For For Management MANAGEMENT BOARD FROM LIABILITY. 9 TO DISCHARGE THE MEMBERS OF THE For For Management SUPERVISORY BOARD FROM LIABILITY. 10 TO RESOLVE ON THE FINAL DIVIDEND FOR THE For For Management YEAR ENDED DECEMBER 31, 2005. 11 TO APPROVE THE MANAGEMENT BOARD For For Management COMPENSATION POLICY. 12 TO DETERMINE THE COMPENSATION OF THE For For Management SUPERVISORY DIRECTORS WHO ARE NOT EMPLOYEES. 13 TO APPROVE THE EXTENSION OF THE AUTHORITY For For Management OF THE MANAGEMENT BOARD TO REPURCHASE UP TO 10% OF THE ISSUED SHARE CAPITAL. 14 TO APPROVE THE EXTENSION OF THE AUTHORITY For For Management OF THE SUPERVISORY BOARD TO ISSUE AND/OR GRANT RIGHTS TO AQUIRE SHARES. 15 TO AMEND OUR ARTICLES OF ASSOCIATION TO For For Management INCREASE THE AMOUNT OF THE AUTHORIZED SHARE CAPITAL. 16 TO APPROVE AN AMENDMENT TO THE CHICAGO For For Management BRIDGE & IRON 1999 LONG- TERM INCENTIVE PLAN. 17 TO APPROVE AN AMENDMENT TO THE CHICAGO For For Management BRIDGE & IRON INCENTIVE COMPENSATION PLAN. 18 TO APPOINT OUR INDEPENDENT PUBLIC For For Management ACCOUNTANTS FOR THE YEAR ENDING DECEMBER 31, 2005. - -------------------------------------------------------------------------------- CMS ENERGY CORP. Ticker: CMS Security ID: 125896100 Meeting Date: MAY 20, 2005 Meeting Type: Annual Record Date: MAR 31, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Merribel S. Ayers For Withhold Management 1.2 Elect Director Richard M. Gabrys For Withhold Management 1.3 Elect Director Earl D. Holton For Withhold Management 1.4 Elect Director David W. Joos For Withhold Management 1.5 Elect Director Philip R. Lochner, Jr. For Withhold Management 1.6 Elect Director Michael T. Monahan For Withhold Management 1.7 Elect Director Joseph F. Paquette, Jr. For Withhold Management 1.8 Elect Director Percy A. Pierre For Withhold Management 1.9 Elect Director S. Kinnie Smith, Jr. For Withhold Management 1.10 Elect Director Kenneth L. Way For Withhold Management 1.11 Elect Director Kenneth Whipple For Withhold Management 1.12 Elect Director John B. Yasinsky For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CSG SYSTEMS INTERNATIONAL, INC. Ticker: CSGS Security ID: 126349109 Meeting Date: MAY 27, 2005 Meeting Type: Annual Record Date: MAR 29, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Bernard W. Reznicek For Withhold Management 1.2 Elect Director Donald V. Smith For Withhold Management 2 Approve Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- CULLEN/FROST BANKERS, INC. Ticker: CFR Security ID: 229899109 Meeting Date: MAY 18, 2005 Meeting Type: Annual Record Date: APR 8, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director R. Denny Alexander For For Management 1.2 Elect Director Carlos Alvarez For For Management 1.3 Elect Director Royce S. Caldwell For For Management 1.4 Elect Director Ruben M. Escobedo For For Management 1.5 Elect Director Ida Clement Steen For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- DAVE & BUSTER'S INC. Ticker: DAB Security ID: 23833N104 Meeting Date: JUN 6, 2005 Meeting Type: Annual Record Date: APR 12, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David O. Corriveau For For Management 1.2 Elect Director Mark A. Levy For For Management 1.3 Elect Director Christopher C. Maguire For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- DRS TECHNOLOGIES, INC. Ticker: DRS Security ID: 23330X100 Meeting Date: AUG 5, 2004 Meeting Type: Annual Record Date: JUN 24, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William F. Heitmann For For Management 1.2 Elect Director C. Shelton James For For Management 1.3 Elect Director RADM Stuart F. Platt, USN For For Management (Ret.) 1.4 Elect Director Eric J. Rosen For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- E-LOAN INC. Ticker: EELN Security ID: 26861P107 Meeting Date: JUN 13, 2005 Meeting Type: Annual Record Date: APR 15, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Christian A. Larsen For For Management 1.2 Elect Director Mark E. Lefanowicz For For Management 1.3 Elect Director Daniel Springer For For Management - -------------------------------------------------------------------------------- EDUCATION REALTY TRUST, INC. Ticker: EDR Security ID: 28140H104 Meeting Date: MAY 25, 2005 Meeting Type: Annual Record Date: APR 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paul O. Bower For For Management 1.2 Elect Director Monte J. Barrow For For Management 1.3 Elect Director William J. Cahill, III For For Management 1.4 Elect Director Randall L. Churchey For For Management 1.5 Elect Director John L. Ford For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ENERGY PARTNERS, LTD Ticker: EPL Security ID: 29270U105 Meeting Date: MAY 12, 2005 Meeting Type: Annual Record Date: MAR 16, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard A. Bachmann For For Management 1.2 Elect Director John C. Bumgarner, Jr. For For Management 1.3 Elect Director Jerry D. Carlisle For For Management 1.4 Elect Director Harold D. Carter For For Management 1.5 Elect Director Enoch L. Dawkins For For Management 1.6 Elect Director Robert D. Gershen For For Management 1.7 Elect Director William R. Herrin For For Management 1.8 Elect Director William O. Hiltz For For Management 1.9 Elect Director John G. Phillips For For Management 1.10 Elect Director Dr. Norman D. Francis For For Management 2 Amend Non-Employee Director Omnibus Stock For For Management Plan 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- EQUITABLE RESOURCES, INC. Ticker: EQT Security ID: 294549100 Meeting Date: APR 13, 2005 Meeting Type: Annual Record Date: FEB 14, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Vicky A. Bailey For For Management 2.1 Elect Director Phyllis A Domm, Ed.D For For Management 2.2 Elect Director David L. Porges For For Management 2.3 Elect Director James E. Rohr For For Management 2.4 Elect Director David S. Shapira For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ESTERLINE TECHNOLOGIES CORP. Ticker: ESL