Revere Paul Variable Annuity Contract Accmulation Fund N-PX Annual report of proxy voting record

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: 811-01356

Paul Revere Variable Annuity Contract Accumulation Fund

(Exact name of registrant as specified in charter)

18 Chestnut Street, Worcester, MA 10608

(Address of principal executive offices) (Zip code)

CT Corporation System

101 Federal Street

Boston, MA 02110

(Name and address of agent for service)

Registrant’s telephone number, including area code: (423) 294-8913

Date of fiscal year end: December 31

Date of reporting period: July 1, 2003 - June 30, 2004

ITEM 1. PROXY VOTING RECORD

Appended hereto as Exhibit A is the following information indicating for each matter relating to a portfolio security owned by the Registrant considered at any shareholder meeting held during the twelve month period ended June 30, 2004 with respect to which the Registrant was entitled to vote:

(a) The name of the issuer of the portfolio security;

(b) The exchange ticker symbol of the portfolio security;

(c) The Council on Uniform Securities Identification Procedures (“CUSIP”) number for the portfolio security;

(d) The shareholder meeting date;

(e) A brief identification of the matter voted on;

(f) Whether the matter was proposed by the issuer or by a security holder;

(g) Whether the Registrant cast its vote on the matter;

(h) How the Registrant cast its vote (e.g., for or against proposal, or abstain; for or withhold regarding election of directors); and

(i) Whether the Registrant cast its vote for or against management.

Proxy Vote Summary Jul 01, 2003—Sep 30, 2003
PAUL REVERE SRS Q
Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
07/18/03 - A	Dell Inc. *DELL*		247025109			05/23/03
	1	Elect Directors		For	For		Management
	2	Declassify the Board of Directors		For	For		Management
	3	Change Company Name		For	For		Management
	4	Approve Executive Incentive Bonus Plan		For	For		Management
08/15/03 - A	Microchip Technology, Inc. *MCHP*		595017104			06/20/03
	1	Elect Directors		For	For		Management
	2	Amend Employee Stock Purchase Plan		For	For		Management
	3	Amend Employee Stock Purchase Plan		For	For		Management
08/21/03 - A	Symantec Corp. *SYMC*		871503108			07/08/03
	1	Elect Directors		For	For		Management
	2	Increase Authorized Common Stock		For	Against		Management
	3	Amend Stock Option Plan		For	Against		Management
	4	Approve Executive Incentive Bonus Plan		For	For		Management
	5	Ratify Auditors		For	For		Management
08/28/03 - A	Medtronic, Inc. *MDT*		585055106			07/03/03
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Omnibus Stock Plan		For	Against		Management
	4	Approve Executive Incentive Bonus Plan		For	For		Management

Proxy Vote Summary
Jul 01, 2003—Sep 30, 2003
PAUL REVERE SRS N
Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
07/18/03 - A	Dell Inc. *DELL*		247025109			05/23/03
	1	Elect Directors		For	For		Management
	2	Declassify the Board of Directors		For	For		Management
	3	Change Company Name		For	For		Management
	4	Approve Executive Incentive Bonus Plan		For	For		Management
08/15/03 - A	Microchip Technology, Inc. *MCHP*		595017104			06/20/03
	1	Elect Directors		For	For		Management
	2	Amend Employee Stock Purchase Plan		For	For		Management
	3	Amend Employee Stock Purchase Plan		For	For		Management
08/21/03 - A	Symantec Corp. *SYMC*		871503108			07/08/03
	1	Elect Directors		For	For		Management
	2	Increase Authorized Common Stock		For	Against		Management
	3	Amend Stock Option Plan		For	Against		Management
	4	Approve Executive Incentive Bonus Plan		For	For		Management
	5	Ratify Auditors		For	For		Management
08/28/03 - A	Medtronic, Inc. *MDT*		585055106			07/03/03
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Omnibus Stock Plan		For	Against		Management
	4	Approve Executive Incentive Bonus Plan		For	For		Management

Proxy Vote Summary Oct 01, 2003—Dec 31, 2003
PAUL REVERE SRS Q
Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
10/06/03 - S	Boston Scientific Corp. *BSX*		101137107			08/27/03
	1	Increase Authorized Common Stock		For	For		Management
10/13/03 - A	Oracle Corp. *ORCL*		68389X105			08/21/03
	1	Elect Directors		For	For		Management
	2	Approve Executive Incentive Bonus Plan		For	For		Management
	3	Ratify Auditors		For	For		Management
	4	Amend Non-Employee Director Omnibus Stock Plan		For	Against		Management
	5	Implement China Principles		Against	Against		Shareholders
10/14/03 - A	The Procter & Gamble Company *PG*		742718109			08/01/03
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Non-Employee Director Omnibus Stock Plan		For	For		Management
	4	Declassify the Board of Directors		Against	For		Shareholders
	5	Label Genetically Engineered Foods		Against	Against		Shareholders
10/28/03 - S	First Data Corp. *FDC*		319963104			09/08/03
	1	Approve Merger Agreement		For	For		Management
11/05/03 - A	Linear Technology Corp. *LLTC*		535678106			09/08/03
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management

Proxy Vote Summary

Oct 01, 2003—Dec 31, 2003

PAUL REVERE SRS Q

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
11/11/03 - A	Cisco Systems, Inc. *CSCO*		17275R102			09/12/03
	1	Elect Directors		For	For		Management
	2	Amend Employee Stock Purchase Plan		For	For		Management
	3	Ratify Auditors		For	For		Management
	4	Report on Company Products Used by the Government to Monitor the Internet		Against	Against		Shareholders
	5	Report on Pay Disparity		Against	Against		Shareholders
11/11/03 - A	Microsoft Corp. *MSFT*		594918104			09/12/03
	1	Elect Directors		For	For		Management
	2	Amend Omnibus Stock Plan		For	Against		Management
	3	Amend Non-Employee Director Stock Option Plan		For	For		Management
	4	Refrain from Giving Charitable Contributions		Against	Against		Shareholders
11/13/03 - A	Brinker International, Inc. *EAT*		109641100			09/15/03
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Report on the Impact of Genetically Engineered Products		Against	Against		Shareholders
11/13/03 - A	Maxim Integrated Products, Inc. *MXIM*		57772K101			09/15/03
	1	Elect Directors		For	For		Management
	2	Amend Stock Option Plan		For	Against		Management
	3	Amend Employee Stock Purchase Plan		For	For		Management
	4	Ratify Auditors		For	For		Management
11/13/03 - A	The Bisys Group, Inc. *BSG*		055472104			09/19/03
	1	Elect Directors		For	For		Management
	2	Approve Employee Stock Purchase Plan		For	For		Management
	3	Ratify Auditors		For	For		Management

Proxy Vote Summary

Oct 01, 2003—Dec 31, 2003

PAUL REVERE SRS Q

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
11/28/03 - S	DST Systems, Inc. *DST*		233326107			11/10/03
	1	Approve Reorganization Plan		For	For		Management
12/10/03 - S	Mercury Interactive Corp. *MERQ*		589405109			10/31/03
	1	Amend Stock Option Plan		For	For		Management
	2	Amend Employee Stock Purchase Plan		For	For		Management
12/16/03 - A	Network Associates, Inc. *NET*		640938106			11/13/03
	1	Elect Directors		For	For		Management
	2	Amend Omnibus Stock Plan		For	Against		Management
	3	Amend Non-Employee Director Stock Option Plan		For	For		Management
	4	Amend Employee Stock Purchase Plan		For	For		Management
	5	Ratify Auditors		For	For		Management

