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: 811-1940
Legg Mason Partners Appreciation Fund, Inc.
(Exact name of registrant as specified in charter)
125 BROAD STREET, NEW YORK, NEW YORK 10004
(Address of principal executive offices) (Zip code)
Robert I. Frenkel, Esq.
300 First Stamford Place, 4th Floor
Stamford, Connecticut 06902
(Name and address of agent for service)
Registrant’s telephone number, including area code: 203-890-7046
Date of fiscal year end: 12/31
Date of reporting period: July 1, 2005–June 30, 2006
Item 1. Proxy Voting Record
A report may indicate that the Adviser or Subadviser, as the case may be, “did not vote” on a particular proposal. No vote was entered for a proposal where (a) certain restrictions or pre-conditions on voting may, if followed, have adversely affected investment management of the fund’s portfolio holdings, such as “share blocking rules” that prohibit sales during the shareholder solicitation and voting process, (b) potential material conflicts of interest arising from proxy proposals were identified by the CAM Proxy Voting Committee, (c) administrative or operational constraints impeded the ability to cast a timely vote, such as late receipt of proxy voting information, and/or (d) systems or processing errors occurred (including errors by third party vendors).
Prior to April 7, 2006, the fund was named Smith Barney Appreciation Fund Inc.
******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-01940 Reporting Period: 07/01/2005 - 06/30/2006 Legg Mason Partners Appreciation Fund, Inc. ================= LEGG MASON PARTNERS APPRECIATION FUND, INC. ================== 3M CO Ticker: MMM Security ID: 88579Y101 Meeting Date: MAY 9, 2006 Meeting Type: Annual Record Date: MAR 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Linda G. Alvarado For For Management 1.2 Elect Director Edward M. Liddy For For Management 1.3 Elect Director Robert S. Morrison For For Management 1.4 Elect Director Aulana L. Peters For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors For For Management 4 Performance-Based Against For Shareholder 5 Adopt Animal Welfare Policy Against Against Shareholder 6 Implement China Principles Against Against Shareholder - -------------------------------------------------------------------------------- ALCOA INC. Ticker: AA Security ID: 013817101 Meeting Date: APR 21, 2006 Meeting Type: Annual Record Date: JAN 23, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kathryn S. Fuller For For Management 1.2 Elect Director Judith M. Gueron For For Management 1.3 Elect Director Ernesto Zedillo For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ALLTEL CORP. Ticker: AT Security ID: 020039103 Meeting Date: APR 20, 2006 Meeting Type: Annual Record Date: FEB 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William H. Crown For For Management 1.2 Elect Director Joe T. Ford For For Management 1.3 Elect Director John P. McConnell For For Management 1.4 Elect Director Josie C. Natori For For Management 2 Amend Executive Incentive Bonus Plan For For Management 3 Amend Executive Incentive Bonus Plan For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AMAZON.COM, INC. Ticker: AMZN Security ID: 023135106 Meeting Date: MAY 23, 2006 Meeting Type: Annual Record Date: APR 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jeffrey P. Bezos For For Management 1.2 Elect Director Tom A. Alberg For For Management 1.3 Elect Director John Seely Brown For For Management 1.4 Elect Director L. John Doerr For For Management 1.5 Elect Director William B. Gordon For For Management 1.6 Elect Director Myrtle S. Potter For For Management 1.7 Elect Director Thomas O. Ryder For For Management 1.8 Elect Director Patricia Q. Stonesifer For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AMERICAN POWER CONVERSION CORP. Ticker: APCC Security ID: 029066107 Meeting Date: JUN 8, 2006 Meeting Type: Annual Record Date: APR 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 Fix Number of Directors For For Management 2.1 Elect Director Rodger B. Dowdell, Jr. For For Management 2.2 Elect Director Neil E. Rasmussen For For Management 2.3 Elect Director Ervin F. Lyon For For Management 2.4 Elect Director James D. Gerson For For Management 2.5 Elect Director John G. Kassakian For For Management 2.6 Elect Director Ellen B. Richstone For For Management 3 Ratify Auditors For For Management 4 Amend Qualified Employee Stock Purchase For For Management Plan - -------------------------------------------------------------------------------- AMGEN, INC. Ticker: AMGN Security ID: 031162100 Meeting Date: MAY 10, 2006 Meeting Type: Annual Record Date: MAR 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Frederick W. Gluck For For Management 1.2 Elect Director J. Paul Reason For For Management 1.3 Elect Director Donald B. Rice For For Management 1.4 Elect Director Leonard D. Schaeffer For For Management 2 Ratify Auditors For For Management 3 Stock Retention Against For Shareholder 4 Link Executive Compensation to Social Against Against Shareholder Issues 5 Submit Shareholder Rights Plan (Poison Against For Shareholder Pill) to Shareholder Vote 6 Develop an Animal Welfare Policy Against Against Shareholder 7 Require a Majority Vote for the Election Against For Shareholder of Directors 8 Report on Political Contributions For For Shareholder - -------------------------------------------------------------------------------- ARAMARK CORP Ticker: RMK Security ID: 038521100 Meeting Date: FEB 7, 2006 Meeting Type: Annual Record Date: DEC 12, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Patricia C. Barron For For Management 1.2 Elect Director Ronald R. Davenport For For Management 1.3 Elect Director Ronald L. Sargent For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AUTOMATIC DATA PROCESSING, INC. Ticker: ADP Security ID: 053015103 Meeting Date: NOV 8, 2005 Meeting Type: Annual Record Date: SEP 9, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gregory D. Brenneman For For Management 1.2 Elect Director Leslie A. Brun For For Management 1.3 Elect Director Gary C. Butler For For Management 1.4 Elect Director Leon G. Cooperman For For Management 1.5 Elect Director R. Glenn Hubbard For For Management 1.6 Elect Director John P. Jones For For Management 1.7 Elect Director Ann Dibble Jordan For For Management 1.8 Elect Director Harvey M. Krueger For For Management 1.9 Elect Director Frederic V. Malek For For Management 1.10 Elect Director Henry Taub For For Management 1.11 Elect Director Arthur F. Weinbach For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AVAYA INC Ticker: AV Security ID: 053499109 Meeting Date: FEB 10, 2006 Meeting Type: Annual Record Date: DEC 16, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Bruce R. Bond For For Management 1.2 Elect Director Ronald L. Zarrella For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- BANK OF AMERICA CORP. Ticker: BAC Security ID: 060505104 Meeting Date: APR 26, 2006 Meeting Type: Annual Record Date: MAR 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William Barnet, III For For Management 1.2 Elect Director Frank P. Bramble, Sr. 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 Tommy R. Franks For For Management 1.6 Elect Director Paul Fulton For For Management 1.7 Elect Director Charles K. Gifford For For Management 1.8 Elect Director W. Steven Jones For For Management 1.9 Elect Director Kenneth D. Lewis For For Management 1.10 Elect Director Monica C. Lozano For For Management 1.11 Elect Director Walter E. Massey For For Management 1.12 Elect Director Thomas J. May For For Management 1.13 Elect Director Patricia E. Mitchell For For Management 1.14 Elect Director Thomas M. Ryan For For Management 1.15 Elect Director O. Temple Sloan, Jr. For For Management 1.16 Elect Director Meredith R. Spangler For For Management 1.17 Elect Director Robert L. Tillman For For Management 1.18 Elect Director Jackie M. Ward For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Publish Political Contributions Against Against Shareholder 5 Require a Majority Vote for the Election Against For Shareholder of Directors 6 Provide for an Independent Chairman Against For Shareholder 7 Exclude Reference to Sexual Orientation Against Against Shareholder from the Company's EEO Statement - -------------------------------------------------------------------------------- BANK OF NEW YORK CO., INC., THE Ticker: BK Security ID: 064057102 Meeting Date: APR 11, 2006 Meeting Type: Annual Record Date: FEB 21, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Frank J. Biondi For For Management 1.2 Elect Director Nicholas M. Donofrio For For Management 1.3 Elect Director Gerald L. Hassel For For Management 1.4 Elect Director Richard J. Kogan For For Management 1.5 Elect Director Michael J. Kowalski For For Management 1.6 Elect Director John A. Luke, Jr. For For Management 1.7 Elect Director John C. Malone For For Management 1.8 Elect Director Paul Myners For For Management 1.9 Elect Director Catherine A. Rein For For Management 1.10 Elect Director Thomas A. Renyi For For Management 1.11 Elect Director William C. Richardson For For Management 1.12 Elect Director Brian l. Roberts For For Management 1.13 Elect Director Samuel C. Scott, III For For Management 1.14 Elect Director Richard C. Vaughan For For Management 2 Ratify Auditors For For Management 3 Provide for Cumulative Voting Against For Shareholder 4 Reimbursement of Expenses of Opposition Against Against Shareholder Candidates - -------------------------------------------------------------------------------- BERKSHIRE HATHAWAY INC. Ticker: BRK.A Security ID: 084670108 Meeting Date: MAY 6, 2006 Meeting Type: Annual Record Date: MAR 8, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Warren E. Buffett For For Management 1.2 Elect Director Charles T. Munger For For Management 1.3 Elect Director Howard G. Buffett For For Management 1.4 Elect Director Malcolm G. Chace For For Management 1.5 Elect Director William H. Gates, III For For Management 1.6 Elect Director David S. Gottesman For For Management 1.7 Elect Director Charlotte Guyman For For Management 1.8 Elect Director Donald R. Keough For For Management 1.9 Elect Director Thomas S. Murphy For For Management 1.10 Elect Director Ronald L. Olson For For Management 1.11 Elect Director Walter Scott, Jr. For For Management - -------------------------------------------------------------------------------- BIOGEN IDEC, INC. Ticker: BIIB Security ID: 09062X103 Meeting Date: MAY 25, 2006 Meeting Type: Annual Record Date: MAR 31, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lawrence C. Best For For Management 1.2 Elect Director Alan B. Glassberg For For Management 1.3 Elect Director Robert W. Pangia For For Management 1.4 Elect Director William D.Young For For Management 2 Ratify Auditors For For Management 3 