Security ID: 297425100 Meeting Date: MAR 2, 2005 Meeting Type: Annual Record Date: JAN 4, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lewis E. Burns For For Management 1.2 Elect Director Robert W. Cremin For For Management 1.3 Elect Director A.P. Franceschini For For Management 1.4 Elect Director Adm. C.R. Larson For For Management - -------------------------------------------------------------------------------- FOSSIL, INC. Ticker: FOSL Security ID: 349882100 Meeting Date: MAY 25, 2005 Meeting Type: Annual Record Date: MAR 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kenneth W. Anderson For Withhold Management 1.2 Elect Director Michael W. Barnes For Withhold Management 1.3 Elect Director Andrea Camerana For Withhold Management - -------------------------------------------------------------------------------- FRANKLIN BANK CORP. Ticker: FBTX Security ID: 352451108 Meeting Date: MAY 4, 2005 Meeting Type: Annual Record Date: MAR 11, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David M. Golush For For Management 1.2 Elect Director Alan E. Master For For Management 1.3 Elect Director William B. Rhodes For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- GABELLI ASSET MANAGEMENT, INC. Ticker: GBL Security ID: 36239Y102 Meeting Date: MAY 10, 2005 Meeting Type: Annual Record Date: MAR 31, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Edwin L. Artzt For For Management 1.2 Elect Director Raymond C. Avansino, Jr For For Management 1.3 Elect Director John C. Ferrara For For Management 1.4 Elect Director John C. Gabelli For Withhold Management 1.5 Elect Director Mario J. Gabelli For Withhold Management 1.6 Elect Director Alan C. Heuberger For For Management 1.7 Elect Director Karl Otta Pohl For For Management 1.8 Elect Director Robert S. Prather, Jr. For For Management 1.9 Elect Director Frederic V. Salerno For For Management 1.10 Elect Director Vincent S. Tese For For Management 2 Change Company Name For For Management - -------------------------------------------------------------------------------- HUGHES SUPPLY, INC. Ticker: HUG Security ID: 444482103 Meeting Date: MAY 19, 2005 Meeting Type: Annual Record Date: MAR 25, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David H. Hughes For For Management 1.2 Elect Director Vincent S. Hughes For For Management 1.3 Elect Director Amos R. McMullian For For Management 2 Increase Authorized Common Stock For For Management 3 Approve Omnibus Stock Plan For For Management 4 Approve Executive Incentive Bonus Plan For For Management 5 Other Business For Against Management - -------------------------------------------------------------------------------- IDEX CORP. Ticker: IEX Security ID: 45167R104 Meeting Date: MAR 22, 2005 Meeting Type: Annual Record Date: FEB 17, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Bradley J. Bell For For Management 1.2 Elect Director Gregory B. Kenny For For Management 1.3 Elect Director Lawrence D. Kingsley For For Management 2 Increase Authorized Common Stock For For Management 3 Approve Omnibus Stock Plan For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- IDT CORP. Ticker: IDT.C Security ID: 448947309 Meeting Date: DEC 15, 2004 Meeting Type: Annual Record Date: OCT 21, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Howard S. Jonas For Withhold Management 1.2 Elect Director Michael J. Levitt For For Management 1.3 Elect Director Rudy Boschwitz For For Management 1.4 Elect Director Saul K. Fenster For For Management 1.5 Elect Director Joyce J. Mason For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- INTERLINE BRANDS, INC. Ticker: IBI Security ID: 458743101 Meeting Date: MAY 26, 2005 Meeting Type: Annual Record Date: APR 11, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ernest K. Jacquet For For Management 1.2 Elect Director John J. Gavin For For Management 2 Ratify Auditors For For Management 3 Other Business For Against Management - -------------------------------------------------------------------------------- INTRAWEST CORP. Ticker: ITW. Security ID: 460915200 Meeting Date: NOV 8, 2004 Meeting Type: Annual Record Date: SEP 27, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Joe S. Houssian For For Management 1.2 Elect Director Daniel O. Jarvis For For Management 1.3 Elect Director David A. King For For Management 1.4 Elect Director Gordon H. MacDougall For For Management 1.5 Elect Director Paul M. Manheim For For Management 1.6 Elect Director Paul A. Novelly For For Management 1.7 Elect Director Bernard A. Roy For For Management 1.8 Elect Director Khaled C. Sifri For For Management 1.9 Elect Director Nicholas C.H. Villiers For Withhold Management 2 Ratify KPMG LLP as Auditors For For Management 3 Authorize Board to Fix Remuneration of For For Management the Auditors - -------------------------------------------------------------------------------- JACUZZI BRANDS, INC. Ticker: JJZ Security ID: 469865109 Meeting Date: FEB 10, 2005 Meeting Type: Annual Record Date: DEC 23, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Brian C. Beazer For Withhold Management 1.2 Elect Director Veronica M. Hagen For Withhold Management 1.3 Elect Director John J. McAtee, Jr. For Withhold Management 2 Ratify Auditors For For Management 3 Approve Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- JARDEN CORP. Ticker: JAH Security ID: 471109108 Meeting Date: JUN 9, 2005 Meeting Type: Annual Record Date: APR 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Douglas W. Huemme For For Management 1.2 Elect Director Irwin D. Simon For For Management 1.3 Elect Director Robert L. Wood For For Management 2 Amend Stock Option Plan For For Management 3 Ratify Auditors For For Management 4 Increase Authorized Common Stock For For Management 5 Approve Conversion of Securities For For Management 6 Amend Articles/Bylaws/Charter-Non-Routine For For Management - -------------------------------------------------------------------------------- KCS ENERGY, INC. Ticker: KCS Security ID: 482434206 