Proxy Vote Summary
Oct 01, 2003—Dec 31, 2003
PAUL REVERE SRS N
Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
10/06/03 - S	Boston Scientific Corp. *BSX*		101137107			08/27/03
	1	Increase Authorized Common Stock		For	For		Management
10/13/03 - A	Oracle Corp. *ORCL*		68389X105			08/21/03
	1	Elect Directors		For	For		Management
	2	Approve Executive Incentive Bonus Plan		For	For		Management
	3	Ratify Auditors		For	For		Management
	4	Amend Non-Employee Director Omnibus Stock Plan		For	Against		Management
	5	Implement China Principles		Against	Against		Shareholders
10/14/03 - A	The Procter & Gamble Company *PG*		742718109			08/01/03
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Non-Employee Director Omnibus Stock Plan		For	For		Management
	4	Declassify the Board of Directors		Against	For		Shareholders
	5	Label Genetically Engineered Foods		Against	Against		Shareholders
10/28/03 - S	First Data Corp. *FDC*		319963104			09/08/03
	1	Approve Merger Agreement		For	For		Management
11/05/03 - A	Linear Technology Corp. *LLTC*		535678106			09/08/03
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management

Proxy Vote Summary

Oct 01, 2003—Dec 31, 2003

PAUL REVERE SRS N

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
11/11/03 - A	Cisco Systems, Inc. *CSCO*		17275R102			09/12/03
	1	Elect Directors		For	For		Management
	2	Amend Employee Stock Purchase Plan		For	For		Management
	3	Ratify Auditors		For	For		Management
	4	Report on Company Products Used by the Government to Monitor the Internet		Against	Against		Shareholders
	5	Report on Pay Disparity		Against	Against		Shareholders
11/11/03 - A	Microsoft Corp. *MSFT*		594918104			09/12/03
	1	Elect Directors		For	For		Management
	2	Amend Omnibus Stock Plan		For	Against		Management
	3	Amend Non-Employee Director Stock Option Plan		For	For		Management
	4	Refrain from Giving Charitable Contributions		Against	Against		Shareholders
11/13/03 - A	Brinker International, Inc. *EAT*		109641100			09/15/03
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Report on the Impact of Genetically Engineered Products		Against	Against		Shareholders
11/13/03 - A	Maxim Integrated Products, Inc. *MXIM*		57772K101			09/15/03
	1	Elect Directors		For	For		Management
	2	Amend Stock Option Plan		For	Against		Management
	3	Amend Employee Stock Purchase Plan		For	For		Management
	4	Ratify Auditors		For	For		Management
11/13/03 - A	The Bisys Group, Inc. *BSG*		055472104			09/19/03
	1	Elect Directors		For	For		Management
	2	Approve Employee Stock Purchase Plan		For	For		Management
	3	Ratify Auditors		For	For		Management

Proxy Vote Summary

Oct 01, 2003—Dec 31, 2003

PAUL REVERE SRS N

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
11/28/03 - S	DST Systems, Inc. *DST*		233326107			11/10/03
	1	Approve Reorganization Plan		For	For		Management
12/10/03 - S	Mercury Interactive Corp. *MERQ*		589405109			10/31/03
	1	Amend Stock Option Plan		For	For		Management
	2	Amend Employee Stock Purchase Plan		For	For		Management
12/16/03 - A	Network Associates, Inc. *NET*		640938106			11/13/03
	1	Elect Directors		For	For		Management
	2	Amend Omnibus Stock Plan		For	Against		Management
	3	Amend Non-Employee Director Stock Option Plan		For	For		Management
	4	Amend Employee Stock Purchase Plan		For	For		Management
	5	Ratify Auditors		For	For		Management

Proxy Vote Summary

Jan 01, 2004—Mar 31, 2004

PAUL REVERE SRS Q
Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
01/14/04 - A	Walgreen Co. *WAG*		931422109			11/17/03
	1	Elect Directors		For	For		Management
	2	Approve Non-Employee Director Omnibus Stock Plan		For	Against		Management
02/03/04 - A	Emerson Electric Co. *EMR*		291011104			11/24/03
	1	Elect Directors		For	For		Management
	2	Approve Executive Incentive Bonus Plan		For	For		Management
	3	Ratify Auditors		For	For		Management
03/02/04 - A	QUALCOMM Inc. *QCOM*		747525103			01/02/04
	1	Elect Directors		For	For		Management
	2	Amend Stock Option Plan		For	Against		Management
	3	Ratify Auditors		For	For		Management
	4	Declassify the Board of Directors		Against	For		Management
03/09/04 - A	Analog Devices, Inc. *ADI*		032654105			01/16/04
	1	Elect Directors		For	For		Management
	2	Increase Authorized Common Stock		For	For		Management
	3	Ratify Auditors		For	For		Management
03/22/04 - S	Caremark Rx, Inc. *CMX*		141705103			02/05/04
	1	Increase Authorized Common Stock		For	For		Management
	2	Approve Issuance of Stock in Connection with Merger Agreement		For	For		Management
	3	Increase Authorized Preferred Stock		For	Against		Management
	4	Approve Omnibus Stock Plan		For	Against		Management
	5	Allow Postponement or Adjournment of Special Meeting		For	Against		Management

Proxy Vote Summary

Jan 01, 2004—Mar 31, 2004

PAUL REVERE SRS Q

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
03/31/04 - A	The Goldman Sachs Group, Inc. *GS*		38141G104			02/02/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Declassify the Board of Directors		Against	For		Shareholders

Proxy Vote Summary

Jan 01, 2004—Mar 31, 2004

PAUL REVERE SRS N
Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
01/14/04 - A	Walgreen Co. *WAG*		931422109			11/17/03
	1	Elect Directors		For	For		Management
	2	Approve Non-Employee Director Omnibus Stock Plan		For	Against		Management
02/03/04 - A	Emerson Electric Co. *EMR*		291011104			11/24/03
	1	Elect Directors		For	For		Management
	2	Approve Executive Incentive Bonus Plan		For	For		Management
	3	Ratify Auditors		For	For		Management
03/02/04 - A	QUALCOMM Inc. *QCOM*		747525103			01/02/04
	1	Elect Directors		For	For		Management
	2	Amend Stock Option Plan		For	Against		Management
	3	Ratify Auditors		For	For		Management
	4	Declassify the Board of Directors		Against	For		Management
03/09/04 - A	Analog Devices, Inc. *ADI*		032654105			01/16/04
	1	Elect Directors		For	For		Management
	2	Increase Authorized Common Stock		For	For		Management
	3	Ratify Auditors		For	For		Management
03/22/04 - S	Caremark Rx, Inc. *CMX*		141705103			02/05/04
	1	Increase Authorized Common Stock		For	For		Management
	2	Approve Issuance of Stock in Connection with Merger Agreement		For	For		Management
	3	Increase Authorized Preferred Stock		For	Against		Management
	4	Approve Omnibus Stock Plan		For	Against		Management
	5	Allow Postponement or Adjournment of Special Meeting		For	Against		Management