Approve Non-Employee Director Omnibus For For Management Stock Plan - -------------------------------------------------------------------------------- BP PLC (FORM. BP AMOCO PLC ) Ticker: BP Security ID: 055622104 Meeting Date: APR 20, 2006 Meeting Type: Annual Record Date: FEB 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 TO RECEIVE THE DIRECTORS ANNUAL REPORT For For Management AND THE ACCOUNTS 2 TO APPROVE THE DIRECTORS REMUNERATION For For Management REPORT 3.1 Elect Director Dr D C Allen For For Management 3.2 Elect Director Lord Browne For For Management 3.3 Elect Director Mr J H Bryan For For Management 3.4 Elect Director Mr A Burgmans For For Management 3.5 Elect Director Mr I C Conn For For Management 3.6 Elect Director Mr E B Davis, Jr For For Management 3.7 Elect Director Mr D J Flint For For Management 3.8 Elect Director Dr B E Grote For For Management 3.9 Elect Director Dr A B Hayward For For Management 3.10 Elect Director Dr D S Julius For For Management 3.11 Elect Director Sir Tom Mckillop For For Management 3.12 Elect Director Mr J A Manzoni For For Management 3.13 Elect Director Dr W E Massey For For Management 3.14 Elect Director Sir Ian Prosser For For Management 3.15 Elect Director Mr M H Wilson For For Management 3.16 Elect Director Mr P D Sutherland For For Management 4 Ratify Auditors For For Management 5 SPECIAL RESOLUTION: TO GIVE LIMITED For For Management AUTHORITY FOR THE PURCHASE OF ITS OWN SHARES BY THE COMPANY 6 TO GIVE AUTHORITY TO ALLOT SHARES UP TO A For For Management SPECIFIED AMOUNT 7 SPECIAL RESOLUTION: TO GIVE AUTHORITY TO For For Management ALLOT A LIMITED NUMBER OF SHARES FOR CASH WITHOUT MAKING AN OFFER TO SHAREHOLDERS - -------------------------------------------------------------------------------- BROOKLINE BANCORP, INC. Ticker: BRKL Security ID: 11373M107 Meeting Date: APR 20, 2006 Meeting Type: Annual Record Date: MAR 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dennis S. Aronowitz For For Management 1.2 Elect Director William G. Coughlin For For Management 1.3 Elect Director John J. Doyle, Jr. For For Management 1.4 Elect Director Charles H. Peck For For Management 1.5 Elect Director Joseph J. Slotnik For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CADBURY SCHWEPPES PLC Ticker: CSG Security ID: 127209302 Meeting Date: MAY 18, 2006 Meeting Type: Annual Record Date: APR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 FINANCIAL STATEMENTS For For Management 2 DECLARATION OF FINAL DIVIDEND 2005 For For Management 3 DIRECTORS REMUNERATION REPORT For For Management 4.1 Elect Director Roger Carr For For Management 4.2 Elect Director Ken Hanna For For Management 4.3 Elect Director Todd Stitzer For For Management 4.4 Elect Director Lord Patten For For Management 4.5 Elect Director Baroness Wilcox For For Management 5 Ratify Auditors For For Management 6 REMUNERATION OF AUDITORS For For Management 7 APPROVE PROPOSED AMENDMENTS TO THE For For Management INTERNATIONAL SHARE AWARD PLAN 8 APPROVE PROPOSED AMENDMENTS TO THE 2004 For For Management LONG TERM INCENTIVE PLAN 9 AUTHORITY TO ALLOT RELEVANT SECURITIES For For Management 10 AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS For For Management 11 AUTHORITY TO PURCHASE OWN ORDINARY SHARES For For Management - -------------------------------------------------------------------------------- CANADIAN NATURAL RESOURCES LTD. Ticker: CNQ. Security ID: 136385101 Meeting Date: MAY 4, 2006 Meeting Type: Annual Record Date: MAR 15, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Catherine M. Best For For Management 1.2 Elect Director N. Murray Edwards For For Management 1.3 Elect Director Hon. Gary A. Filmon For For Management 1.4 Elect Director Amb. Gordon D. Giffin For For Management 1.5 Elect Director John G. Langille For For Management 1.6 Elect Director Keith A.J. MacPhail For For Management 1.7 Elect Director Allan P. Markin For For Management 1.8 Elect Director Norman F. McIntyre For For Management 1.9 Elect Director James S. Palmer For For Management 1.10 Elect Director Eldon R. Smith For For Management 1.11 Elect Director David A. Tuer For For Management 2 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Remuneration of Auditors - -------------------------------------------------------------------------------- CBS CORP Ticker: CBS.A Security ID: 124857202 Meeting Date: MAY 25, 2006 Meeting Type: Annual Record Date: MAR 31, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David R. Andelman For For Management 1.2 Elect Director Joseph A. Califano, Jr. For For Management 1.3 Elect Director William S. Cohen For For Management 1.4 Elect Director Philippe P. Dauman For For Management 1.5 Elect Director Charles K. Gifford For For Management 1.6 Elect Director Bruce S. Gordon For For Management 1.7 Elect Director Leslie Moonves For For Management 1.8 Elect Director Shari Redstone For For Management 1.9 Elect Director Sumner M. Redstone For For Management 1.10 Elect Director Ann N. Reese For For Management 1.11 Elect Director Judith A. Sprieser For For Management 1.12 Elect Director Robert D. Walter For For Management 2 Ratify Auditors For For Management 3 Approve Option Exchange Offer For Against Management 4 Amend Non-Employee Director Stock Option For Against Management Plan 5 Amend Non-Employee Director Restricted For Against Management Stock Plan 6 Company-Specific -- Adopt a Against For Shareholder Recapitalization Plan - -------------------------------------------------------------------------------- CIMAREX ENERGY CO Ticker: XEC Security ID: 171798101 Meeting Date: MAY 17, 2006 Meeting Type: Annual Record Date: MAR 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jerry Box For For Management 1.2 Elect Director Paul D. Holleman For For Management 1.3 Elect Director F.H. Merelli For For Management 1.4 Elect Director Michael J. Sullivan For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CINERGY CORP. Ticker: CIN Security ID: 172474108 Meeting Date: MAR 10, 2006 Meeting Type: Special Record Date: JAN 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management - -------------------------------------------------------------------------------- CISCO SYSTEMS, INC. Ticker: CSCO Security ID: 17275R102 Meeting Date: NOV 15, 2005 Meeting Type: Annual Record Date: SEP 16, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Carol A. Bartz For For Management 1.2 Elect Director M. Michele Burns For For Management 1.3 Elect Director Larry R. Carter For For Management 1.4 Elect Director John T. Chambers For For Management 1.5 Elect Director Dr. John L. Hennessy For For Management 1.6 Elect Director Richard M. Kovacevich For For Management 1.7 Elect Director Roderick C. McGeary For For Management 1.8 Elect Director James C. Morgan For For Management 1.9 Elect Director John P. Morgridge For For Management 1.10 Elect Director Steven M. West For For Management 1.11 Elect Director Jerry Yang For For Management 2 Approve Stock Option Plan For For Management 3 Ratify Auditors For For Management 4 Review/Limit Executive Compensation Against For Shareholder 5 Report on Pay Disparity Against Against Shareholder 6 Report on Human Rights Policy Against Against Shareholder - -------------------------------------------------------------------------------- COSTCO WHOLESALE CORPORATION Ticker: COST Security ID: 22160K105 Meeting Date: JAN 25, 2006 Meeting Type: Annual Record Date: DEC 2, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James D. Sinegal For For Management 1.2 Elect Director Jeffrey H. Brotman For For Management 1.3 Elect Director Richard A. Galanti For For Management 1.4 Elect Director Daniel J. Evans For For Management 2 Amend Omnibus Stock Plan For For Management 3 Declassify the Board of Directors Against For Shareholder 4 Adopt Vendor Standards Against Against Shareholder 5 Ratify Auditors For For Management - -------------------------------------------------------------------------------- COVANTA HOLDING CORP. Ticker: CVA Security ID: 22282E102 Meeting Date: MAY 31, 2006 Meeting Type: Annual Record Date: APR 18, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David M. Barse For For Management 1.2 Elect Director Ronald J. Broglio For For Management 1.3 Elect Director Peter C.B. Bynoe For For Management 1.4 Elect Director Richard L. Huber For For Management 1.5 Elect Director Anthony J. Orlando For For Management 1.6 Elect Director William C. Pate For For Management 1.7 Elect Director Robert S. Silberman For For Management 1.8 Elect Director Jean Smith For For Management 1.9 Elect Director Clayton Yeutter For For Management 1.10 Elect Director Samuel Zell For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CYTEC INDUSTRIES INC. Ticker: CYT Security ID: 232820100 Meeting Date: MAY 2, 2006 Meeting Type: Annual Record Date: MAR 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Barry C. Johnson For For Management 1.2 Elect Director James R. Stanley For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- DEAN FOODS COMPANY Ticker: DF Security ID: 242370104 Meeting Date: MAY 19, 2006 Meeting Type: Annual Record Date: MAR 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lewis M. Collens For For Management 1.2 Elect Director Janet Hill For For Management 1.3 Elect Director Hector M. Nevares For For Management 1.4 Elect Director Pete Schenkel For For Management 1.5 Elect Director Jim L. Turner For For Management 2 Ratify Auditors For For Management 3 Prepare a Sustainability Report Against For Shareholder - -------------------------------------------------------------------------------- DELL INC. Ticker: DELL Security ID: 24702R101 Meeting Date: JUL 15, 2005 Meeting Type: Annual Record Date: MAY 20, 2005 # 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 Require a Majority Vote for the Election Against For Shareholder of Directors 4 Expense Stock Options Against For Shareholder - -------------------------------------------------------------------------------- DOW CHEMICAL COMPANY, THE Ticker: DOW Security ID: 260543103 Meeting Date: MAY 11, 2006 Meeting Type: Annual Record Date: MAR 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jacqueline K. Barton For For Management 1.2 Elect Director James A. Bell For For Management 1.3 Elect Director Barbara Hackman Franklin For For Management 1.4 Elect Director Andrew N. Liveris For For Management 1.5 Elect Director Geoffery E. Merszei For For Management 1.6 Elect Director J. Pedro Reinhard For For Management 1.7 Elect Director Ruth G. Shaw For For Management 1.8 Elect Director Paul G. Stern For For Management 2 Ratify Auditors For For Management 3 Report on Remediation Policies in Bhopal Against Against Shareholder 4 Report on Genetically Modified Organisms Against Against Shareholder 5 Evaluate Potential Links Between Company Against Against Shareholder Products and Asthma 6 Report on