Meeting Date: JUN 10, 2005 Meeting Type: Annual Record Date: MAR 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James W. Christmas For For Management 1.2 Elect Director Joel D. Siegel For For Management 1.3 Elect Director Christopher A. Viggiano For For Management 2 Approve Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- KENNAMETAL, INC. Ticker: KMT Security ID: 489170100 Meeting Date: OCT 26, 2004 Meeting Type: Annual Record Date: SEP 7, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director A. Peter Held For For Management 1.2 Elect Director Larry D. Yost For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- KNIGHT CAPITAL GROUP INC Ticker: NITE Security ID: 499063105 Meeting Date: MAY 11, 2005 Meeting Type: Annual Record Date: MAR 21, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Change Company Name For For Management 2.1 Elect Director William L. Bolster For Withhold Management 2.2 Elect Director Charles V. Doherty For Withhold Management 2.3 Elect Director Gary R. Griffith For Withhold Management 2.4 Elect Director Thomas M. Joyce For Withhold Management 2.5 Elect Director Robert M. Lazarowitz For Withhold Management 2.6 Elect Director Thomas C. Lockburner For Withhold Management 2.7 Elect Director James T. Milde For Withhold Management 2.8 Elect Director Rodger O. Riney For Withhold Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- LIPMAN ELECTRONIC ENGINEERING LTD, TEL AVIV Ticker: Security ID: M6772H101 Meeting Date: JUL 22, 2004 Meeting Type: Annual Record Date: JUN 21, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 TO ELECT THE FOLLOWING PERSONS AS For For Management DIRECTORS TO SERVE UNTIL THE NEXT ANNUAL GENERAL MEETING OF SHAREHOLDERS: JACOB PERRY, MEIR SHAMIR, ISHAY DAVIDI, AHARON LIPMAN, RAMI LIPMAN, AVRAHAM NUSSBAUM, MORDECHAI GORFUNG AND JONATHAN KAPLAN. 2 Ratify Auditors For For Management 3 TO RATIFY AN OPTION GRANT TO A CERTAIN For Against Management NON-EMPLOYEE DIRECTOR AND HIS REMUNERATION. 4 TO INCREASE THE REGISTERED SHARE CAPITAL For For Management OF THE COMPANY BY 25,000,000 ORDINARY SHARES, PAR VALUE NIS 1.0 PER SHARE, TO 60,000,000 ORDINARY SHARES AND TO AMEND ARTICLE 4.1 OF THE ARTICLES OF ASSOCIATION ACCORDINGLY. - -------------------------------------------------------------------------------- LIPMAN ELECTRONIC ENGINEERING LTD, TEL AVIV Ticker: Security ID: M6772H101 Meeting Date: NOV 16, 2004 Meeting Type: Special Record Date: NOV 2, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 TO ADOPT AND APPROVE THE 2004 SHARE For Against Management OPTION PLAN AUTHORIZING THE GRANT OF OPTIONS TO PURCHASE UP TO 700,000 OF THE COMPANY S ORDINARY SHARES. 2 TO ADOPT AND APPROVE THE U.S. EMPLOYEE For For Management STOCK PURCHASE PLAN AUTHORIZING THE SALE OF UP TO 200,000 OF THE COMPANY S ORDINARY SHARES. - -------------------------------------------------------------------------------- LODGIAN, INC. Ticker: LGN Security ID: 54021P403 Meeting Date: APR 28, 2005 Meeting Type: Annual Record Date: MAR 11, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Sean F. Armstrong For Withhold Management 1.2 Elect Director Russel S. Bernard For Withhold Management 1.3 Elect Director Stewart J. Brown For Withhold Management 1.4 Elect Director Kenneth A. Caplan For Withhold Management 1.5 Elect Director Stephen P. Grathwohl For Withhold Management 1.6 Elect Director Dr. Sheryl E. Kimes For Withhold Management 1.7 Elect Director Kevin C. Mctavish For Withhold Management 1.8 Elect Director W. Thomas Parrington For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MACROMEDIA, INC. Ticker: MACR Security ID: 556100105 Meeting Date: NOV 10, 2004 Meeting Type: Special Record Date: OCT 4, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- MANOR CARE, INC. Ticker: HCR Security ID: 564055101 Meeting Date: MAY 10, 2005 Meeting Type: Annual Record Date: MAR 18, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mary Taylor Behrens For Withhold Management 1.2 Elect Director Joseph F. Damico For Withhold Management 1.3 Elect Director John T. Schwieters For Withhold Management 1.4 Elect Director Gail R. Wilensky For Withhold Management 2 Approve Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- MARVEL ENTERPRISES, INC. Ticker: MVL Security ID: 57383M108 Meeting Date: APR 28, 2005 Meeting Type: Annual Record Date: MAR 15, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Sid Ganis For For Management 1.2 Elect Director James F. Halpin For For Management 2 Approve Omnibus Stock Plan For For Management 3 Approve Executive Incentive Bonus Plan For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MAXTOR CORP. Ticker: MXO Security ID: 577729205 Meeting Date: MAY 13, 2005 Meeting Type: Annual Record Date: APR 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dr. C.S. Park For Withhold Management 1.2 Elect Director Charles F. Christ For Withhold Management 1.3 Elect Director Gregory E. Myers For Withhold Management 2 Approve Omnibus Stock Plan For For Management 3 Amend Qualified Employee Stock Purchase For Against Management Plan 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MEMC ELECTRONIC MATERIALS, INC. Ticker: WFR Security ID: 552715104 Meeting Date: APR 27, 2005 Meeting Type: Annual Record Date: MAR 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Nabeel Gareeb For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MILLENNIUM CHEMICALS, INC. Ticker: MCH Security ID: 599903101 Meeting Date: NOV 30, 2004 Meeting Type: Special Record Date: OCT 14, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management - -------------------------------------------------------------------------------- MINERALS TECHNOLOGIES, INC. Ticker: MTX Security ID: 603158106 Meeting Date: MAY 25, 2005 Meeting Type: Annual Record Date: MAR 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paula H.J. Cholmondeley For For Management 1.2 Elect Director Duane R. Dunham For For Management 1.3 Elect Director Steven J. Golub For For Management 1.4 Elect Director