Proxy Vote Summary

Jul 01, 2003—Mar 31, 2004

PAUL REVERE SRS N

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
03/31/04 - A	The Goldman Sachs Group, Inc. *GS*		38141G104			02/02/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Declassify the Board of Directors		Against	For		Shareholders

Proxy Vote Summary

Apr 01, 2004—Jun 30, 2004

PAUL REVERE SRS Q
Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
04/13/04 - A	The Bank Of New York Co., Inc. *BK*		064057102			02/23/04
	1	Elect Directors		For	Split		Management
	1.1	Elect Director Frank J. Biondi, Jr. —For
	1.2	Elect Director Nicholas M. Donofrio —For
	1.3	Elect Director Alan R. Griffith —For
	1.4	Elect Director Gerald L. Hassell —For
	1.5	Elect Director Richard J. Kogan —For
	1.6	Elect Director Michael J. Kowalski —For
	1.7	Elect Director John A. Luke, Jr. —For
	1.8	Elect Director John C. Malone —For
	1.9	Elect Director Paul Myners, CBE —For
	1.10	Elect Director Robert C. Pozen —Withhold
	1.11	Elect Director Catherine A. Rein —For
	1.12	Elect Director Thomas A. Renyi —For
	1.13	Elect Director William C. Richardson —For
	1.14	Elect Director Brian L. Roberts —For
	1.15	Elect Director Samuel C. Scott III —For
	2	Ratify Auditors		For	For		Management
	3	Amend Executive Incentive Bonus Plan		For	For		Management
	4	Report on Political Contributions		Against	Against		Shareholders
	5	Limit Executive Compensation		Against	Against		Shareholders
	6	Limit Composition of Committee to Independent Directors		Against	Against		Shareholders
	7	Submit Shareholder Rights Plan (Poison Pill) to Shareholder Vote		Against	For		Shareholders

Proxy Vote Summary

Apr 01, 2004—Jun 30, 2004

PAUL REVERE SRS Q

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
04/13/04 - A	The New York Times Co. *NYT*		650111107			02/17/04
	1	Elect Directors		For	For		Management
	2	Approve A Non-Employee Director Stock Incentive Plan		For	For		Management
	3	Ratify Auditors		For	For		Management
04/15/04 - A	ADTRAN, Inc. *ADTN*		00738A106			03/01/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
04/15/04 - A	Texas Instruments Inc. *TXN*		882508104			02/17/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Expense Stock Options		Against	Against		Shareholders
04/16/04 -WC	Genentech, Inc. *DNA*		368710406			02/17/04
	1	Amend Articles/Bylaws/Charter-Non-Routine		For	For		Management
	2	Elect Directors		For	For		Management
	3	Elect Director M. Burns		For	For		Management
	4	Elect Director Erich Hunziker		For	For		Management
	5	Elect Director Jonathan K.C. Knowles		For	For		Management
	6	Increase Authorized Common Stock		For	Against		Management
	7	Approve Omnibus Stock Plan		For	Against		Management
	8	Ratify Auditors		For	For		Management
04/16/04 - A	Novellus Systems, Inc. *NVLS*		670008101			02/17/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Provision of Non-Audit Services by Independent Auditors		Against	Against		Shareholders
	4	Limit Executive Compensation		Against	Against		Shareholders

Proxy Vote Summary

Apr 01, 2004—Jun 30, 2004

PAUL REVERE SRS Q

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
04/20/04 - A	Citigroup Inc. *C*		172967101			02/27/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Limit Executive Compensation		Against	Against		Shareholders
	4	Report on Political Contributions/Activities		Against	Against		Shareholders
	5	Prohibit Awards to Executives		Against	Against		Shareholders
	6	Separate Chairman and CEO Positions		Against	Against		Shareholders
04/20/04 - A	Mellon Financial Corp. *MEL*		58551A108			02/06/04
	1	Elect Directors		For	For		Management
	2	Amend Omnibus Stock Plan		For	Against		Management
	3	Ratify Auditors		For	For		Management
04/20/04 - A	Northern Trust Corp. *NTRS*		665859104			03/01/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
04/20/04 - A	Sprint Corp. *FON*		852061506			02/20/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Performance - Based/Indexed Options		Against	Against		Shareholders
	4	Limit Executive Compensation		Against	Against		Shareholders
	5	Separate Chairman and CEO Positions		Against	Against		Shareholders
	6	Report on Foreign Outsourcing		Against	Against		Shareholders
04/21/04 - A	Outback Steakhouse, Inc. *OSI*		689899102			02/27/04
	1	Elect Directors		For	For		Management
	2	Amend Omnibus Stock Plan		For	Against		Management
	3	Other Business		For	For		Management

Proxy Vote Summary

Apr 01, 2004—Jun 30, 2004

PAUL REVERE SRS Q

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
04/22/04 - A	Carnival Corp. *CCL*		143658300			02/23/04
		Meeting for Holders of ADRs
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	To authorize the audit committee of Carnival PLC to agree to the remuneration of the independent auditors.		For	For		Management
	4	To receive the accounts and reports for Carnival PLC for the financial period ended November 30, 2003.		For	For		Management
	5	To approve the directors remuneration report of Carnival PLC		For	For		Management
	6	To approve the limits on the authority to allot shares by Carnival PLC		For	For		Management
	7	To approve the disapplication of pre-emption rights for Carnival PLC shares.		For	For		Management
04/22/04 -A	Johnson & Johnson *JNJ*		478160104			02/24/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Cease Charitable Contributions		Against	Against		Shareholders
04/22/04 - A	Pfizer Inc. *PFE*		717081103			02/27/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Omnibus Stock Plan		For	Against		Management
	4	Report on Operational Impact of HIV/AIDS, TB, and Malaria Pandemic		Against	Against		Shareholders
	5	Cease Political Contributions/Activities		Against	Against		Shareholders
	6	Report on Political Contributions/Activities		Against	Against		Shareholders
	7	Establish Term Limits for Directors		Against	Against		Shareholders
	8	Report on Drug Pricing		Against	Against		Shareholders
	9	Limit Awards to Executives		Against	Against		Shareholders
	10	Amend Animal Testing Policy		Against	Against		Shareholders

Proxy Vote Summary

Apr 01, 2004—Jun 30, 2004

PAUL REVERE SRS Q

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
04/22/04 -A	Wyeth *WYE*		983024100			03/12/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Report on Drug Pricing		Against	Against		Shareholders
	4	Amend Animal Testing Policy		Against	Against		Shareholders
04/23/04 -A	Abbott Laboratories *ABT*		002824100			02/25/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Drug Pricing		Against	Against		Shareholders
	4	Report on Political Contributions/Activities		Against	Against		Shareholders
	5	Prohibit Awards to Executives		Against	Against		Shareholders
	6	Report on Operational Imact of HIV/AIDS, TB, and Malaria Pandemic		Against	Against		Shareholders
04/23/04 -A	Merrill Lynch & Co., Inc. *MER*		590188108			02/24/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Restore or Provide for Cumulative Voting		Against	Against		Shareholders
	4	Separate Chairman and CEO Positions		Against	Against		Shareholders
04/26/04 -A	American Express Co. *AXP*		025816109			02/27/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Establish Term Limits for Directors		Against	Against		Shareholders
	4	Report on Political Contributions/Activities		Against	Against		Shareholders