Security of Chemical Facilities Against Against Shareholder - -------------------------------------------------------------------------------- E.I. DU PONT DE NEMOURS & CO. Ticker: DD Security ID: 263534109 Meeting Date: APR 26, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Alain J.P. Belda For For Management 1.2 Elect Director Richard H. Brown For For Management 1.3 Elect Director Curtis J. Crawford For For Management 1.4 Elect Director John T. Dillon For For Management 1.5 Elect Director Eleuthere I. du Pont For For Management 1.6 Elect Director Charles O. Holliday, Jr. For For Management 1.7 Elect Director Lois D. Juliber For For Management 1.8 Elect Director Masahisa Naitoh For For Management 1.9 Elect Director Sean O'Keefe For For Management 1.10 Elect Director William K. Reilly For For Management 1.11 Elect Director Charles M. Vest For For Management 2 Ratify Auditors For For Management 3 Review Executive Compensation Against Against Shareholder 4 Report on Genetically Modified Organisms Against Against Shareholder 5 Performance-Based Against For Shareholder 6 Report on Feasibility of Phasing out PFOA Against For Shareholder 7 Report on Security of Chemical Facilities Against Against Shareholder - -------------------------------------------------------------------------------- ECOLAB, INC. Ticker: ECL Security ID: 278865100 Meeting Date: MAY 12, 2006 Meeting Type: Annual Record Date: MAR 14, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Leslie S. Biller For For Management 1.2 Elect Director Jerry A. Grundhofer For For Management 1.3 Elect Director Kasper Rorsted For For Management 1.4 Elect Director John J. Zillmer For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- EMC CORP. Ticker: EMC Security ID: 268648102 Meeting Date: MAY 4, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gail Deegan For For Management 1.2 Elect Director Olli-Pekka Kallasvuo For For Management 1.3 Elect Director Windle B. Priem For For Management 1.4 Elect Director Alfred M. Zeien For For Management 2 Ratify Auditors For For Management 3 Require a Majority Vote for the Election Against For Shareholder of Directors 4 Performance-Based and/or Time-Based Against For Shareholder Equity Awards 5 Declassify the Board of Directors Against For Shareholder 6 Limit Composition of Committee(s) to Against For Shareholder Independent Directors - -------------------------------------------------------------------------------- ENCANA CORPORATION Ticker: ECA. Security ID: 292505104 Meeting Date: APR 26, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael N. Chernoff For For Management 1.2 Elect Director Ralph S. Cunningham For For Management 1.3 Elect Director Patrick D. Daniel For For Management 1.4 Elect Director Ian W. Delaney For For Management 1.5 Elect Director Randall K. Eresman For For Management 1.6 Elect Director Michael A. Grandin For For Management 1.7 Elect Director Barry W. Harrison For For Management 1.8 Elect Director Dale A. Lucas For For Management 1.9 Elect Director Ken F. McCready For For Management 1.10 Elect Director Gwyn Morgan For For Management 1.11 Elect Director Valerie A.A. Nielsen For For Management 1.12 Elect Director David P. O'Brien For For Management 1.13 Elect Director Jane L. Peverett For For Management 1.14 Elect Director Dennis A. Sharp For For Management 1.15 Elect Director James M. Stanford For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Remuneration of Auditors - -------------------------------------------------------------------------------- ENSCO INTERNATIONAL, INC. Ticker: ESV Security ID: 26874Q100 Meeting Date: MAY 9, 2006 Meeting Type: Annual Record Date: MAR 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gerald W. Haddock For For Management 1.2 Elect Director Paul E. Rowsey, III For For Management 1.3 Elect Director Carl F. Thorne For For Management 1.4 Elect Director Daniel W. Rabun For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- EXXON MOBIL CORP. Ticker: XOM Security ID: 30231G102 Meeting Date: MAY 31, 2006 Meeting Type: Annual Record Date: APR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael J. Boskin For For Management 1.2 Elect Director William W. George For For Management 1.3 Elect Director James R. Houghton For For Management 1.4 Elect Director William R. Howell For For Management 1.5 Elect Director Reatha Clark King For For Management 1.6 Elect Director Philip E. Lippincott For For Management 1.7 Elect Director Henry A. McKinnell, Jr. For For Management 1.8 Elect Director Marilyn Carlson Nelson For For Management 1.9 Elect Director Samuel J. Palmisano For For Management 1.10 Elect Director Walter V. Shipley For For Management 1.11 Elect Director J. Stephen Simon For For Management 1.12 Elect Director Rex W. Tillerson For For Management 2 Ratify Auditors For For Management 3 Provide for Cumulative Voting Against For Shareholder 4 Require a Majority Vote for the Election Against For Shareholder of Directors 5 Company-Specific-Nominate Independent Against Against Shareholder Director with Industry Experience 6 Require Director Nominee Qualifications Against Against Shareholder 7 Non-Employee Director Compensation Against Against Shareholder 8 Separate Chairman and CEO Positions Against Against Shareholder 9 Review Executive Compensation Against Against Shareholder 10 Link Executive Compensation to Social Against Against Shareholder Issues 11 Report on Political Contributions Against Against Shareholder 12 Report on Charitable Contributions Against Against Shareholder 13 Amend Equal Employment Opportunity Policy Against For Shareholder to Prohibit Discrimination Based on Sexual Orientation 14 Report on Damage Resulting from Drilling Against Against Shareholder for Oil and gas in Protected Areas 15 Report Accountability for Company's Against Against Shareholder Environmental Impacts due to Operation - -------------------------------------------------------------------------------- FLORIDA EAST COAST INDUSTRIES, INC. Ticker: FLA Security ID: 340632108 Meeting Date: JUN 1, 2006 Meeting Type: Annual Record Date: APR 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Armando Codina For For Management 1.2 Elect Director David M. Foster For For Management 1.3 Elect Director Adolfo Henriques For For Management 1.4 Elect Director James E. Jordan For For Management 1.5 Elect Director Gilbert H. Lamphere For For Management 1.6 Elect Director Joseph Nemec For For Management 1.7 Elect Director Jorge Perez For For Management 1.8 Elect Director Wellford L. Sanders, Jr. For For Management 1.9 Elect Director Rosa Sugranes For For Management 1.10 Elect Director George R. Zoffinger For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- FOREST CITY ENTERPRISES, INC. Ticker: FCE.A Security ID: 345550107 Meeting Date: JUN 15, 2006 Meeting Type: Annual Record Date: APR 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael P. Esposito, Jr. For For Management 1.2 Elect Director Joan K. Shafran For For Management 1.3 Elect Director Louis Stokes For For Management 1.4 Elect Director Stan Ross For For Management 2 Increase Authorized Common Stock For Against Management 3 Increase Authorized Common Stock For Against Management 4 Company Specific-Eliminate Class Voting For Against Management Rights 5 Eliminate Reference to Common Stock For Against Management Preference Dividend 6 Increase Authorized Preferred Stock For Against Management 7 Authorize Board to Set Terms of Preferred For Against Management 8 Modernization of the Existing Regulations For Against Management in light of changes to the Ohio General Corporation Law 9 Company Specific--Establishment of the For Against Management size of the Board of Directors by shareholders 10 Amend Nomination Procedures for the Board For Against Management 11 Amend Articles/Bylaws/Charter-Non-Routine For Against Management 12 Amend Director and Officer For Against Management Indemnification/Liability Provisions 13 Company Specific-Issuance of For Against Management Uncertificated Shares 14 Ratify Auditors For For Management - -------------------------------------------------------------------------------- FREESCALE SEMICONDUCTOR, INC. Ticker: FSL Security ID: 35687M206 Meeting Date: APR 21, 2006 Meeting Type: Annual Record Date: FEB 21, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kenin Kennedy For For Management 1.2 Elect Director Michael Mayer For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- GANNETT CO., INC. Ticker: GCI Security ID: 364730101 Meeting Date: APR 18, 2006 Meeting Type: Annual Record Date: FEB 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Marjorie Magner For For Management 1.2 Elect Director Duncan M. McFarland For For Management 1.3 Elect Director Karen Hastie Williams For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Declassify the Board of Directors Against For Shareholder 5 Separate Chairman and CEO Positions Against For Shareholder - -------------------------------------------------------------------------------- GAP, INC., THE Ticker: GPS Security ID: 364760108 Meeting Date: MAY 9, 2006 Meeting Type: Annual Record Date: MAR 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Howard P. Behar For For Management 1.2 Elect Director Adrian D. P. Bellamy For For Management 1.3 Elect Director Domenico De Sole For For Management 1.4 Elect Director Donald G. Fisher For For Management 1.5 Elect Director Doris F. Fisher For For Management 1.6 Elect Director Robert J. Fisher For For Management 1.7 Elect Director Penelope L. Hughes For For Management 1.8 Elect Director Bob L. Martin For For Management 1.9 Elect Director Jorge P. Montoya For For Management 1.10 Elect Director Paul S. Pressler For For Management 1.11 Elect Director James M. Schneider For For Management 1.12 Elect Director Mayo A. Shattuck, III For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- GENERAL ELECTRIC CO. Ticker: GE Security ID: 369604103 Meeting Date: APR 26, 2006 Meeting Type: Annual Record Date: FEB 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James I. Cash, Jr. For For Management 1.2 Elect Director Sir William M. Castell For For Management 1.3 Elect Director Ann M. Fudge For For Management 1.4 Elect Director Claudio X. Gonzalez For For Management 1.5 Elect Director Jeffrey R. Immelt For For Management 1.6 Elect Director Andrea Jung For For Management 1.7 Elect Director Alan G. Lafley For For Management 1.8 Elect Director Robert W. Lane 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 Restore or Provide for Cumulative Voting Against For Shareholder 4 Adopt Policy on Overboarded Directors Against Against Shareholder 5 Company-Specific -- One Director from the Against Against Shareholder Ranks of the Retirees 6 Separate Chairman and CEO Positions Against Against Shareholder 7 Require a Majority Vote for the Election Against Against Shareholder of Directors 8 