Jean-Paul Valles For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NEWALLIANCE BANCSHARES, INC. Ticker: NAL Security ID: 650203102 Meeting Date: APR 27, 2005 Meeting Type: Annual Record Date: MAR 4, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Roxanne J. Coady For For Management 1.2 Elect Director John F. Croweak For For Management 1.3 Elect Director Sheila B. Flanagan For For Management 1.4 Elect Director Richard J. Grossi For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NEWCASTLE INVT CORP Ticker: NCT Security ID: 65105M108 Meeting Date: MAY 17, 2005 Meeting Type: Annual Record Date: APR 18, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Wesley R. Edens For For Management 1.2 Elect Director David K. Mckown For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NORTHSTAR REALTY FINANCE CORP Ticker: NRF Security ID: 66704R100 Meeting Date: JUN 23, 2005 Meeting Type: Annual Record Date: MAY 16, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William V. Adamski For For Management 1.2 Elect Director Preston Butcher For For Management 1.3 Elect Director David T. Hamamoto For For Management 1.4 Elect Director Judith A. Hannaway For For Management 1.5 Elect Director Wesley D. Minami For For Management 1.6 Elect Director W. Edward Scheetz For For Management 1.7 Elect Director Frank V. Sica For For Management 2 Ratify Auditors For For Management 3 Other Business For Against Management - -------------------------------------------------------------------------------- NOVELL, INC. Ticker: NOVL Security ID: 670006105 Meeting Date: APR 14, 2005 Meeting Type: Annual Record Date: FEB 15, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Albert Aiello For Did Not Management Vote 1.2 Elect Director Fred Corrado For Did Not Management Vote 1.3 Elect Director Richard L. Crandall For Did Not Management Vote 1.4 Elect Director Wayne Mackie For Did Not Management Vote 1.5 Elect Director Claudine B. Malone For Did Not Management Vote 1.6 Elect Director Jack L. Messman For Did Not Management Vote 1.7 Elect Director Richard L. Nolan For Did Not Management Vote 1.8 Elect Director Thomas G. Plaskett For Did Not Management Vote 1.9 Elect Director John W. Poduska, Sr. For Did Not Management Vote 1.10 Elect Director John D. Robinson, III For Did Not Management Vote 1.11 Elect Director Kathy Brittain White For Did Not Management Vote 2 Ratify Auditors For Did Not Management Vote 3 Amend By-Laws for Performance-Based Against Did Not Shareholder Equity Compensation Vote - -------------------------------------------------------------------------------- NRG ENERGY INC Ticker: NRG Security ID: 629377508 Meeting Date: MAY 24, 2005 Meeting Type: Annual Record Date: APR 8, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lawrence S. Coben For For Management 1.2 Elect Director Herbert H. Tate For For Management 1.3 Elect Director Walter R. Young For For Management 2 Approve Increase in Size of Board For For Management 3 Amend Articles For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- OLD DOMINION FREIGHT LINE, INC. Ticker: ODFL Security ID: 679580100 Meeting Date: JUL 30, 2004 Meeting Type: Special Record Date: JUN 23, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Increase Authorized Common Stock For Against Management - -------------------------------------------------------------------------------- OLD DOMINION FREIGHT LINE, INC. Ticker: ODFL Security ID: 679580100 Meeting Date: MAY 16, 2005 Meeting Type: Annual Record Date: MAR 23, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Earl E. Congdon For For Management 1.2 Elect Director John R. Congdon For For Management 1.3 Elect Director J. Paul Breitbach For For Management 1.4 Elect Director David S. Congdon For For Management 1.5 Elect Director John R. Congdon, Jr. For For Management 1.6 Elect Director Robert G. Culp,, III For For Management 1.7 Elect Director John A. Ebeling For For Management 1.8 Elect Director Harold G. Hoak For For Management 1.9 Elect Director Franz F. Holscher For For Management - -------------------------------------------------------------------------------- ORBITAL SCIENCES CORP. Ticker: ORB Security ID: 685564106 Meeting Date: APR 28, 2005 Meeting Type: Annual Record Date: MAR 8, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Daniel J. Fink For For Management 1.2 Elect Director Robert J. Hermann For For Management 1.3 Elect Director Janice I. Obuchowski For For Management 1.4 Elect Director Frank L. Salizzoni For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- OSHKOSH TRUCK CORP. Ticker: OSK Security ID: 688239201 Meeting Date: FEB 1, 2005 Meeting Type: Annual Record Date: DEC 8, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard M. Donnelly For For Management 1.2 Elect Director Donald V. Fites For For Management 1.3 Elect Director Richard G. Sim For For Management 2 Increase Authorized Common Stock For Against Management - -------------------------------------------------------------------------------- OVERNITE CORP. Ticker: OVNT Security ID: 690322102 Meeting Date: APR 28, 2005 Meeting Type: Annual Record Date: FEB 24, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Thomas N. Allen For For Management 1.2 Elect Director Thomas J. Donohue, Jr. For For Management 1.3 Elect Director Charles H. Foster, Jr. For For Management 1.4 Elect Director Patrick D. Hanley For For Management 1.5 Elect Director Michael D. Jordan For For Management 1.6 Elect Director Harold D. Marshall For For Management 1.7 Elect Director George J. Matkov, Jr. For For Management 1.8 Elect Director Leo H. Suggs For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- OXFORD INDUSTRIES, INC. Ticker: OXM Security ID: 691497309 Meeting Date: OCT 4, 2004 Meeting Type: Annual Record Date: AUG 16, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director E. Jenner Wood III For For Management 1.2 Elect Director Helen B. Weeks For For Management 1.3 Elect Director S. Anthony Margolis For For Management 1.4 Elect Director James