Proxy Vote Summary

Apr 01, 2004—Jun 30, 2004

PAUL REVERE SRS Q

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
04/27/04 - A	International Business Machines Corp. *IBM*		459200101			02/27/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Ratify Auditors for the Company’s Business Consulting Services Unit		For	For		Management
	4	Approve Executive Incentive Bonus Plan		For	For		Management
	5	Provide for Cumulative Voting		Against	Against		Shareholders
	6	Amend Pension and Retirement Medical Insurance Plans		Against	Against		Shareholders
	7	Submit Executive Compensation to Vote		Against	Against		Shareholders
	8	Expense Stock Options		Against	Against		Shareholders
	9	Limit Awards to Executives		Against	Against		Shareholders
	10	China Principles		Against	Against		Shareholders
	11	Report on Political Contributions/Activities		Against	Against		Shareholders
	12	Report on Executive Compensation		Against	Against		Shareholders
04/28/04 - A	Clear Channel Communications, Inc. *CCU*		184502102			03/08/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
04/28/04 - A	General Electric Co. *GE*		369604103			03/01/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Amend Omnibus Stock Plan		For	Against		Management
	4	Provide for Cumulative Voting		Against	Against		Shareholders
	5	Eliminate Animal Testing		Against	Against		Shareholders
	6	Report on Nuclear Fuel Storage Risks		Against	Against		Shareholders
	7	Report on PCB Clean-up		Against	Against		Shareholders
	8	Report on Foreign Outsourcing		Against	Against		Shareholders
	9	Prepare Sustainability Report		Against	Against		Shareholders
	10	Limit Composition of Management Development and Compensation Committee to Independent Directors		Against	Against		Shareholders
	11	Report on Pay Disparity		Against	Against		Shareholders
	12	Limit Awards to Executives		Against	Against		Shareholders
	13	Limit Board Service for Other Companies		Against	Against		Shareholders

Proxy Vote Summary

Apr 01, 2004—Jun 30, 2004

PAUL REVERE SRS Q

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
	14	Separate Chairman and CEO Positions		Against	Against		Shareholders
	15	Hire Advisor/Maximize Shareholder Value		Against	Against		Shareholders
	16	Adopt a Retention Ratio for Executives and Directors		Against	Against		Shareholders
	17	Require 70% to 80% Independent Board		Against	Against		Shareholders
	18	Report on Political Contributions/Activities		Against	Against		Shareholders
04/28/04 - A	Kohl’s Corp. *KSS*		500255104			03/03/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Performance-Based Stock/Indexed Options		Against	Against		Shareholders
	4	Separate Chairman and CEO Positions		Against	Against		Shareholders
04/29/04 - A	Corning Inc. *GLW*		219350105			03/01/04
��	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Submit Severance Agreement (Change-in-Control) to Shareholder Vote		Against	For		Shareholders
05/03/04 - A	MBNA Corp. *KRB*		55262L100			02/13/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Expense Stock Options		Against	Against		Shareholders
	4	Require Majority of Independent Directors on Board		Against	Against		Shareholders
05/04/04 - A	Caremark Rx, Inc. *CMX*		141705103			04/01/04
	1	Elect Directors		For	For		Management

Proxy Vote Summary

Apr 01, 2004—Jun 30, 2004

PAUL REVERE SRS Q

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
05/04/04 - A	Danaher Corp. *DHR*		235851102			03/10/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Amend Stock Option Plan		For	Against		Management
	4	Develop Charter Language on Board Diversity		Against	Against		Shareholders
05/04/04 - A	Waters Corp. *WAT*		941848103			03/15/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Other Business		For	For		Management
05/05/04 - A	PepsiCo, Inc. *PEP*		713448108			03/12/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Executive Incentive Bonus Plan		For	For		Management
	4	Report on Political Contributions/Activities		Against	Against		Shareholders
	5	Report on Operational Impact of HIV/AIDS, TB, and Malaria Pandemic		Against	Against		Shareholders
05/06/04 - A	Avon Products, Inc. *AVP*		054303102			03/15/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Increase Authorized Common Stock		For	For		Management
	4	Declassify the Board of Directors		Against	For		Shareholders
	5	Report on Feasibility of Removing Parabens from Company Products		Against	Against		Shareholders
	6	Report on Feasibility of Removing Dibutyl Phthalate from Company Products		Against	Against		Shareholders
05/06/04 - A	Echostar Communications Corp. *DISH*		278762109			03/22/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Other Business		For	For		Management

Proxy Vote Summary

Apr 01, 2004—Jun 30, 2004

PAUL REVERE SRS Q

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
05/07/04 - A	Colgate-Palmolive Co. *CL*		194162103			03/09/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Executive Incentive Bonus Plan		For	For		Management
	4	Submit Severance Agreement (Change-in-Control) to Shareholder Vote		Against	For		Shareholders
	5	Adopt ILO Based Code of Conduct		Against	Against		Shareholders
	6	Separate Chairman and CEO Positions		Against	Against		Shareholders
05/07/04 - A	Illinois Tool Works Inc. *ITW*		452308109			03/09/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
05/07/04 - A	Starwood Hotels & Resorts Worldwide, Inc. *HOT*		85590A203			03/19/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Omnibus Stock Plan		For	Against		Management
	4	Declassify the Board of Directors		For	For		Management
05/11/04 - A	DST Systems, Inc. *DST*		233326107			03/12/04
	1	Elect Directors		For	For		Management
	2	Increase Authorized Common Stock		For	For		Management
05/12/04 - A	CVS Corporation *CVS*		126650100			03/15/04
	1	Elect Directors		For	For		Management
	2	Amend Omnibus Stock Plan		For	For		Management
	3	Ratify Auditors		For	For		Management
	4	Limit Executive Compensation		Against	Against		Shareholders

Proxy Vote Summary

Apr 01, 2004—Jun 30, 2004

PAUL REVERE SRS Q

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
05/13/04 - A	Amgen, Inc. *AMGN*		031162100			03/19/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Prepare Glass Ceiling Report		Against	Against		Shareholders
	4	Expense Stock Options		Against	Against		Shareholders
05/13/04 - A	SLM Corp. *SLM*		78442P106			03/15/04
	1	Elect Directors		For	For		Management
	2	Approve Omnibus Stock Plan		For	Against		Management
	3	Ratify Auditors		For	For		Management
05/13/04 - A	Westwood One, Inc. *WON*		961815107			04/13/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
05/18/04 - A	Cox Communications, Inc. *COX*		224044107			03/19/04
	1	Elect Directors		For	For		Management
	2	Approve Employee Stock Purchase Plan		For	For		Management
05/18/04 - A	Guidant Corp. *GDT*		401698105			03/11/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Expense Stock Options		Against	Against		Shareholders
05/18/04 - A	Thermo Electron Corp. *TMO*		883556102			03/26/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Limit Awards to Executives		Against	Against		Shareholders