Report on Environmental Policies Against Against Shareholder - -------------------------------------------------------------------------------- GENERAL MILLS, INC. Ticker: GIS Security ID: 370334104 Meeting Date: SEP 26, 2005 Meeting Type: Annual Record Date: JUL 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paul Danos For For Management 1.2 Elect Director William T. Esrey For For Management 1.3 Elect Director Raymond V. Gilmartin For For Management 1.4 Elect Director Judith Richards Hope For For Management 1.5 Elect Director Heidi G. Miller For For Management 1.6 Elect Director H. Ochoa-Brillembourg For For Management 1.7 Elect Director Steve Odland For For Management 1.8 Elect Director Michael D. Rose For For Management 1.9 Elect Director Robert L. Ryan For For Management 1.10 Elect Director Stephen W. Sanger For For Management 1.11 Elect Director A. Michael Spence For For Management 1.12 Elect Director Dorothy A. Terrell For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Hire Advisor/Maximize Shareholder Value Against Against Shareholder - -------------------------------------------------------------------------------- GILLETTE CO., THE Ticker: G Security ID: 375766102 Meeting Date: JUL 12, 2005 Meeting Type: Special Record Date: MAY 19, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- GOLDMAN SACHS GROUP, INC., THE Ticker: GS Security ID: 38141G104 Meeting Date: MAR 31, 2006 Meeting Type: Annual Record Date: JAN 30, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lloyd C. Blankfein For For Management 1.2 Elect Director Lord Browne Ofmadingley For For Management 1.3 Elect Director John H. Bryan For For Management 1.4 Elect Director Claes Dahlback For For Management 1.5 Elect Director Stephen Friedman For For Management 1.6 Elect Director William W. George For For Management 1.7 Elect Director James A. Johnson For For Management 1.8 Elect Director Lois D. Juliber For For Management 1.9 Elect Director Edward M. Liddy For For Management 1.10 Elect Director Henry M. Paulson, Jr. For For Management 1.11 Elect Director Ruth J. Simmons For For Management 2 Amend Restricted Partner Compensation For For Management Plan 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- GOOGLE INC Ticker: GOOG Security ID: 38259P508 Meeting Date: MAY 11, 2006 Meeting Type: Annual Record Date: MAR 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Eric Schmidt For For Management 1.2 Elect Director Sergey Brin For For Management 1.3 Elect Director Larry Page For For Management 1.4 Elect Director L. John Doerr For For Management 1.5 Elect Director John L. Hennessy For For Management 1.6 Elect Director Arthur D. Levinson For For Management 1.7 Elect Director Ann Mather For For Management 1.8 Elect Director Michael Moritz For For Management 1.9 Elect Director Paul S. Otellini For For Management 1.10 Elect Director K. Ram Shriram For For Management 1.11 Elect Director Shirley M. Tilghman For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Company-Specific-Recapitalization Plan Against For Shareholder - -------------------------------------------------------------------------------- H. J. HEINZ CO. Ticker: HNZ Security ID: 423074103 Meeting Date: AUG 23, 2005 Meeting Type: Annual Record Date: JUN 3, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William R. Johnson For For Management 1.2 Elect Director Charles E. Bunch For For Management 1.3 Elect Director Mary C. Choksi For For Management 1.4 Elect Director Leonard S. Coleman, Jr. For For Management 1.5 Elect Director Peter H. Coors For For Management 1.6 Elect Director Edith E. Holiday For For Management 1.7 Elect Director Candace Kendle For For Management 1.8 Elect Director Dean R. O' Hare For For Management 1.9 Elect Director Lynn C. Swann For For Management 1.10 Elect Director Thomas J. Usher For For Management 2 Ratify Auditors For For Management 3 Hire Advisor/Maximize Shareholder Value Against Against Shareholder 4 Adopt Simple Majority Vote Against For Shareholder - -------------------------------------------------------------------------------- HERSHEY CO, THE Ticker: HSY Security ID: 427866108 Meeting Date: APR 18, 2006 Meeting Type: Annual Record Date: FEB 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jon A. Boscia For Did Not Management Vote 1.2 Elect Director Robert H. Campbell For Did Not Management Vote 1.3 Elect Director Robert F. Cavanaugh For Did Not Management Vote 1.4 Elect Director Gary P. Coughlan For Did Not Management Vote 1.5 Elect Director Harriet Edelman For Did Not Management Vote 1.6 Elect Director Bonnie G. Hill For Did Not Management Vote 1.7 Elect Director Alfred F. Kelly, Jr. For Did Not Management Vote 1.8 Elect Director Richard H. Lenny For Did Not Management Vote 1.9 Elect Director Mackey J. McDonald For Did Not Management Vote 1.10 Elect Director Marie J. Toulantis For Did Not Management Vote 2 Ratify Auditors For Did Not Management Vote 3 Report on Cocoa Supply Against Did Not Shareholder Vote - -------------------------------------------------------------------------------- HEWLETT-PACKARD CO. Ticker: HPQ Security ID: 428236103 Meeting Date: MAR 15, 2006 Meeting Type: Annual Record Date: JAN 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director P.C. Dunn For For Management 1.2 Elect Director L.T. Babbio, Jr. For For Management 1.3 Elect Director S.M. Baldauf For For Management 1.4 Elect Director R.A. Hackborn For For Management 1.5 Elect Director J.H. Hammergren For For Management 1.6 Elect Director M.V. Hurd For For Management 1.7 Elect Director G.A. Keyworth Ii For For Management 1.8 Elect Director T.J. Perkins For For Management 1.9 Elect Director R.L. Ryan For For Management 1.10 Elect Director L.S. Salhany For For Management 1.11 Elect Director R.P. Wayman For For Management 2 Ratify Auditors For For Management 3 Approve Executive Incentive Bonus Plan For For Management 4 Require a Majority Vote for the Election Against For Shareholder of Directors 5 Claw-Back of Payments under Restatement Against Against Shareholder - -------------------------------------------------------------------------------- HOME DEPOT, INC. (THE) Ticker: HD Security ID: 437076102 Meeting Date: MAY 25, 2006 Meeting Type: Annual Record Date: MAR 28, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gregory D. Brenneman For For Management 1.2 Elect Director John L. Clendenin For For Management 1.3 Elect Director Claudio X. Gonzalez For For Management 1.4 Elect Director Milledge A. Hart, III For For Management 1.5 Elect Director Bonnie G. Hill For For Management 1.6 Elect Director Laban P. Jackson, Jr. For For Management 1.7 Elect Director Lawrence R. Johnston For For Management 1.8 Elect Director Kenneth G. Langone For For Management 1.9 Elect Director Angelo R. Mozilo For For Management 1.10 Elect Director Robert L. Nardelli For For Management 1.11 Elect Director Thomas J. Ridge For For Management 2 Ratify Auditors For For Management 3 Increase Disclosure of Executive Against Against Shareholder Compensation 4 Report on EEOC-Related Activities Against Against Shareholder 5 Separate Chairman and CEO Positions Against Against Shareholder 6 Require a Majority Vote for the Election Against Against Shareholder of Directors 7 Submit Supplemental Executive Retirement Against Against Shareholder Plans to Shareholder vote 8 Report on Political Contributions Against Against Shareholder 9 Increase Disclosure of Executive Against Against Shareholder Compensation 10 Affirm Political Non-partisanship Against Against Shareholder - -------------------------------------------------------------------------------- HONEYWELL INTERNATIONAL, INC. Ticker: HON Security ID: 438516106 Meeting Date: APR 24, 2006 Meeting Type: Annual Record Date: FEB 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gordon M. Bethune For For Management 1.2 Elect Director Jaime Chico Pardo For For Management 1.3 Elect Director David M. Cote For For Management 1.4 Elect Director D. Scott Davis For For Management 1.5 Elect Director Linnet F. Deily For For Management 1.6 Elect Director Clive R. Hollick For For Management 1.7 Elect Director James J. Howard For For Management 1.8 Elect Director Bruce Karatz For For Management 1.9 Elect Director Russell E. Palmer For For Management 1.10 Elect Director Ivan G. Seidenberg For For Management 1.11 Elect Director Bradley T. Sheares For For Management 1.12 Elect Director Eric K. Shinseki For For Management 1.13 Elect Director John R. Stafford For For Management 1.14 Elect Director Michael W. Wright For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Approve Non-Employee Director Omnibus For For Management Stock Plan 5 Require a Majority Vote for the Election Against For Shareholder of Directors 6 Compensation- Director Compensation Against Against Shareholder 7 Claw-back of Payments under Restatements Against For Shareholder 8 Report on Public Welfare Initiative Against Against Shareholder 9 Eliminate or Restrict Severance Against For Shareholder Agreements (Change-in-Control) - -------------------------------------------------------------------------------- IAC/INTERACTIVECORP. Ticker: IACI Security ID: 44919P102 Meeting Date: JUL 19, 2005 Meeting Type: Annual Record Date: JUN 3, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Donald R. Keough For For Management 1.2 Elect Director Bryan Lourd For For Management 1.3 Elect Director Gen H.N. Schwarzkopf For For Management 1.4 Elect Director Edgar Bronfman, Jr. For For Management 1.5 Elect Director Barry Diller For For Management 1.6 Elect Director Victor A. Kaufman For For Management 1.7 Elect Director Marie-Josee Kravis For For Management 1.8 Elect Director Steven Rattner For For Management 1.9 Elect Director Alan G. Spoon For For Management 1.10 Elect Director Diane Von Furstenberg For For Management 2 Approve Spin-Off Agreement For For Management 3 Approve Reverse Stock Split For For Management 4 Approve Director & Officer For For Management Indemnification/Liability Provisions 5 Amend Articles--Removal of Directors For For Management 6 Approve Omnibus Stock Plan For For Management 7 Ratify Auditors For For Management - -------------------------------------------------------------------------------- IAC/INTERACTIVECORP. Ticker: IACI Security ID: 44919P300 Meeting Date: JUN 20, 2006 Meeting Type: Annual Record Date: APR 26, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William H. Berkman For For Management 1.2 Elect Director Edgar Bronfman, Jr. For For Management 1.3 Elect Director Barry Diller For For Management 1.4 Elect Director Victor A. Kaufman For For Management 1.5 Elect Director Donald R. Keough For For Management 1.6 Elect Director Bryan Lourd For For Management 1.7 Elect Director John C. Malone For For Management 1.8 Elect Director Arthur C. Martinez For For Management 1.9 Elect Director Steven Rattner For For Management 