A. Rubright For For Management 2 Approve Employee Stock Purchase Plan For Against Management 3 Approve Omnibus Stock Plan For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PACER INTERNATIONAL, INC. Ticker: PACR Security ID: 69373H106 Meeting Date: MAY 10, 2005 Meeting Type: Annual Record Date: MAR 15, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Marc E. Becker For For Management 1.2 Elect Director Andrew C. Clarke For For Management 1.3 Elect Director Joshua J. Harris For For Management - -------------------------------------------------------------------------------- PANTRY, INC., THE Ticker: PTRY Security ID: 698657103 Meeting Date: MAR 29, 2005 Meeting Type: Annual Record Date: JAN 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Peter J. Sodini For For Management 1.2 Elect Director Charles P. Rullman For For Management 1.3 Elect Director Todd W. Halloran For For Management 1.4 Elect Director Hubert E Yarborough III For For Management 1.5 Elect Director Byron E. Allumbaugh For For Management 1.6 Elect Director Thomas M. Murnane For For Management 1.7 Elect Director Peter M. Starrett For For Management 1.8 Elect Director Paul L. Brunswick For For Management 1.9 Elect Director Bryan E. Monkhouse For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PARALLEL PETROLEUM CORP. Ticker: PLLL Security ID: 699157103 Meeting Date: JUN 21, 2005 Meeting Type: Annual Record Date: MAY 13, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Thomas R. Cambridge For For Management 1.2 Elect Director Dewayne E. Chitwood For For Management 1.3 Elect Director Larry C. Oldham For For Management 1.4 Elect Director Martin B. Oring For For Management 1.5 Elect Director Ray M. Poage For For Management 1.6 Elect Director Jeffrey G. Shrader For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PERINI CORP. Ticker: PCR Security ID: 713839108 Meeting Date: MAY 19, 2005 Meeting Type: Annual Record Date: MAR 30, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Peter Arkley For Withhold Management 1.2 Elect Director Raymond R. Oneglia For For Management 1.3 Elect Director James A. Cummings For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PHOENIX COMPANIES, INC. Ticker: PNX Security ID: 71902E109 Meeting Date: APR 28, 2005 Meeting Type: Annual Record Date: MAR 7, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Sal H. Alfiero For For Management 1.2 Elect Director Martin N. Baily For For Management 1.3 Elect Director John H. Forsgren For For Management 1.4 Elect Director John E. Haire For For Management 1.5 Elect Director Thomas S. Johnson For For Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PLAINS EXPLORATION & PRODUCTION CO Ticker: PXP Security ID: 726505100 Meeting Date: MAY 5, 2005 Meeting Type: Annual Record Date: MAR 21, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James C. Flores For For Management 1.2 Elect Director Isaac Arnold, Jr. For For Management 1.3 Elect Director Alan R. Buckwalter, III For For Management 1.4 Elect Director Jerry L. Dees For For Management 1.5 Elect Director Tom H. Delimitros For For Management 1.6 Elect Director Robert L. Gerry III For For Management 1.7 Elect Director John H. Lollar For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PLATINUM UNDERWRITERS HOLDINGS LTD Ticker: PTP Security ID: G7127P100 Meeting Date: APR 26, 2005 Meeting Type: Annual Record Date: MAR 10, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director H. Furlong Baldwin For For Management 1.2 Elect Director Jonathan F. Bank For For Management 1.3 Elect Director Dan R. Carmichael For For Management 1.4 Elect Director Neill A. Currie For For Management 1.5 Elect Director Robert V. Deutsch For For Management 1.6 Elect Director Gregory E.A. Morrison For For Management 1.7 Elect Director Steven H. Newman For For Management 1.8 Elect Director Peter T. Pruitt For For Management 2 TO CONSIDER AND TAKE ACTION UPON A For For Management PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2005 FISCAL YEAR. - -------------------------------------------------------------------------------- POLYCOM, INC. Ticker: PLCM Security ID: 73172K104 Meeting Date: MAY 25, 2005 Meeting Type: Annual Record Date: APR 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert C. Hagerty For Withhold Management 1.2 Elect Director Michael R. Kourey For Withhold Management 1.3 Elect Director Betsy S. Atkins For Withhold Management 1.4 Elect Director John Seely Brown For Withhold Management 1.5 Elect Director Durk I. Jager For Withhold Management 1.6 Elect Director John A. Kelley, Jr. For Withhold Management 1.7 Elect Director Stanley J. Meresman For Withhold Management 1.8 Elect Director Kevin T. Parker For Withhold Management 1.9 Elect Director Thomas G. Stemberg For Withhold Management 2 Approve Qualified Employee Stock Purchase For Against Management Plan 3 Approve Executive Incentive Bonus Plan For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- POLYMEDICA CORP. Ticker: PLMD Security ID: 731738100 Meeting Date: SEP 17, 2004 Meeting Type: Annual Record Date: JUL 26, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Frank W. Logerfo, M.D. For For Management 1.2 Elect Director Marcia J. Hooper For For Management 1.3 Elect Director Edward A. Burkhardt For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PREMIERE GLOBAL SVCS INC Ticker: PGI Security ID: 740585104 Meeting Date: MAY 4, 2005 Meeting Type: Annual Record Date: MAR 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Raymond H. Pirtle, Jr. For For Management 1.2 Elect Director Wilkie S. Colyer For For Management - -------------------------------------------------------------------------------- PRIDE INTERNATIONAL, INC. Ticker: PDE Security ID: 74153Q102 Meeting Date: MAY 12, 2005 Meeting Type: Annual Record Date: MAR 31, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert L. Barbanell For Withhold Management 1.2 Elect Director Paul A. Bragg For Withhold Management 1.3 Elect Director David A.B. Brown For Withhold Management 