Proxy Vote Summary

Apr 01, 2004—Jun 30, 2004

PAUL REVERE SRS Q

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
05/19/04 - A	American International Group, Inc. *AIG*		026874107			03/26/04
	1	Elect Directors		For	For		Management
	2	Approve Executive Incentive Bonus Plan		For	For		Management
	3	Approve Non-Employee Director Stock Option Plan		For	For		Management
	4	Ratify Auditors		For	For		Management
	5	Report on Political Contributions/Activities		Against	Against		Shareholders
	6	Divest from Tobacco Equities		Against	Against		Shareholders
	7	Link Executive Compensation to Predatory Lending		Against	Against		Shareholders
05/19/04 - A	Intel Corp. *INTC*		458140100			03/22/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Omnibus Stock Plan		For	Against		Management
	4	Expense Stock Options		Against	Against		Shareholders
	5	Limit/Prohibit Awards to Executives		Against	Against		Shareholders
	6	Performance- Based/Indexed Options		Against	Against		Shareholders
05/19/04 - A	Mercury Interactive Corp. *MERQ*		589405109			03/22/04
	1	Elect Directors		For	For		Management
	2	Increase Authorized Common Stock		For	Against		Management
	3	Ratify Auditors		For	For		Management
05/19/04 - A	Pacific Sunwear of California, Inc. *PSUN*		694873100			04/05/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
05/19/04 - A	Southwest Airlines Co. *LUV*		844741108			03/23/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management

Proxy Vote Summary

Apr 01, 2004—Jun 30, 2004

PAUL REVERE SRS Q

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
05/19/04 - A	Target Corporation *TGT*		87612E106			03/22/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Amend Omnibus Stock Plan		For	Against		Management
05/19/04 - A	Viacom Inc. *VIA*		925524308			03/22/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Omnibus Stock Plan		For	Against		Management
	4	Amend Non-Employee Director Stock Option Plan		For	For		Management
05/21/04 - A	Career Education Corp. *CECO*		141665109			03/23/04
	1	Elect Directors		For	For		Management
	2	Amend Omnibus Stock Plan		For	Against		Management
	3	Increase Authorized Common Stock		For	For		Management
	4	Ratify Auditors		For	For		Management
05/21/04 - A	Time Warner Inc *TWX*		887317105			03/23/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Adopt China Principles		Against	Against		Shareholders
	4	Report on Pay Disparity		Against	Against		Shareholders
05/25/04 - A	Fannie Mae *FNM*		313586109			04/06/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Amend Employee Stock Purchase Plan		For	For		Management
	4	Provide for Cumulative Voting		Against	Against		Shareholders

Proxy Vote Summary

Apr 01, 2004—Jun 30, 2004

PAUL REVERE SRS Q

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
05/25/04 - A	Gilead Sciences, Inc. *GILD*		375558103			04/05/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Omnibus Stock Plan		For	Against		Management
	4	Increase Authorized Common Stock		For	For		Management
05/26/04 - A	Comcast Corp. *CMCSA*		20030N101			03/15/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Amend Restricted Stock Plan		For	For		Management
	4	Amend Articles/Bylaws/Charter-Non-Routine		For	For		Management
	5	Require Two-Thirds Majority of Independent Directors on Board		Against	Against		Shareholders
	6	Political Contributions/Activities		Against	Against		Shareholders
	7	Nominate Two Directors for every open Directorships		Against	Against		Shareholders
	8	Limit Executive Compensation		Against	Against		Shareholders
	9	Adopt a Recapitalization Plan		Against	Against		Shareholders
05/27/04 - A	Ace Ltd. *ACE*		G0070K103			04/08/04
		Meeting for Holders of ADRs
	1	Elect Directors		For	For		Management
	2	Proposal to approve the Ace Limited 2004 Long-term Incentive Plan.		For	Against		Management
	3	Proposal to ratify the appointment of PricewaterhouseCoopers LLP as the independent accountants of Ace Limited for the fiscal year ending December 31, 2004.		For	For		Management

Proxy Vote Summary

Apr 01, 2004—Jun 30, 2004

PAUL REVERE SRS Q

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
05/27/04 - A	Genzyme Corp. *GENZ*		372917104			03/31/04
	1	Elect Directors		For	For		Management
	2	Amend Employee Stock Purchase Plan		For	For		Management
	3	Approve Stock Option Plan		For	Against		Management
	4	Amend Non-Employee Director Stock Option Plan		For	For		Management
	5	Increase Authorized Preferred Stock		For	For		Management
	6	Ratify Auditors		For	For		Management
	7	Limit Awards to Executives		Against	Against		Shareholders
05/27/04 - A	Lamar Advertising Company *LAMR*		512815101			04/05/04
	1	Elect Directors		For	For		Management
	2	Amend Omnibus Stock Plan		For	Against		Management
05/27/04 - A	MCAFEE INC. *MFE*		640938106			04/01/04
	1	Elect Directors		For	For		Management
	2	Amend Omnibus Stock Plan		For	Against		Management
	3	Ratify Auditors		For	For		Management
06/04/04 - A	Wal-Mart Stores, Inc. *WMT*		931142103			04/05/04
	1	Elect Directors		For	For		Management
	2	Approve Stock Option Plan		For	For		Management
	3	Approve Stock Option Plan		For	Against		Management
	4	Amend Employee Stock Purchase Plan		For	For		Management
	5	Ratify Auditors		For	For		Management
	6	Separate Chairman and CEO Positions		Against	Against		Shareholders
	7	Prepare Sustainability Report		Against	Against		Shareholders
	8	Report on Stock Option Distribution by Race and Gender		Against	Against		Shareholders
	9	Report on Genetically Modified Organisms (GMO)		Against	Against		Shareholders
	10	Prepare Diversity Report		Against	Against		Shareholders
	11	Submit Executive Compensation to Vote		Against	Against		Shareholders

Proxy Vote Summary

Apr 01, 2004—Jun 30, 2004

PAUL REVERE SRS Q

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
06/10/04 - A	PETsMART *PETM*		716768106			04/12/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
06/17/04 - A	Staples, Inc. *SPLS*		855030102			04/19/04
	1	Elect Directors		For	For		Management
	2	Approve Omnibus Stock Plan		For	Against		Management
	3	Amend Employee Stock Purchase Plan		For	For		Management
	4	Amend Employee Stock Purchase Plan		For	For		Management
	5	Ratify Auditors		For	For		Management
	6	Submit Shareholder Rights Plan (Poison Pill) to Shareholder Vote		Against	For		Shareholders
	7	Submit Shareholder Rights Plan (Poison Pill) to Shareholder Vote		Against	For		Shareholders
	8	Limit Executive Compensation		Against	Against		Shareholders
	9	Prohibit Auditor from Providing Non-Audit Services		Against	Against		Shareholders
06/23/04 - A	InteractiveCorp *IACI*		45840Q101			04/29/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
06/24/04 - A	Best Buy Co., Inc. *BBY*		086516101			04/26/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Omnibus Stock Plan		For	Against		Management
06/24/04 - A	eBay Inc. *EBAY*		278642103			04/26/04
	1	Elect Directors		For	For		Management
	2	Amend Omnibus Stock Plan		For	Against		Management
	3	Amend Stock Option Plan		For	Against		Management
	4	Increase Authorized Common Stock		For	For		Management
	5	Ratify Auditors		For	For		Management
	6	Expense Stock Options		Against	Against		Shareholders