1.10 Elect Director H. Norman Schwarzkopf For For Management 1.11 Elect Director Alan G. Spoon For For Management 1.12 Elect Director Diane Von Furstenberg For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- IDEXX LABORATORIES, INC. Ticker: IDXX Security ID: 45168D104 Meeting Date: MAY 10, 2006 Meeting Type: Annual Record Date: MAR 20, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William T. End For For Management 1.2 Elect Director Barry C. Johnson, Phd For For Management 1.3 Elect Director Brian P. McKeon For For Management 2 Increase Authorized Common Stock For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- INTEL CORP. Ticker: INTC Security ID: 458140100 Meeting Date: MAY 17, 2006 Meeting Type: Annual Record Date: MAR 20, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Craig R. Barrett For For Management 2 Elect Director Charlene Barshefsky For For Management 3 Elect Director E. John P. Browne For For Management 4 Elect Director D. James Guzy For For Management 5 Elect Director Reed E. Hundt For For Management 6 Elect Director Paul S. Otellini For For Management 7 Elect Director James D. Plummer For For Management 8 Elect Director David S. Pottruck For For Management 9 Elect Director Jane E. Shaw For For Management 10 Elect Director John L. Thornton For For Management 11 Elect Director David B. Yoffie For For Management 12 Rescind Fair Price Provision For For Management 13 Amend Articles/Bylaws/Repeal For For Management Supermajority Vote 14 Ratify Auditors For For Management 15 Approve Omnibus Stock Plan For For Management 16 Approve Qualified Employee Stock Purchase For For Management Plan - -------------------------------------------------------------------------------- INTERNATIONAL BUSINESS MACHINES CORP. Ticker: IBM Security ID: 459200101 Meeting Date: APR 25, 2006 Meeting Type: Annual Record Date: FEB 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Cathleen Black For For Management 1.2 Elect Director Kenneth I. Chenault For For Management 1.3 Elect Director Juergen Dormann For For Management 1.4 Elect Director Michael L. Eskew For Withhold Management 1.5 Elect Director Shirley Ann Jackson For For Management 1.6 Elect Director Minoru Makihara For For Management 1.7 Elect Director Lucio A. Noto For For Management 1.8 Elect Director James W. Owens For For Management 1.9 Elect Director Samuel J. Palmisano For For Management 1.10 Elect Director Joan E. Spero For For Management 1.11 Elect Director Sidney Taurel For For Management 1.12 Elect Director Charles M. Vest For For Management 1.13 Elect Director Lorenzo H. Zambrano For Withhold Management 2 Ratify Auditors For For Management 3 Provide for Cumulative Voting Against For Shareholder 4 Evaluate Age Discrimination in Retirement Against Against Shareholder Plans 5 Time-Based Equity Awards Against For Shareholder 6 Increase Disclosure of Executive Against Abstain Shareholder Compensation 7 Report on Outsourcing Against Against Shareholder 8 Implement/ Increase Activity on the China Against Against Shareholder Principles 9 Report on Political Contributions Against Against Shareholder 10 Require a Majority Vote for the Election Against For Shareholder of Directors 11 Adopt Simple Majority Vote Against For Shareholder - -------------------------------------------------------------------------------- ISHARES, INC. Ticker: EZU Security ID: 464286848 Meeting Date: AUG 11, 2005 Meeting Type: Special Record Date: APR 25, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lee T. Kranefuss For For Management 1.2 Elect Director John E. Martinez For For Management 1.3 Elect Director Richard K. Lyons For For Management 1.4 Elect Director George G.C. Parker For For Management 1.5 Elect Director W. Allen Reed For For Management 1.6 Elect Director Cecilia H. Herbert For For Management 1.7 Elect Director Charles A. Hurty For For Management 1.8 Elect Director John E. Kerrigan For For Management 2 Approve Change of Fundamental Investment For For Management Policy - Senior Securities 3 Approve Change of Fundamental Investment For For Management Policy - Lending 4 Approve Change of Fundamental Investment For For Management Objective to Non-fundamental 5 Other Business For For Management - -------------------------------------------------------------------------------- JOHNSON & JOHNSON Ticker: JNJ Security ID: 478160104 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: FEB 28, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mary S. Coleman For For Management 1.2 Elect Director James G. Cullen For For Management 1.3 Elect Director Robert J. Darretta For For Management 1.4 Elect Director Michael M. E. Johns For For Management 1.5 Elect Director Ann D. Jordan For For Management 1.6 Elect Director Arnold G. Langbo For For Management 1.7 Elect Director Susan L. Lindquist For For Management 1.8 Elect Director Leo F. Mullin For For Management 1.9 Elect Director Christine A. Poon For For Management 1.10 Elect Director Charles Prince For For Management 1.11 Elect Director Steven S. Reinemund For For Management 1.12 Elect Director David Satcher For For Management 1.13 Elect Director William C. Weldon For For Management 2 Amend Articles to Remove Antitakeover For For Management Provision 3 Ratify Auditors For For Management 4 Disclose Charitable Contributions Against Against Shareholder 5 Require a Majority Vote for the Election Against For Shareholder of Directors - -------------------------------------------------------------------------------- JPMORGAN CHASE & CO. Ticker: JPM Security ID: 46625H100 Meeting Date: MAY 16, 2006 Meeting Type: Annual Record Date: MAR 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John H. Biggs For For Management 1.2 Elect Director Stephen B. Burke For For Management 1.3 Elect Director James S. Crown For For Management 1.4 Elect Director James Dimon For For Management 1.5 Elect Director Ellen V. Futter For For Management 1.6 Elect Director William H. Gray, III For For Management 1.7 Elect Director William B. Harrison, Jr. For For Management 1.8 Elect Director Laban P. Jackson, Jr. For For Management 1.9 Elect Director John W. Kessler For For Management 1.10 Elect Director Robert I. Lipp For For Management 1.11 Elect Director Richard A. Manoogian For For Management 1.12 Elect Director David C. Novak For For Management 1.13 Elect Director Lee R. Raymond For For Management 1.14 Elect Director William C. Weldon For For Management 2 Ratify Auditors For For Management 3 Put Repricing of Stock Options to Against Against Shareholder Shareholder Vote 4 Performance-Based Equity Awards Against Against Shareholder 5 Separate Chairman and CEO Positions Against For Shareholder 6 Remove Reference to Sexual Orientation Against Against Shareholder from EEO Statement 7 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 8 Report on Lobbying Activities Against For Shareholder 9 Report on Political Contributions Against For Shareholder 10 Approve Terms of Existing Poison Pill Against Against Shareholder 11 Provide for Cumulative Voting Against For Shareholder 12 Claw-back of Payments under Restatements Against Against Shareholder 13 Require Director Nominee Qualifications Against Against Shareholder - -------------------------------------------------------------------------------- KIMBERLY-CLARK CORP. Ticker: KMB Security ID: 494368103 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: FEB 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dennis R. Beresford For For Management 1.2 Elect Director Abelardo E. Bru For For Management 1.3 Elect Director Thomas J. Falk For For Management 1.4 Elect Director Mae C. Jemison, M.D. For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors Against For Shareholder 4 Adopt ILO Standards Against Against Shareholder 5 Require a Majority Vote for the Election Against For Shareholder of Directors 6 Report on Feasibility of Phasing Out the Against Against Shareholder Use of Non-certified Wood Fiber - -------------------------------------------------------------------------------- LIBERTY MEDIA HOLDING CORP Ticker: L Security ID: 530718105 Meeting Date: MAY 9, 2006 Meeting Type: Annual Record Date: APR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Formation of Holding Company For For Management 2 Company Specific-Create Tracking Stock For For Management 3 Approve Restructuring Plan For For Management 4 Approve Restructuring Plan For For Management 5 Approve Restructuring Plan For For Management 6.1 Elect Director Donne F. Fisher For For Management 6.2 Elect Director Gregory B. Maffei For For Management 6.3 Elect Director M. LaVoy Robison For For Management 7 Ratify Auditors For For Management - -------------------------------------------------------------------------------- LUCENT TECHNOLOGIES INC. Ticker: LU Security ID: 549463107 Meeting Date: FEB 15, 2006 Meeting Type: Annual Record Date: DEC 19, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Linnet F. Deily For For Management 1.2 Elect Director Robert E. Denham For For Management 1.3 Elect Director Daniel S. Goldin For For Management 1.4 Elect Director Edward E. Hagenlocker For For Management 1.5 Elect Director Karl J. Krapek For For Management 1.6 Elect Director Richard C. Levin For For Management 1.7 Elect Director Patricia F. Russo For For Management 1.8 Elect Director Henry B. Schacht For For Management 1.9 Elect Director Franklin A. Thomas For For Management 1.10 Elect Director Ronald A. Williams For For Management 2 Ratify Auditors For For Management 3 Approve Reverse Stock Split For Against Management 4 Publish Political Contributions Against Against Shareholder 5 Restoration of Retiree Benefits Against Against Shareholder 6 Performance- Based/Indexed Options Against For Shareholder 7 Exclude Pension Credit from Calculation Against Against Shareholder of Incentive Compensation - -------------------------------------------------------------------------------- MARCUS CORP., THE Ticker: MCS Security ID: 566330106 Meeting Date: OCT 6, 2005 Meeting Type: Annual Record Date: AUG 5, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Stephen H. Marcus For Withhold Management 1.2 Elect Director Diane Marcus Gershowitz For Withhold Management 1.3 Elect Director Daniel F. McKeithan, Jr For For Management 1.4 Elect Director Allan H. Selig For Withhold Management 1.5 Elect Director Timothy E. Hoeksema For For Management 1.6 Elect Director Bruce J. Olson For Withhold Management 1.7 Elect Director Philip L. Milstein For For Management 1.8 Elect Director Bronson J. Haase For For Management 1.9 Elect Director James D. Ericson For For Management 1.10 Elect Director Gregory S. Marcus For Withhold Management - -------------------------------------------------------------------------------- MASCO CORP. Ticker: MAS Security ID: 574599106 Meeting Date: MAY 9, 2006 Meeting Type: Annual Record Date: MAR 15, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Thomas G. Denomme For For Management 1.2 Elect Director Richard A. Manoogian For For Management 1.3 Elect Director Mary Ann Van Lokeren For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MEDTRONIC, INC. Ticker: MDT Security ID: 585055106 Meeting Date: AUG 25, 2005 Meeting Type: Annual Record Date: JUL 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Shirley Ann Jackson, Ph.D. For For Management 1.2 Elect Director Denise M. O'Leary For For Management 1.3 Elect Director Jean-Pierre Rosso For For Management 1.4 Elect Director Jack W. Schuler For Withhold Management 2 Ratify Auditors For For Management 3 Approve Qualified Employee Stock Purchase For For Management Plan 4 Amend Non-Employee Director Stock Option For For Management Plan - -------------------------------------------------------------------------------- MEREDITH CORP. Ticker: MDP Security ID: 589433101 Meeting Date: NOV 8, 2005 Meeting Type: Annual Record Date: SEP 9, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert E. Lee For For Management 1.2 Elect Director David J. Londoner For For Management 1.3 Elect Director Philip A. Marineau For For Management 1.4 Elect Director Charles D. Peebler, Jr. For Withhold Management 2 Employ Financial Advisor to Explore Against For Shareholder Alternatives to Maximize Value - -------------------------------------------------------------------------------- MERRILL LYNCH & CO., INC. Ticker: MER Security ID: 590188108 Meeting Date: APR 28, 2006 Meeting Type: Annual Record Date: FEB 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Alberto Cribiore For For Management 1.2 Elect Director Aulana L. Peters For For Management 1.3 Elect Director Charles O. Rossotti For For Management 2 Ratify Auditors For For Management 3 Restore or Provide for Cumulative Voting Against For Shareholder 4 Compensation- Director Compensation Against Against Shareholder 5 Review Executive Compensation Against For Shareholder - -------------------------------------------------------------------------------- MICROSOFT CORP. Ticker: MSFT Security ID: 594918104 Meeting Date: NOV 9, 2005 Meeting Type: Annual Record Date: SEP 9, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William H. Gates, III For For Management 1.2 Elect Director Steven A. Ballmer For For Management 1.3 Elect Director James I. Cash Jr. For For Management 1.4 Elect Director Dina Dublon For For Management 1.5 Elect Director Raymond V. Gilmartin For For Management 1.6 Elect Director A. Mclaughlin Korologos For For Management 1.7 Elect Director David F. Marquardt For For Management 1.8 Elect Director Charles H. Noski For For Management 1.9 Elect Director Helmut Panke For For Management 1.10 Elect Director Jon A. Shirley For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MOTOROLA, INC. Ticker: MOT Security ID: 620076109 Meeting Date: MAY 1, 2006 Meeting Type: Annual Record Date: MAR 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director E. Zander For For Management 1.2 Elect Director H.L. Fuller For For Management 1.3 Elect Director J. Lewent For For Management 1.4 Elect Director T. Meredith For For Management 1.5 Elect Director N. Negroponte For For Management 1.6 Elect Director I. Nooyi For For Management 1.7 Elect Director S. Scott, III For For Management 1.8 Elect Director R. Sommer For For Management 1.9 Elect Director J. Stengel For For Management 1.10 Elect Director D. Warner, III For For Management 1.11 Elect Director J. White For For Management 1.12 Elect Director M. White For For Management 2 Approve Omnibus Stock Plan For For Management 3 Submit Shareholder Rights Plan (Poison Against For Shareholder Pill) to Shareholder Vote - -------------------------------------------------------------------------------- PEPSICO, INC. Ticker: PEP Security ID: 713448108 Meeting Date: MAY 3, 2006 Meeting Type: Annual Record Date: MAR 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John F. Akers For For Management 1.2 Elect Director Robert E. Allen For For Management 1.3 Elect Director Dina Dublon For For Management 1.4 Elect Director Victor J. Dzau, M.D. For For Management 1.5 Elect Director Ray L. Hunt For For Management 1.6 Elect Director Alberto Ibarguen For For Management 1.7 Elect Director Arthur C. Martinez For For Management 1.8 Elect Director Indra K. Nooyi For For Management 1.9 Elect Director Steven S. Reinemund For For Management 1.10 Elect Director Sharon Percy Rockefeller For For Management 1.11 Elect Director James J. Schiro For For Management 1.12 Elect Director Franklin A. Thomas For For Management 1.13 Elect Director Cynthia M. Trudell For For Management 1.14 Elect Director Daniel Vasella For For Management 1.15 Elect Director Michael D. White For For Management 2 Ratify Auditors For For Management 3 Publish Political Contributions Against Against Shareholder 4 Report on Charitable Contributions Against Against Shareholder - -------------------------------------------------------------------------------- PFIZER INC. Ticker: PFE Security ID: 717081103 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: MAR 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael S. Brown For For Management 1.2 Elect Director M. Anthony Burns For For Management 1.3 Elect Director Robert N. Burt For For Management 1.4 Elect Director W. Don Cornwell For For Management 1.5 Elect Director William H. Gray, III For For Management 1.6 Elect Director Constance J. Horner For For Management 1.7 Elect Director William R. Howell For For Management 1.8 Elect Director Stanley O. Ikenberry For For Management 1.9 Elect Director George A. Lorch For Withhold Management 1.10 Elect Director Henry A. McKinnell For For Management 1.11 Elect Director Dana G. Mead For Withhold Management 1.12 Elect Director Ruth J. Simmons For For Management 1.13 Elect Director William C. Steere, Jr. For For Management 2 Ratify Auditors For For Management 3 Reduce Supermajority Vote Requirement For For Management 4 Establish Term Limits for Directors Against Against Shareholder 5 Social Proposal Against Against Shareholder 6 Restore or Provide for Cumulative Voting Against For Shareholder 7 Separate Chairman and CEO Positions Against For Shareholder 8 Report on Political Contributions Against Against Shareholder 9 Report on Animal Welfare Policy Against Against Shareholder 10 Reort on Animal-based Testing Against Against Shareholder - -------------------------------------------------------------------------------- PITNEY BOWES INC. Ticker: PBI Security ID: 724479100 Meeting Date: MAY 8, 2006 Meeting Type: Annual Record Date: MAR 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Anne Sutherland Fuchs For For Management 1.2 Elect Director James H. Keyes For For Management 1.3 Elect Director David L. Shedlarz For For Management 1.4 Elect Director David B. Snow, Jr. For For Management 2 Ratify Auditors For For Management 3 Amend Executive Incentive Bonus Plan For For Management 4 Approve Qualified Employee Stock Purchase For For Management Plan - -------------------------------------------------------------------------------- PPG INDUSTRIES, INC. Ticker: PPG Security ID: 693506107 Meeting Date: APR 20, 2006 Meeting Type: Annual Record Date: FEB 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Charles E. Bunch For For Management 1.2 Elect Director Robert Ripp For For Management 1.3 Elect Director Thomas J.Usher For For Management 1.4 Elect Director David R. Whitwam For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PROCTER & GAMBLE COMPANY, THE Ticker: PG Security ID: 742718109 Meeting Date: JUL 12, 2005 Meeting Type: Special Record Date: MAY 19, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- PROCTER & GAMBLE COMPANY, THE Ticker: PG Security ID: 742718109 Meeting Date: OCT 11, 2005 Meeting Type: Annual Record Date: AUG 12, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Bruce L. Byrnes For For Management 1.2 Elect Director Scott D. Cook For For Management 1.3 Elect Director Charles R. Lee For For Management 1.4 Elect Director W. James McNerney, Jr. For For Management 1.5 Elect Director Ernesto Zedillo For For Management 2 Ratify Auditors For For Management 3 Amend Articles For For Management 4 Declassify the Board of Directors For For Management 5 Report on Animal Welfare Policy Against Against Shareholder 6 Seek Sale of Company/Assets Against Against Shareholder 7 Report on Political Contributions Against Against Shareholder - -------------------------------------------------------------------------------- RAYTHEON CO. Ticker: RTN Security ID: 755111507 Meeting Date: MAY 3, 2006 Meeting Type: Annual Record Date: MAR 9, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Barbara M. Barrett For For Management 1.2 Elect Director Vernon E. Clark For For Management 1.3 Elect Director Ferdinand For For Management Colloredo-Mansfeld 1.4 Elect Director John M. Deutch For For Management 1.5 Elect Director Frederic M. Poses For For Management 1.6 Elect Director Michael C. Ruettgers For For Management 1.7 Elect Director Ronald L. Skates For For Management 1.8 Elect Director William R. Spivey For For Management 1.9 Elect Director Linda G. Stuntz For For Management 1.10 Elect Director William H. Swanson For For Management 2 Ratify Auditors For For Management 3 Approve Executive Incentive Bonus Plan For For Management 4 Require a Majority Vote for the Election Against For Shareholder of Directors 5 Provide for Cumulative Voting Against For Shareholder 6 Submit Supplemental Executive Retirement Against For Shareholder Plans to Shareholder vote 7 Separate Chairman and CEO Positions Against For Shareholder - -------------------------------------------------------------------------------- RIO TINTO PLC (FORMERLY RTZ CORP. PLC) Ticker: RTP Security ID: 767204100 Meeting Date: APR 12, 2006 Meeting Type: Annual Record Date: MAR 14, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 AUTHORITY TO ALLOT RELEVANT SECURITIES For For Management UNDER SECTION 80 OF THE COMPANIES ACT 1985 2 AUTHORITY TO ALLOT EQUITY SECURITIES FOR For For Management CASH UNDER SECTION 89 OF THE COMPANIES ACT 1985 3 AUTHORITY TO PURCHASE RIO TINTO PLC For For Management SHARES BY THE COMPANY OR RIO TINTO LIMITED 4 ADOPTION OF NEW ARTICLES OF ASSOCIATION For For Management OF RIO TINTO PLC AND AMENDMENTS TO CONSTITUTION OF RIO TINTO LIMITED 5 ELECTION OF TOM ALBANESE For For Management 6 ELECTION OF SIR ROD EDDINGTON For For Management 7 RE-ELECTION OF SIR DAVID CLEMENTI For For Management 8 RE-ELECTION OF LEIGH CLIFFORD For For Management 9 RE-ELECTION OF ANDREW GOULD For For Management 10 RE-ELECTION OF DAVID MAYHEW For For Management 11 Ratify Auditors For For Management 12 APPROVAL OF THE REMUNERATION REPORT For For Management 13 RECEIVE THE ANNUAL REPORT AND FINANCIAL For For Management STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2005 * - -------------------------------------------------------------------------------- SCHLUMBERGER LTD. Ticker: SLB Security ID: 806857108 Meeting Date: APR 12, 2006 Meeting Type: Annual Record Date: MAR 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director J. Deutch For For Management 1.2 Elect Director J.S. Gorelick For For Management 1.3 Elect Director A. Gould For For Management 1.4 Elect Director T. Isaac For For Management 1.5 Elect Director A. Lajous For For Management 1.6 Elect Director A. Levy-Lang For For Management 1.7 Elect Director M.E. Marks For For Management 1.8 Elect Director D. Primat For For Management 1.9 Elect Director T.I. Sandvold For For Management 1.10 Elect Director N. Seydoux For For Management 1.11 Elect Director L.G. Stuntz For For Management 1.12 Elect Director R. Talwar For For Management 2 ADOPTION AND APPROVAL OF FINANCIALS AND For For Management DIVIDENDS 3 ADOPTION OF AMENDMENT TO THE ARTICLES OF For For Management INCORPORATION 4 APPROVAL OF AMENDMENT AND RESTATEMENT OF For For Management THE SCHLUMBERGER 2005 STOCK OPTION PLAN 5 APPROVAL OF INDEPENDENT REGISTERED PUBLIC For For Management ACCOUNTING FIRM - -------------------------------------------------------------------------------- SERVICEMASTER COMPANY, THE Ticker: SVM Security ID: 81760N109 Meeting Date: MAY 5, 2006 Meeting Type: Annual Record Date: MAR 8, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Eileen A. Kamerick For For Management 1.2 Elect Director J. Patrick Spainhour For For Management 1.3 Elect Director David K. Wessner For For Management 2 Approve/Amend Executive Incentive Bonus For For Management Plan 3 Ratify Auditors For For Management 4 Declassify the Board of Directors None For Shareholder 5 Report on Toxic Substances Against Against Shareholder - -------------------------------------------------------------------------------- SOUTHWEST AIRLINES CO. Ticker: LUV Security ID: 844741108 Meeting Date: MAY 17, 2006 Meeting Type: Annual Record Date: MAR 22, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Colleen C. Barrett For For Management 1.2 Elect Director Gary C. Kelly For For Management 1.3 Elect Director John T. Montford For For Management 1.4 Elect Director William H. Cunningham For For Management 1.5 Elect Director Louis E. Caldera For For Management 1.6 Elect Director Nancy B. Loeffler For For Management 1.7 Elect Director David W. Biegler For For Management 2 Amend Qualified Employee Stock Purchase For For Management Plan 3 Ratify Auditors For For Management 4 Adopt Simple Majority Vote Against For Shareholder - -------------------------------------------------------------------------------- ST. PAUL TRAVELERS COMPANIES, INC., THE Ticker: STA Security ID: 792860108 Meeting Date: MAY 3, 2006 Meeting Type: Annual Record Date: MAR 8, 2006 # 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 Laurie J. Thomsen For For Management 2 Ratify Auditors For For Management 3 Require a Majority Vote for the Election Against For Shareholder of Directors 4 Report on Political Contributions Against For Shareholder - -------------------------------------------------------------------------------- SUNCOR ENERGY INC Ticker: SU. Security ID: 867229106 Meeting Date: APR 26, 2006 Meeting Type: Annual Record Date: FEB 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mel E. Benson For For Management 1.2 Elect Director Brian A. Canfield For For Management 1.3 Elect Director Bryan P. Davies For For Management 1.4 Elect Director Brian A. Felesky For For Management 1.5 Elect Director John T. Ferguson For For Management 1.6 Elect Director W. Douglas Ford For For Management 1.7 Elect Director Richard L. George For For Management 1.8 Elect Director John R. Huff For For Management 1.9 Elect Director M. Ann McCaig For For Management 1.10 Elect Director Michael W. O'Brien For For Management 1.11 Elect Director JR Shaw For For Management 1.12 Elect Director Eira M. Thomas For For Management 2 Ratify PricewaterhouseCoopers as Auditors For For Management - -------------------------------------------------------------------------------- SYMANTEC CORP. Ticker: SYMC Security ID: 871503108 Meeting Date: SEP 16, 2005 Meeting Type: Annual Record Date: JUL 25, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gary L. Bloom For For Management 1.2 Elect Director Michael Brown For For Management 1.3 Elect Director William T. Coleman For For Management 1.4 Elect Director David L. Mahoney For For Management 1.5 Elect Director Robert S. Miller For For Management 1.6 Elect Director George Reyes For For Management 1.7 Elect Director David Roux For For Management 1.8 Elect Director Daniel H. Schulman For For Management 1.9 Elect Director John W. Thompson For For Management 1.10 Elect Director V. Paul Unruh For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TEVA PHARMACEUTICAL INDUSTRIES Ticker: TEVA Security ID: 881624209 Meeting Date: JUL 27, 2005 Meeting Type: Annual Record Date: JUN 20, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 TO RECEIVE AND DISCUSS THE COMPANY S For For Management CONSOLIDATED BALANCE SHEET AND THE CONSOLIDATED STATEMENTS OF INCOME 2 TO APPROVE THE BOARD OF DIRECTORS For For Management RECOMMENDATION THAT THE CASH DIVIDEND FOR THE YEAR ENDED DECEMBER 31, 2004 3 TO APPOINT DR. LEORA (RUBIN) MERIDOR AS A For For Management STATUTORY INDEPENDENT DIRECTOR FOR AN ADDITIONAL TERM OF THREE YEARS 4 TO ELECT ELI HURVITZ TO SERVE FOR AN For For Management ADDITIONAL THREE-YEAR TERM 5 TO ELECT RUTH CHESHIN TO SERVE FOR AN For For Management ADDITIONAL THREE-YEAR TERM 6 TO ELECT PROF. MICHAEL SELA TO SERVE FOR For For Management AN ADDITIONAL THREE-YEAR TERM 7 TO ELECT HAROLD SNYDER TO SERVE FOR AN For For Management ADDITIONAL THREE-YEAR TERM 8 TO APPROVE THE PURCHASE OF DIRECTOR S AND For Against Management OFFICER S LIABILITY INSURANCE FOR THE DIRECTORS AND OFFICERS OF THE COMPANY 9 TO APPROVE THE COMPANY S 2005 OMNIBUS For Against Management LONG-TERM SHARE INCENTIVE PLAN 10 TO APPROVE AN AMENDMENT TO PROVISIONS OF For For Management THE COMPANY S ARTICLES RELATING TO THE INDEMNIFICATION OF DIRECTORS AND OFFICERS 11 TO APPROVE AN AMENDMENT TO THE COMPANY S For For Management ARTICLES THAT WOULD INCREASE THE REGISTERED SHARE CAPITAL OF THE COMPANY 12 TO APPOINT KESSELMAN & KESSELMAN, A For For Management MEMBER OF PRICEWATERHOUSECOOPERS INTERNATIONAL LTD., AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND TO DETERMINE THEIR COMPENSATION - -------------------------------------------------------------------------------- TEVA PHARMACEUTICAL INDUSTRIES Ticker: TEVA Security ID: 881624209 Meeting Date: MAY 4, 2006 Meeting Type: Annual Record Date: MAR 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 TO RECEIVE AND DISCUSS THE COMPANY S For For Management CONSOLIDATED BALANCE SHEET AS OF DECEMBER 31, 2005 AND THE CONSOLIDATED STATEMENTS OF INCOME FOR THE YEAR THEN ENDED. 2 TO APPROVE THE BOARD OF DIRECTORS For For Management RECOMMENDATION THAT THE CASH DIVIDEND FOR THE YEAR ENDED DECEMBER 31, 2005 BE DECLARED FINAL. 3 TO APPOINT PROF. GABRIELA SHALEV AS A For For Management STATUTORY INDEPENDENT DIRECTOR FOR AN ADDITIONAL TERM OF THREE YEARS. 4 TO ELECT THE FOLLOWING DIRECTOR TO SERVE For For Management FOR A THREE-YEAR TERM: DR. PHILLIP FROST 5 TO ELECT THE FOLLOWING DIRECTOR TO SERVE For For Management FOR A THREE-YEAR TERM: CARLO SALVI 6 TO ELECT THE FOLLOWING DIRECTOR TO SERVE For For Management FOR A THREE-YEAR TERM: DAVID SHAMIR 7 TO APPROVE THE PURCHASE OF DIRECTOR S AND For Against Management OFFICER S LIABILITY INSURANCE FOR THE DIRECTORS AND OFFICERS OF THE COMPANY. 8 TO APPROVE AN AMENDMENT TO SECTION 60(E) For For Management OF THE COMPANY S ARTICLES OF ASSOCIATION. 9 TO APPROVE AN INCREASE IN THE For For Management REMUNERATION PAID TO THE DIRECTORS OF THE COMPANY (OTHER THAN THE CHAIRMAN OF THE BOARD). 10 TO APPOINT KESSELMAN & KESSELMAN, AS THE For For Management INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND DETERMINE THEIR COMPENSATION. - -------------------------------------------------------------------------------- TEVA PHARMACEUTICAL INDUSTRIES Ticker: TEVA Security ID: 881624209 Meeting Date: OCT 27, 2005 Meeting Type: Special Record Date: SEP 22, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 TO APPROVE THE ISSUANCE OF ORDINARY For For Management SHARES OF TEVA, PURSUANT TO THE AGREEMENT AND PLAN OF MERGER, DATED JULY 25, 2005, BY AND AMONG IVAX CORPORATION, TEVA AND TWO WHOLLY OWNED SUBSIDIARIES OF TEVA, IVORY ACQUISITION SUB, INC. AND IVORY ACQUISITION SUB II - -------------------------------------------------------------------------------- TEXAS INSTRUMENTS INC. Ticker: TXN Security ID: 882508104 Meeting Date: APR 20, 2006 Meeting Type: Annual Record Date: FEB 21, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director J.R. Adams For For Management 1.2 Elect Director D.L. Boren For For Management 1.3 Elect Director D.A. Carp For For Management 1.4 Elect Director C.S. Cox For For Management 1.5 Elect Director T.J. Engibous For For Management 1.6 Elect Director G.W. Fronterhouse For For Management 1.7 Elect Director D.R. Goode For For Management 1.8 Elect Director P.H. Patsley For For Management 1.9 Elect Director W.R. Sanders For For Management 1.10 Elect Director R.J. Simmons For For Management 1.11 Elect Director R.K. Templeton For For Management 1.12 Elect Director C.T. Whitman For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TIME WARNER INC Ticker: TWX Security ID: 887317105 Meeting Date: MAY 19, 2006 Meeting Type: Annual Record Date: MAR 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James L. Barksdale For For Management 1.2 Elect Director Stephen F. Bollenbach For For Management 1.3 Elect Director Frank J Caufield For For Management 1.4 Elect Director Robert C. Clark For For Management 1.5 Elect Director Jessica P. Einhorn For For Management 1.6 Elect Director Reuben Mark For For Management 1.7 Elect Director Michael A. Miles For For Management 1.8 Elect Director Kenneth J. Novack For For Management 1.9 Elect Director Richard D. Parsons For For Management 1.10 Elect Director Francis T. Vincent, Jr For For Management 1.11 Elect Director Deborah C. Wright For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Adopt Simple Majority Vote Requirement Against For Shareholder 5 Separate Chairman and CEO Positions Against Against Shareholder 6 Develop a Code Vendor of Conduct Against For Shareholder - -------------------------------------------------------------------------------- TVSL SA (FORMERLYSBS BROADCASTING SYSTEM S.A) Ticker: TVSFF Security ID: L8137F102 Meeting Date: OCT 3, 2005 Meeting Type: Special Record Date: AUG 25, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 TO APPROVE THE ASSET SALE AND OTHER For For Management TRANSACTIONS CONTEMPLATED BY THE SALE AND PURCHASE AGREEMENT, DATED AS OF AUGUST 21, 2005, AS AMENDED AND RESTATED AS OF AUGUST 25, 2005 (THE SALE AND PURCHASE AGREEMENT ), BETWEEN SBS BROADCASTING S.A. AND PKS MEDIA 2 TO RATIFY ALL ACTIONS TAKEN BY MEMBERS OF For For Management THE BOARD AND ITS SPECIAL COMMITTEE AND ALL PERSONS AUTHORIZED BY THE BOARD. 