1.4 Elect Director J.C. Burton For Withhold Management 1.5 Elect Director Archie W. Dunham For Withhold Management 1.6 Elect Director Ralph D. McBride For Withhold Management 1.7 Elect Director David B. Robson For Withhold Management 2 Amend Qualified Employee Stock Purchase For For Management Plan - -------------------------------------------------------------------------------- PROTECTIVE LIFE CORP. Ticker: PL Security ID: 743674103 Meeting Date: MAY 2, 2005 Meeting Type: Annual Record Date: MAR 4, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John J. McMahon, Jr. For For Management 1.2 Elect Director James S.M. French For For Management 1.3 Elect Director John D. Johns For For Management 1.4 Elect Director Donald M. James For For Management 1.5 Elect Director J. Gary Cooper For For Management 1.6 Elect Director H. Corbin Day For For Management 1.7 Elect Director W. Michael Warren, Jr. For For Management 1.8 Elect Director Malcolm Portera For For Management 1.9 Elect Director Thomas L. Hamby For For Management 1.10 Elect Director Vanessa Leonard For For Management 1.11 Elect Director William A. Terry For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- QUANTA SERVICES, INC. Ticker: PWR Security ID: 74762E102 Meeting Date: MAY 26, 2005 Meeting Type: Annual Record Date: MAR 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James R. Ball For Withhold Management 1.2 Elect Director John R. Colson For Withhold Management 1.3 Elect Director Bernard Fried For Withhold Management 1.4 Elect Director Louis C. Golm For Withhold Management 1.5 Elect Director Worthing F. Jackman For Withhold Management 1.6 Elect Director Bruce Ranck For Withhold Management 1.7 Elect Director Gary A. Tucci For Withhold Management 1.8 Elect Director John R. Wilson For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- QUESTAR CORP. Ticker: STR Security ID: 748356102 Meeting Date: MAY 17, 2005 Meeting Type: Annual Record Date: MAR 21, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Phillips S. Baker, Jr. For For Management 1.2 Elect Director L. Richard Flury For For Management 1.3 Elect Director James A. Harmon For For Management 1.4 Elect Director M.W. Scoggins For For Management 2 Approve Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- RANGE RESOURCES CORPORATION Ticker: RRC Security ID: 75281A109 Meeting Date: MAY 18, 2005 Meeting Type: Annual Record Date: APR 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert E. Aikman For For Management 1.2 Elect Director Charles L. Blackburn For For Management 1.3 Elect Director Anthony V. Dub For For Management 1.4 Elect Director V. Richard Eales For For Management 1.5 Elect Director Allen Finkelson For For Management 1.6 Elect Director Jonathan S. Linker For For Management 1.7 Elect Director Kevin S. McCarthy For For Management 1.8 Elect Director John H. Pinkerton For For Management 1.9 Elect Director Jeffrey L. Ventura For For Management 2 Increase Authorized Common Stock For Against Management 3 Amend Director & Officer For For Management Indemnification/Liability Provisions 4 Approve Omnibus Stock Plan For Against Management 5 Amend Omnibus Stock Plan For Against Management 6 Ratify Auditors For For Management - -------------------------------------------------------------------------------- RELIANT ENERGY INC. Ticker: RRI Security ID: 75952B105 Meeting Date: JUN 7, 2005 Meeting Type: Annual Record Date: APR 12, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director E. William Barnett For For Management 1.2 Elect Director Donald J. Breeding For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors Against For Shareholder - -------------------------------------------------------------------------------- RICHARDSON ELECTRONICS, LTD. Ticker: RELL Security ID: 763165107 Meeting Date: OCT 12, 2004 Meeting Type: Annual Record Date: AUG 17, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Edward J. Richardson For Withhold Management 1.2 Elect Director Bruce W. Johnson For Withhold Management 1.3 Elect Director Dario Sacomani For Withhold Management 1.4 Elect Director Arnold R. Allen For Withhold Management 1.5 Elect Director Jacques Bouyer For Withhold Management 1.6 Elect Director Scott Hodes For Withhold Management 1.7 Elect Director Ad Ketelaars For Withhold Management 1.8 Elect Director John Peterson For Withhold Management 1.9 Elect Director Harold L. Purkey For Withhold Management 1.10 Elect Director Samuel Rubinovitz For Withhold Management 2 Amend Employee Stock Purchase Plan For Against Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- RUBY TUESDAY, INC. Ticker: RI Security ID: 781182100 Meeting Date: OCT 5, 2004 Meeting Type: Annual Record Date: AUG 10, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John B. McKinnon For For Management 1.2 Elect Director Samuel E. Beall, III For For Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management 4 Report on Genetically Modified Organisms Against Abstain Shareholder (GMO) - -------------------------------------------------------------------------------- SBA COMMUNICATIONS CORP. Ticker: SBAC Security ID: 78388J106 Meeting Date: MAY 18, 2005 Meeting Type: Annual Record Date: MAR 18, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Steven E. Bernstein For Withhold Management 1.2 Elect Director Duncan H. Cocroft For Withhold Management 1.3 Elect Director Philip L. Hawkins For Withhold Management - -------------------------------------------------------------------------------- SCIENTIFIC GAMES CORPORATION Ticker: SGMS Security ID: 80874P109 Meeting Date: JUN 14, 2005 Meeting Type: Annual Record Date: MAY 19, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director A. Lorne Weil For For Management 1.2 Elect Director Peter A. Cohen For For Management 1.3 Elect Director Colin J. O'Brien For For Management 1.4 Elect Director Ronald O. Perelman For For Management 1.5 Elect Director Howard Gittis For For Management 1.6 Elect Director Barry F. Schwartz For For Management 1.7 Elect Director