Proxy Vote Summary
Apr 01, 2004—Jun 30, 2004
PAUL REVERE SRS N
Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
04/13/04 - A	The Bank Of New York Co., Inc. *BK*		064057102			02/23/04
	1	Elect Directors		For	Split		Management
	1.1	Elect Director Frank J. Biondi, Jr. — For
	1.2	Elect Director Nicholas M. Donofrio — For
	1.3	Elect Director Alan R. Griffith —For
	1.4	Elect Director Gerald L. Hassell — For
	1.5	Elect Director Richard J. Kogan — For
	1.6	Elect Director Michael J. Kowalski — For
	1.7	Elect Director John A. Luke, Jr. — For
	1.8	Elect Director John C. Malone — For
	1.9	Elect Director Paul Myners, CBE — For
	1.10	Elect Director Robert C. Pozen — Withhold
	1.11	Elect Director Catherine A. Rein — For
	1.12	Elect Director Thomas A. Renyi — For
	1.13	Elect Director William C. Richardson — For
	1.14	Elect Director Brian L. Roberts — For
	1.15	Elect Director Samuel C. Scott III — For
	2	Ratify Auditors		For	For		Management
	3	Amend Executive Incentive Bonus Plan		For	For		Management
	4	Report on Political Contributions		Against	Against		Shareholders
	5	Limit Executive Compensation		Against	Against		Shareholders
	6	Limit Composition of Committee to Independent Directors		Against	Against		Shareholders
	7	Submit Shareholder Rights Plan (Poison Pill) to Shareholder Vote		Against	For		Shareholders

Proxy Vote Summary

Apr 01, 2004 - Jun 30, 2004

PAUL REVERE SRS N

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
04/13/04 - A	The New York Times Co. *NYT*		650111107			02/17/04
	1	Elect Directors		For	For		Management
	2	Approve A Non-Employee Director Stock Incentive Plan		For	For		Management
	3	Ratify Auditors		For	For		Management
04/15/04 - A	ADTRAN, Inc. *ADTN*		00738A106			03/01/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
04/15/04 - A	Texas Instruments Inc. *TXN*		882508104			02/17/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Expense Stock Options		Against	Against		Shareholders
04/16/04 - WC	Genentech, Inc. *DNA*		368710406			02/17/04
	1	Amend Articles/Bylaws/Charter-Non-Routine		For	For		Management
	2	Elect Directors		For	For		Management
	3	Elect Director M. Burns		For	For		Management
	4	Elect Director Erich Hunziker		For	For		Management
	5	Elect Director Jonathan K.C. Knowles		For	For		Management
	6	Increase Authorized Common Stock		For	Against		Management
	7	Approve Omnibus Stock Plan		For	Against		Management
	8	Ratify Auditors		For	For		Management
04/16/04 - A	Novellus Systems, Inc. *NVLS*		670008101			02/17/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Provision of Non-Audit Services by Independent Auditors		Against	Against		Shareholders
	4	Limit Executive Compensation		Against	Against		Shareholders

Proxy Vote Summary

Apr 01, 2004 - Jun 30, 2004

PAUL REVERE SRS N

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
04/20/04 - A	Citigroup Inc. *C*		172967101			02/27/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Limit Executive Compensation		Against	Against		Shareholders
	4	Report on Political Contributions/Activities		Against	Against		Shareholders
	5	Prohibit Awards to Executives		Against	Against		Shareholders
	6	Separate Chairman and CEO Positions		Against	Against		Shareholders
04/20/04 - A	Mellon Financial Corp. *MEL*		58551A108			02/06/04
	1	Elect Directors		For	For		Management
	2	Amend Omnibus Stock Plan		For	Against		Management
	3	Ratify Auditors		For	For		Management
04/20/04 - A	Northern Trust Corp. *NTRS*		665859104			03/01/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
04/20/04 - A	Sprint Corp. *FON*		852061506			02/20/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Performance- Based/Indexed Options		Against	Against		Shareholders
	4	Limit Executive Compensation		Against	Against		Shareholders
	5	Separate Chairman and CEO Positions		Against	Against		Shareholders
	6	Report on Foreign Outsourcing		Against	Against		Shareholders
04/21/04 - A	Outback Steakhouse, Inc. *OSI*		689899102			02/27/04
	1	Elect Directors		For	For		Management
	2	Amend Omnibus Stock Plan		For	Against		Management
	3	Other Business		For	For		Management

Proxy Vote Summary

Apr 01, 2004—Jun 30, 2004

PAUL REVERE SRS N

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
04/22/04 - A	Carnival Corp. *CCL*		143658300			02/23/04
		Meeting for Holders of ADRs
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	To authorize the audit committee of Carnival PLC to agree to the remuneration of the independent auditors.		For	For		Management
	4	To receive the accounts and reports for Carnival PLC for the financial period ended November 30, 2003.		For	For		Management
	5	To approve the directors remuneration report of Carnival PLC		For	For		Management
	6	To approve the limits on the authority to allot shares by Carnival PLC		For	For		Management
	7	To approve the disapplication of pre-emption rights for Carnival PLC shares.		For	For		Management
04/22/04 - A	Johnson & Johnson *JNJ*		478160104			02/24/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Cease Charitable Contributions		Against	Against		Shareholders
04/22/04 - A	Pfizer Inc. *PFE*		717081103			02/27/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Omnibus Stock Plan		For	Against		Management
	4	Report on Operational Impact of HIV/AIDS, TB, and Malaria Pandemic		Against	Against		Shareholders
	5	Cease Political Contributions/Activities		Against	Against		Shareholders
	6	Report on Political Contributions/Activities		Against	Against		Shareholders
	7	Establish Term Limits for Directors		Against	Against		Shareholders
	8	Report on Drug Pricing		Against	Against		Shareholders
	9	Limit Awards to Executives		Against	Against		Shareholders
	10	Amend Animal Testing Policy		Against	Against		Shareholders

Proxy Vote Summary

Apr 01, 2004 - Jun 30, 2004

PAUL REVERE SRS N

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
04/22/04 - A	Wyeth *WYE*		983024100			03/12/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Report on Drug Pricing		Against	Against		Shareholders
	4	Amend Animal Testing Policy		Against	Against		Shareholders
04/23/04 - A	Abbott Laboratories *ABT*		002824100			02/25/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Drug Pricing		Against	Against		Shareholders
	4	Report on Political Contributions/Activities		Against	Against		Shareholders
	5	Prohibit Awards to Executives		Against	Against		Shareholders
	6	Report on Operational Imact of HIV/AIDS, TB, and Malaria Pandemic		Against	Against		Shareholders
04/23/04 - A	Merrill Lynch & Co., Inc. *MER*		590188108			02/24/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Restore or Provide for Cumulative Voting		Against	Against		Shareholders
	4	Separate Chairman and CEO Positions		Against	Against		Shareholders
04/26/04 - A	American Express Co. *AXP*		025816109			02/27/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Establish Term Limits for Directors		Against	Against		Shareholders
	4	Report on Political Contributions/Activities		Against	Against		Shareholders

Proxy Vote Summary

Apr 01, 2004—Jun 30, 2004

PAUL REVERE SRS N

Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
04/27/04 -A	International Business Machines Corp. *IBM*		459200101			02/27/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Ratify Auditors for the Company’s Business Consulting Services Unit		For	For		Management
	4	Approve Executive Incentive Bonus Plan		For	For		Management
	5	Provide for Cumulative Voting		Against	Against		Shareholders
	6	Amend Pension and Retirement Medical Insurance Plans		Against	Against		Shareholders
	7	Submit Executive Compensation to Vote		Against	Against		Shareholders
	8	Expense Stock Options		Against	Against		Shareholders
	9	Limit Awards to Executives		Against	Against		Shareholders
	10	China Principles		Against	Against		Shareholders
	11	Report on Political Contributions/Activities		Against	Against		Shareholders
	12	Report on Executive Compensation		Against	Against		Shareholders
04/28/04 -A	Clear Channel Communications, Inc. *CCU*		184502102			03/08/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
04/28/04 -A	General Electric Co. *GE*		369604103			03/01/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Amend Omnibus Stock Plan		For	Against		Management
	4	Provide for Cumulative Voting		Against	Against		Shareholders
	5	Eliminate Animal Testing		Against	Against		Shareholders
	6	Report on Nuclear Fuel Storage Risks		Against	Against		Shareholders
	7	Report on PCB Clean-up		Against	Against		Shareholders
	8	Report on Foreign Outsourcing		Against	Against		Shareholders
	9	Prepare Sustainability Report		Against	Against		Shareholders
	10	Limit Composition of Management Development and Compensation Committee to Independent Directors		Against	Against		Shareholders
	11	Report on Pay Disparity		Against	Against		Shareholders
	12	Limit Awards to Executives		Against	Against		Shareholders
	13	Limit Board Service for Other Companies		Against	Against		Shareholders

Proxy Vote Summary
Apr 01, 2004—Jun 30, 2004
PAUL REVERE SRS N
Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
	14	Separate Chairman and CEO Positions		Against	Against		Shareholders
	15	Hire Advisor/Maximize Shareholder Value		Against	Against		Shareholders
	16	Adopt a Retention Ratio for Executives and Directors		Against	Against		Shareholders
	17	Require 70% to 80% Independent Board		Against	Against		Shareholders
	18	Report on Political Contributions/Activities		Against	Against		Shareholders
04/28/04 - A	Kohl’s Corp. *KSS*		500255104			03/03/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Performance-Based Stock/Indexed Options		Against	Against		Shareholders
	4	Separate Chairman and CEO Positions		Against	Against		Shareholders
04/29/04 - A	Corning Inc. *GLW*		219350105			03/01/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Submit Severance Agreement (Change-in-Control) to Shareholder Vote		Against	For		Shareholders
05/03/04 - A	MBNA Corp. *KRB*		55262L100			02/13/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Expense Stock Options		Against	Against		Shareholders
	4	Require Majority of Independent Directors on Board		Against	Against		Shareholders
05/04/04 - A	Caremark Rx, Inc. *CMX*		141705103			04/01/04
	1	Elect Directors		For	For		Management

Proxy Vote Summary
Apr 01, 2004—Jun 30, 2004
PAUL REVERE SRS N
Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
05/04/04 - A	Danaher Corp. *DHR*		235851102			03/10/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Amend Stock Option Plan		For	Against		Management
	4	Develop Charter Language on Board Diversity		Against	Against		Shareholders
05/04/04 - A	Waters Corp. *WAT*		941848103			03/15/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Other Business		For	For		Management
05/05/04 - A	PepsiCo, Inc. *PEP*		713448108			03/12/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Executive Incentive Bonus Plan		For	For		Management
	4	Report on Political Contributions/Activities		Against	Against		Shareholders
	5	Report on Operational Impact of HIV/AIDS, TB, and Malaria Pandemic		Against	Against		Shareholders
05/06/04 - A	Avon Products, Inc. *AVP*		054303102			03/15/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Increase Authorized Common Stock		For	For		Management
	4	Declassify the Board of Directors		Against	For		Shareholders
	5	Report on Feasibility of Removing Parabens from Company Products		Against	Against		Shareholders
	6	Report on Feasibility of Removing Dibutyl Phthalate from Company Products		Against	Against		Shareholders
05/06/04 - A	Echostar Communications Corp. *DISH*		278762109			03/22/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Other Business		For	For		Management

Proxy Vote Summary
Apr 01, 2004—Jun 30, 2004
PAUL REVERE SRS N
Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
05/07/04 - A	Colgate-Palmolive Co. *CL*		194162103			03/09/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Executive Incentive Bonus Plan		For	For		Management
	4	Submit Severance Agreement (Change-in-Control) to Shareholder Vote		Against	For		Shareholders
	5	Adopt ILO Based Code of Conduct		Against	Against		Shareholders
	6	Separate Chairman and CEO Positions		Against	Against		Shareholders
05/07/04 - A	Illinois Tool Works Inc. *ITW*		452308109			03/09/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
05/07/04 - A	Starwood Hotels & Resorts Worldwide, Inc. *HOT*		85590A203			03/19/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Omnibus Stock Plan		For	Against		Management
	4	Declassify the Board of Directors		For	For		Management
05/11/04 - A	DST Systems, Inc. *DST*		233326107			03/12/04
	1	Elect Directors		For	For		Management
	2	Increase Authorized Common Stock		For	For		Management
05/12/04 - A	CVS Corporation *CVS*		126650100			03/15/04
	1	Elect Directors		For	For		Management
	2	Amend Omnibus Stock Plan		For	For		Management
	3	Ratify Auditors		For	For		Management
	4	Limit Executive Compensation		Against	Against		Shareholders

Proxy Vote Summary
Apr 01, 2004—Jun 30, 2004
PAUL REVERE SRS N
Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
05/13/04 - A	Amgen, Inc. *AMGN*		031162100			03/19/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Prepare Glass Ceiling Report		Against	Against		Shareholders
	4	Expense Stock Options		Against	Against		Shareholders
05/13/04 - A	SLM Corp. *SLM*		78442P106			03/15/04
	1	Elect Directors		For	For		Management
	2	Approve Omnibus Stock Plan		For	Against		Management
	3	Ratify Auditors		For	For		Management
05/13/04 - A	Westwood One, Inc. *WON*		961815107			04/13/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
05/18/04 - A	Cox Communications, Inc. *COX*		224044107			03/19/04
	1	Elect Directors		For	For		Management
	2	Approve Employee Stock Purchase Plan		For	For		Management
05/18/04 - A	Guidant Corp. *GDT*		401698105			03/11/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Expense Stock Options		Against	Against		Shareholders
05/18/04 - A	Thermo Electron Corp. *TMO*		883556102			03/26/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Limit Awards to Executives		Against	Against		Shareholders