Eric M. Turner For For Management 1.8 Elect Director Sir Brian G. Wolfson For For Management 1.9 Elect Director Joseph R. Wright, Jr. For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- SCIENTIFIC GAMES CORPORATION Ticker: SGMS Security ID: 80874P109 Meeting Date: SEP 28, 2004 Meeting Type: Annual Record Date: SEP 1, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director A. Lorne Weil For For Management 1.2 Elect Director Peter A. Cohen For For Management 1.3 Elect Director Colin J. O'Brien For For Management 1.4 Elect Director Ronald O. Perelman For For Management 1.5 Elect Director Howard Gittis For For Management 1.6 Elect Director Barry F. Schwartz For For Management 1.7 Elect Director Eric M. Turner For For Management 1.8 Elect Director Sir Brian G. Wolfson For For Management 1.9 Elect Director Joseph R. Wright, Jr. For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SMURFIT - STONE CONTAINER CORP. Ticker: SSCC Security ID: 832727101 Meeting Date: MAY 11, 2005 Meeting Type: Annual Record Date: MAR 14, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James R. Boris For Withhold Management 1.2 Elect Director Connie K. Duckworth For Withhold Management 1.3 Elect Director Alan E. Goldberg For Withhold Management 1.4 Elect Director William T. Lynch, Jr. For Withhold Management 1.5 Elect Director Patrick J. Moore For Withhold Management 1.6 Elect Director James J. O'Connor For Withhold Management 1.7 Elect Director Jerry K. Pearlman For Withhold Management 1.8 Elect Director Thomas A. Reynolds, III For Withhold Management 1.9 Elect Director Eugene C. Sit For Withhold Management 1.10 Elect Director William D. Smithburg For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SOURCE INTERLINK COMPANIES, INC Ticker: SORC Security ID: 836151209 Meeting Date: FEB 28, 2005 Meeting Type: Special Record Date: JAN 14, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Increase Authorized Common Stock For Against Management 3 Change State of Incorporation From For For Management Missouri to Delaware 4 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- SOUTHERN UNION CO. Ticker: SUG Security ID: 844030106 Meeting Date: MAY 9, 2005 Meeting Type: Annual Record Date: MAR 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Declassify the Board of Directors For For Management 2 Amend Articles For For Management 3 Eliminate Cumulative Voting For For Management 4 Adopt Director Qualifications For Against Management 5 Amend Articles For For Management 6.1 Elect Director David Brodsky For For Management 6.2 Elect Director Frank W. Denius For For Management 6.3 Elect Director Kurt A. Gitter, M.D. For For Management 6.4 Elect Director Herbert H. Jacobi For For Management 6.5 Elect Director Thomas F. Karam For For Management 6.6 Elect Director Adam M. Lindemann For For Management 6.7 Elect Director George L. Lindemann For For Management 6.8 Elect Director Thomas N. McCarter, III For For Management 6.9 Elect Director George Rountree, III For For Management 7 Elect Director David Brodsky For For Management 8 Elect Director Herbert H. Jacobi For For Management 9 Elect Director Thomas F. Karam For For Management 10 Elect Director George L. Lindemann For For Management 11 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- SOUTHERN UNION CO. Ticker: SUG Security ID: 844030106 Meeting Date: OCT 28, 2004 Meeting Type: Annual Record Date: SEP 8, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kurt A. Gitter For For Management 1.2 Elect Director Adam M. Lindemann For For Management 1.3 Elect Director George Rountree For For Management - -------------------------------------------------------------------------------- STERLING FINANCIAL CORP. Ticker: STSA Security ID: 859319105 Meeting Date: APR 26, 2005 Meeting Type: Annual Record Date: MAR 4, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Donald N. Bauhofer For For Management 1.2 Elect Director Thomas H. Boone For For Management 1.3 Elect Director Harold B. Gilkey For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SYNOPSYS, INC. Ticker: SNPS Security ID: 871607107 Meeting Date: MAY 23, 2005 Meeting Type: Annual Record Date: MAR 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Aart J. De Geus For Withhold Management 1.2 Elect Director Chi-Foon Chan For Withhold Management 1.3 Elect Director Bruce R. Chizen For Withhold Management 1.4 Elect Director Deborah A. Coleman For Withhold Management 1.5 Elect Director A. Richard Newton For Withhold Management 1.6 Elect Director Sasson Somekh For Withhold Management 1.7 Elect Director Roy Vallee For Withhold Management 1.8 Elect Director Steven C. Walske For Withhold Management 2 Approve Non-Employee Director Omnibus For For Management Stock Plan 3 Amend Qualified Employee Stock Purchase For Against Management Plan 4 Amend Qualified Employee Stock Purchase For Against Management Plan 5 Approve Option Exchange Progran For For Management 6 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TAKE-TWO INTERACTIVE SOFTWARE, INC. Ticker: TTWO Security ID: 874054109 Meeting Date: JUN 16, 2005 Meeting Type: Annual Record Date: MAY 9, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paul Eibeler For For Management 1.2 Elect Director Oliver R. Grace, Jr. For For Management 1.3 Elect Director Robert Flug For For Management 1.4 Elect Director Todd Emmel For For Management 1.5 Elect Director Mark Lewis For For Management 1.6 Elect Director Steven Tisch For For Management 1.7 Elect Director Barbara Kaczynski For For Management 2 Amend Stock Option Plan For For Management 3 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- TELETECH HOLDINGS, INC. Ticker: TTEC Security ID: 879939106 Meeting Date: MAY 24, 2005 Meeting Type: Annual Record Date: APR 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kenneth D. Tuchman For Withhold Management 1.2 Elect Director James E. Barlett For Withhold Management 1.3 Elect Director William A. Linnenbringer For Withhold Management 1.4 Elect Director Ruth C. Lipper