Proxy Vote Summary
Apr 01, 2004—Jun 30, 2004
PAUL REVERE SRS N
Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
05/19/04 - A	American International Group, Inc. *AIG*		026874107			03/26/04
	1	Elect Directors		For	For		Management
	2	Approve Executive Incentive Bonus Plan		For	For		Management
	3	Approve Non-Employee Director Stock Option Plan		For	For		Management
	4	Ratify Auditors		For	For		Management
	5	Report on Political Contributions/Activities		Against	Against		Shareholders
	6	Divest from Tobacco Equities		Against	Against		Shareholders
	7	Link Executive Compensation to Predatory Lending		Against	Against		Shareholders
05/19/04 - A	Intel Corp. *INTC*		458140100			03/22/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Omnibus Stock Plan		For	Against		Management
	4	Expense Stock Options		Against	Against		Shareholders
	5	Limit/Prohibit Awards to Executives		Against	Against		Shareholders
	6	Performance - Based/Indexed Options		Against	Against		Shareholders
05/19/04 - A	Mercury Interactive Corp. *MERQ*		589405109			03/22/04
	1	Elect Directors		For	For		Management
	2	Increase Authorized Common Stock		For	Against		Management
	3	Ratify Auditors		For	For		Management
05/19/04 - A	Pacific Sunwear of California, Inc. *PSUN*		694873100			04/05/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
05/19/04 - A	Southwest Airlines Co. *LUV*		844741108			03/23/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management

Proxy Vote Summary
Apr 01, 2004—Jun 30, 2004
PAUL REVERE SRS N
Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
05/19/04 - A	Target Corporation *TGT*		87612E106			03/22/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Amend Omnibus Stock Plan		For	Against		Management
05/19/04 - A	Viacom Inc. *VIA*		925524308			03/22/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Omnibus Stock Plan		For	Against		Management
	4	Amend Non-Employee Director Stock Option Plan		For	For		Management
05/21/04 - A	Career Education Corp. *CECO*		141665109			03/23/04
	1	Elect Directors		For	For		Management
	2	Amend Omnibus Stock Plan		For	Against		Management
	3	Increase Authorized Common Stock		For	For		Management
	4	Ratify Auditors		For	For		Management
05/21/04 - A	Time Warner Inc *TWX*		887317105			03/23/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Adopt China Principles		Against	Against		Shareholders
	4	Report on Pay Disparity		Against	Against		Shareholders
05/25/04 - A	Fannie Mae *FNM*		313586109			04/06/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Amend Employee Stock Purchase Plan		For	For		Management
	4	Provide for Cumulative Voting		Against	Against		Shareholders

Proxy Vote Summary
Apr 01, 2004—Jun 30, 2004
PAUL REVERE SRS N
Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
05/25/04 - A	Gilead Sciences, Inc. *GILD*		375558103			04/05/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Omnibus Stock Plan		For	Against		Management
	4	Increase Authorized Common Stock		For	For		Management
05/26/04 - A	Comcast Corp. *CMCSA*		20030N101			03/15/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Amend Restricted Stock Plan		For	For		Management
	4	Amend Articles/Bylaws/Charter-Non-Routine		For	For		Management
	5	Require Two-Thirds Majority of Independent Directors on Board		Against	Against		Shareholders
	6	Political Contributions/Activities		Against	Against		Shareholders
	7	Nominate Two Directors for every open Directorships		Against	Against		Shareholders
	8	Limit Executive Compensation		Against	Against		Shareholders
	9	Adopt a Recapitalization Plan		Against	Against		Shareholders
05/27/04 - A	Ace Ltd. *ACE*		G0070K103			04/08/04
		Meeting for Holders of ADRs
	1	Elect Directors		For	For		Management
	2	Proposal to approve the Ace Limited 2004 Long-term Incentive Plan		For	Against		Management
	3	Proposal to ratify the appointment of PricewaterhouseCoopers LLP as the independent accountants of Ace Limited for the fiscal year ending December 31, 2004.		For	For		Management

Proxy Vote Summary
Apr 01, 2004—Jun 30, 2004
PAUL REVERE SRS N
Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
05/27/04 - A	Genzyme Corp. *GENZ*		372917104			03/31/04
	1	Elect Directors		For	For		Management
	2	Amend Employee Stock Purchase Plan		For	For		Management
	3	Approve Stock Option Plan		For	Against		Management
	4	Amend Non-Employee Director Stock Option Plan		For	For		Management
	5	Increase Authorized Preferred Stock		For	For		Management
	6	Ratify Auditors		For	For		Management
	7	Limit Awards to Executives		Against	Against		Shareholders
05/27/04 - A	Lamar Advertising Company *LAMR*		512815101			04/05/04
	1	Elect Directors		For	For		Management
	2	Amend Omnibus Stock Plan		For	Against		Management
05/27/04 - A	MCAFEE INC. *MFE*		640938106			04/01/04
	1	Elect Directors		For	For		Management
	2	Amend Omnibus Stock Plan		For	Against		Management
	3	Ratify Auditors		For	For		Management
06/04/04 - A	Wal-Mart Stores, Inc. *WMT*		931142103			04/05/04
	1	Elect Directors		For	For		Management
	2	Approve Stock Option Plan		For	For		Management
	3	Approve Stock Option Plan		For	Against		Management
	4	Amend Employee Stock Purchase Plan		For	For		Management
	5	Ratify Auditors		For	For		Management
	6	Separate Chairman and CEO Positions		Against	Against		Shareholders
	7	Prepare Sustainability Report		Against	Against		Shareholders
	8	Report on Stock Option Distribution by Race and Gender		Against	Against		Shareholders
	9	Report on Genetically Modified Organisms (GMO)		Against	Against		Shareholders
	10	Prepare Diversity Report		Against	Against		Shareholders
	11	Submit Executive Compensation to Vote		Against	Against		Shareholders

Proxy Vote Summary
Apr 01, 2004—Jun 30, 2004
PAUL REVERE SRS N
Mtg Date/Type	Issuer/ Ballot Issues		Security	Mgmt Rec	Vote Cast	Record Date	Sponsor
06/10/04 - A	PETsMART *PETM*		716768106			04/12/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
06/17/04 - A	Staples, Inc. *SPLS*		855030102			04/19/04
	1	Elect Directors		For	For		Management
	2	Approve Omnibus Stock Plan		For	Against		Management
	3	Amend Employee Stock Purchase Plan		For	For		Management
	4	Amend Employee Stock Purchase Plan		For	For		Management
	5	Ratify Auditors		For	For		Management
	6	Submit Shareholder Rights Plan (Poison Pill) to Shareholder Vote		Against	For		Shareholders
	7	Submit Shareholder Rights Plan (Poison Pill) to Shareholder Vote		Against	For		Shareholders
	8	Limit Executive Compensation		Against	Against		Shareholders
	9	Prohibit Auditor from Providing Non-Audit Services		Against	Against		Shareholders
06/23/04 - A	InteractiveCorp *IACI*		45840Q101			04/29/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
06/24/04 - A	Best Buy Co., Inc. *BBY*		086516101			04/26/04
	1	Elect Directors		For	For		Management
	2	Ratify Auditors		For	For		Management
	3	Approve Omnibus Stock Plan		For	Against		Management
06/24/04 - A	eBay Inc. *EBAY*		278642103			04/26/04
	1	Elect Directors		For	For		Management
	2	Amend Omnibus Stock Plan		For	Against		Management
	3	Amend Stock Option Plan		For	Against		Management
	4	Increase Authorized Common Stock		For	For		Management
	5	Ratify Auditors		For	For		Management
	6	Expense Stock Options		Against	Against		Shareholders

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.

The Paul Revere Variable Annuity Contract Accumulation Fund

By:	/s/ Donald Boggs
	Donald Boggs
	Chairman and Member of the Board of Managers (Principal Executive Officer)

DATE: November 11, 2004