For Withhold Management 1.5 Elect Director Shrikant Mehta For Withhold Management 1.6 Elect Director Shirley Young For Withhold Management 2 Amend Qualified Employee Stock Purchase For For Management Plan 3 Ratify Auditors For For Management 4 Adopt MacBride Principles Against Abstain Shareholder - -------------------------------------------------------------------------------- TRIAD HOSPITALS, INC. Ticker: TRI Security ID: 89579K109 Meeting Date: MAY 24, 2005 Meeting Type: Annual Record Date: APR 8, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael J. Parsons For Withhold Management 1.2 Elect Director Thomas G. Loeffler, Esq. For Withhold Management 1.3 Elect Director Uwe E. Reinhardt, Ph.D. For Withhold Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Amend Qualified Employee Stock Purchase For For Management Plan - -------------------------------------------------------------------------------- UNITEDGLOBAL.COM INC Ticker: Security ID: 913247508 Meeting Date: JUN 14, 2005 Meeting Type: Special Record Date: MAY 3, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For Against Management - -------------------------------------------------------------------------------- UNITEDGLOBAL.COM INC Ticker: Security ID: 913247508 Meeting Date: NOV 15, 2004 Meeting Type: Annual Record Date: SEP 28, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert R. Bennett For Withhold Management 1.2 Elect Director Bernard G. Dvorak For Withhold Management 1.3 Elect Director David B. Koff For Withhold Management 2 Amend Omnibus Stock Plan For Against Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- URS CORP. Ticker: URS Security ID: 903236107 Meeting Date: MAR 22, 2005 Meeting Type: Annual Record Date: JAN 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director H. Jesse Arnelle For For Management 1.2 Elect Director Betsy J. Bernard For For Management 1.3 Elect Director Richard C. Blum For For Management 1.4 Elect Director Armen Der Marderosian For For Management 1.5 Elect Director Mickey P. Foret For For Management 1.6 Elect Director Martin M. Koffel For For Management 1.7 Elect Director Joseph W. Ralston For For Management 1.8 Elect Director John D. Roach For For Management 1.9 Elect Director William D. Walsh For For Management - -------------------------------------------------------------------------------- VALEANT PHARMACEUTICALS INTL. Ticker: VRX Security ID: 91911X104 Meeting Date: MAY 24, 2005 Meeting Type: Annual Record Date: APR 12, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard H. Koppes For Withhold Management 1.2 Elect Director Robert W. O'Leary For Withhold Management 1.3 Elect Director Randy H. Thurman For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- VALUEVISION MEDIA, INC. Ticker: VVTV Security ID: 92047K107 Meeting Date: JUN 23, 2005 Meeting Type: Annual Record Date: APR 29, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James J. Barnett For For Management 1.2 Elect Director John D. Buck For For Management 1.3 Elect Director Marshall S. Geller For For Management 1.4 Elect Director Robert J. Korkowski For For Management 1.5 Elect Director William J. Lansing For For Management 1.6 Elect Director Allen L. Morgan For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- W & T OFFSHORE INC Ticker: WTI Security ID: 92922P106 Meeting Date: MAY 26, 2005 Meeting Type: Annual Record Date: APR 12, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Tracy W. Krohn For Withhold Management 1.2 Elect Director Jerome F. Freel For Withhold Management 1.3 Elect Director James L. Luikart For For Management 1.4 Elect Director Stuart B. Katz For For Management 1.5 Elect Director Virginia Boulet For For Management - -------------------------------------------------------------------------------- WARNACO GROUP, INC., THE Ticker: WRNC Security ID: 934390402 Meeting Date: MAY 23, 2005 Meeting Type: Annual Record Date: APR 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David A. Bell For For Management 1.2 Elect Director Robert A. Bowman For For Management 1.3 Elect Director Richard Karl Goeltz For For Management 1.4 Elect Director Joseph R. Gromek For For Management 1.5 Elect Director Sheila A. Hopkins For For Management 1.6 Elect Director Charles R. Perrin For For Management 1.7 Elect Director Cheryl Nido Turpin For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- WARREN RESOURCES INC Ticker: WRES Security ID: 93564A100 Meeting Date: JUN 15, 2005 Meeting Type: Annual Record Date: APR 16, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Chet Borgida For For Management 1.2 Elect Director Anthony L. Coelho For For Management 1.3 Elect Director Dominick D'Alleva For For Management 1.4 Elect Director Lloyd G. Davies For For Management 1.5 Elect Director Marshall Miller For For Management 1.6 Elect Director Thomas G. Noonan For For Management 1.7 Elect Director Michael R. Quinlan For For Management 1.8 Elect Director Norman F. Swanton For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- WATSON PHARMACEUTICALS, INC. Ticker: WPI Security ID: 942683103 Meeting Date: MAY 13, 2005 Meeting Type: Annual Record Date: MAR 21, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael J. Fedida For Withhold Management 1.2 Elect Director Albert F. Hummel For Withhold Management 1.3 Elect Director Catherine M. Klema For Withhold Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management ========== END NPX REPORT SIGNATURES Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant): Oppenheimer Quest for Value Funds, on behalf of Oppenheimer Small- and Mid-Cap Value Fund, Oppenheimer Quest Balanced Fund, and Oppenheimer Quest Opportunity Value Fund By (Signature and Title)*: /s/ John V. Murphy ------------------ John V. Murphy, President Date: August 24, 2005 *By: /s/ Randy Legg -------------- Randy Legg, Attorney in Fact
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N-PX Filing
Oppenheimer Quest For Value Funds N-PXAnnual report of proxy voting record
Filed: 25 Aug 05, 12:00am