3 SUBJECT TO THE CONDITION PRECEDENT THAT For For Management THE CLOSING OF THE ASSET SALE OCCURS, TO AUTHORIZE AND APPROVE THE DISSOLUTION AND LIQUIDATION OF SBS BROADCASTING S.A. 4 SUBJECT TO THE CONDITION PRECEDENT THAT For For Management THE CLOSING OF THE ASSET SALE OCCURS, TO APPOINT CHRISTIAN BILLON AND PAUL MOUSEL TO ACT THROUGH A LUXEMBOURG PRIVATE LIMITED LIABILITY COMPANY. 5 TO AMEND THE ARTICLES OF INCORPORATION OF For For Management SBS BROADCASTING S.A. IN ORDER TO CHANGE THE NAME OF THE COMPANY. 6 TO APPROVE A PAYMENT OF $75,000 TO EACH For Against Management MEMBER OF THE SPECIAL COMMITEE OF THE BOARD OF SBS BROADCASTING S.A. (OTHER THAN SHANE O NEIL) AND AN ADDITIONAL PAYMENT OF $25,000 TO THE CHAIRMAN OF OF THE SPECIAL COMMITTEE. - -------------------------------------------------------------------------------- TYCO INTERNATIONAL LTD. Ticker: TYC Security ID: 902124106 Meeting Date: MAR 9, 2006 Meeting Type: Annual Record Date: JAN 9, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 SET THE MAXIMUM NUMBER OF DIRECTORS AT 12 For For Management 2.1 Elect Director Dennis C. Blair For For Management 2.2 Elect Director Edward D. Breen For For Management 2.3 Elect Director Brian Duperreault For For Management 2.4 Elect Director Bruce S. Gordon For For Management 2.5 Elect Director Rajiv L. Gupta For For Management 2.6 Elect Director John A. Krol For For Management 2.7 Elect Director Mackey J. Mcdonald For For Management 2.8 Elect Director H. Carl Mccall For For Management 2.9 Elect Director Brendan R. O'Neill For For Management 2.10 Elect Director Sandra S. Wijnberg For For Management 2.11 Elect Director Jerome B. York For For Management 3 AUTHORIZATION FOR THE BOARD OF DIRECTORS For For Management TO APPOINT AN ADDITIONAL DIRECTOR TO FILL THE VACANCY PROPOSED TO BE CREATED ON THE BOARD 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- UNITED PARCEL SERVICE, INC. Ticker: UPS Security ID: 911312106 Meeting Date: MAY 4, 2006 Meeting Type: Annual Record Date: MAR 9, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John J. Beystehner For For Management 1.2 Elect Director Michael J. Burns For For Management 1.3 Elect Director D. Scott Davis For For Management 1.4 Elect Director Stuart E. Eizenstat For For Management 1.5 Elect Director Michael L. Eskew For For Management 1.6 Elect Director James P. Kelly For For Management 1.7 Elect Director Ann M. Livermore For For Management 1.8 Elect Director Gary E. MacDougal For For Management 1.9 Elect Director Victor A. Pelson For For Management 1.10 Elect Director John W. Thompson For For Management 1.11 Elect Director Carol B. Tome For For Management 1.12 Elect Director Ben Verwaayen For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- UNITED TECHNOLOGIES CORP. Ticker: UTX Security ID: 913017109 Meeting Date: APR 12, 2006 Meeting Type: Annual Record Date: FEB 14, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Louis R. Chenevert For For Management 1.2 Elect Director George David For For Management 1.3 Elect Director John V. Faraci For For Management 1.4 Elect Director Jean-Pierre Garnier For For Management 1.5 Elect Director Jamie S. Gorelick For For Management 1.6 Elect Director Charles R. Lee For For Management 1.7 Elect Director Richard D. McCormick For For Management 1.8 Elect Director Harold McGraw, III For For Management 1.9 Elect Director Frank P. Popoff, III For For Management 1.10 Elect Director H. Patrick Swygert For For Management 1.11 Elect Director Andre Villeneuve For For Management 1.12 Elect Director H.A. Wagner For For Management 1.13 Elect Director Christine Todd Whitman For For Management 2 Ratify Auditors For For Management 3 Increase Authorized Common Stock For For Management 4 Establish Term Limits for Directors Against Against Shareholder 5 Report on Foreign Sales of Military Against Against Shareholder Products - -------------------------------------------------------------------------------- VERISIGN INC Ticker: VRSN Security ID: 92343E102 Meeting Date: MAY 26, 2006 Meeting Type: Annual Record Date: MAR 31, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michelle Guthrie For For Management 1.2 Elect Director Roger H. Moore For For Management 1.3 Elect Director Edward A. Mueller For For Management 1.4 Elect Director William A. Roper, Jr. For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- VERIZON COMMUNICATIONS Ticker: VZ Security ID: 92343V104 Meeting Date: MAY 4, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James R. Barker For For Management 1.2 Elect Director Richard L. Carrion For For Management 1.3 Elect Director Robert W. Lane For For Management 1.4 Elect Director Sandra O. Moose For For Management 1.5 Elect Director Joseph Neubauer For For Management 1.6 Elect Director Donald T. Nicolaisen For For Management 1.7 Elect Director Thomas H. O'Brien For For Management 1.8 Elect Director Clarence Otis, Jr. For For Management 1.9 Elect Director Hugh B. Price For For Management 1.10 Elect Director Ivan G. Seidenberg For For Management 1.11 Elect Director Walter V. Shipley For For Management 1.12 Elect Director John R. Stafford For For Management 1.13 Elect Director Robert D. Storey For For Management 2 Ratify Auditors For For Management 3 Restore or Provide for Cumulative Voting Against For Shareholder 4 Require a Majority Vote for the Election Against For Shareholder of Directors 5 Require Majority of Independent Directors Against Against Shareholder on Board 6 Company-Specific-Directors on Common Against Against Shareholder Boards 7 Separate Chairman and CEO Positions Against For Shareholder 8 Performance-Based and/or Time-Based Against Against Shareholder Equity Awards 9 Report on Political Contributions Against For Shareholder - -------------------------------------------------------------------------------- VIACOM INC. Ticker: VIA.B Security ID: 92553P201 Meeting Date: MAY 24, 2006 Meeting Type: Annual Record Date: MAR 31, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director George S. Abrams For For Management 1.2 Elect Director Philippe P. Dauman For For Management 1.3 Elect Director Thomas E. Dooley For For Management 1.4 Elect Director Thomas E. Freston For For Management 1.5 Elect Director Ellen V. Futter For For Management 1.6 Elect Director Alan C. Greenberg For For Management 1.7 Elect Director Robert K. Kraft For For Management 1.8 Elect Director Charles E. Phillips, Jr. For For Management 1.9 Elect Director Shari Redstone For For Management 1.10 Elect Director Sumner M. Redstone For For Management 1.11 Elect Director Frederic V. Salerno For For Management 1.12 Elect Director William Schwartz For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- VODAFONE GROUP PLC Ticker: VOD Security ID: 92857W100 Meeting Date: JUL 26, 2005 Meeting Type: Annual Record Date: JUN 14, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 TO RECEIVE THE REPORT OF THE DIRECTORS For For Management AND FINANCIAL STATEMENTS 2.1 Elect Director Lord Maclaurin For For Management 2.2 Elect Director Paul Hazen For For Management 2.3 Elect Director Arun Sarin For For Management 2.4 Elect Director Sir Julian Horn-Smith For For Management 2.5 Elect Director Peter Bamford For For Management 2.6 Elect Director Thomas Geitner For For Management 2.7 Elect Director Dr Michael Boskin For For Management 2.8 Elect Director Lord Broers For For Management 2.9 Elect Director John Buchanan For For Management 2.10 Elect Director Penny Hughes For For Management 2.11 Elect Director Prof. Jurgen Schrempp For For Management 2.12 Elect Director Luc Vandevelde For For Management 2.13 Elect Director Sir John Bond For For Management 2.14 Elect Director Andrew Halford For For Management 3 TO APPROVE A FINAL DIVIDEND OF 2.16P PER For For Management ORDINARY SHARE 4 TO APPROVE THE REMUNERATION REPORT For For Management 5 Ratify Auditors For For Management 6 TO AUTHORISE THE AUDIT COMMITTEE TO For For Management DETERMINE THE AUDITORS REMUNERATION 7 TO AUTHORISE DONATIONS UNDER THE For For Management POLITICAL PARTIES, ELECTIONS AND REFERENDUMS ACT 2000 8 TO RENEW AUTHORITY TO ALLOT SHARES UNDER For For Management ARTICLE 16.2 OF THE COMPANY S ARTICLES OF ASSOCIATION 9 TO RENEW AUTHORITY TO DISAPPLY For For Management PRE-EMPTION RIGHTS UNDER ARTICLE 16.3 OF THE COMPANY S ARTICLES OF ASSOCIATION 10 TO AUTHORISE THE COMPANY S PURCHASE OF For For Management ITS OWN SHARES (SECTION 166, COMPANIES ACT 1985) 11 TO APPROVE CHANGES TO THE COMPANY S For For Management MEMORANDUM AND ARTICLES OF ASSOCIATION 12 TO APPROVE THE VODAFONE GLOBAL INCENTIVE For For Management PLAN - -------------------------------------------------------------------------------- WAL-MART STORES, INC. Ticker: WMT Security ID: 931142103 Meeting Date: JUN 2, 2006 Meeting Type: Annual Record Date: APR 5, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Aida M. Alvarez For For Management 1.2 Elect Director James W. Breyer For For Management 1.3 Elect Director M. Michele Burns For For Management 1.4 Elect Director James I. Cash, Jr., Ph.D. For For Management 1.5 Elect Director Douglas N. Daft For For Management 1.6 Elect Director David D. Glass For For Management 1.7 Elect Director Roland A. Hernandez 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 Jim C. Walton For For Management 1.11 Elect Director S. Robson Walton For For Management 1.12 Elect Director Christopher J. Williams For For Management 1.13 Elect Director Linda S. Wolf For For Management 2 Ratify Auditors For For Management 3 Report on Animal Welfare Standards Against Against Shareholder 4 Report on Political Contributions Against For Shareholder 5 Require a Majority Vote for the Election Against For Shareholder of Directors 6 Prepare a Sustainability Report Against For Shareholder 7 Report on Pay Disparity Against Against Shareholder 8 Report on Stock Option Distribution by Against For Shareholder Race and Gender - -------------------------------------------------------------------------------- WALGREEN CO. Ticker: WAG Security ID: 931422109 Meeting Date: JAN 11, 2006 Meeting Type: Annual Record Date: NOV 14, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David W. Bernauer For For Management 1.2 Elect Director William C. Foote For For Management 1.3 Elect Director James J. Howard For For Management 1.4 Elect Director Alan G. McNally For For Management 1.5 Elect Director Cordell Reed For For Management 1.6 Elect Director Jeffrey A. Rein For For Management 1.7 Elect Director David Y. Schwartz For For Management 1.8 Elect Director John B. Schwemm For For Management 1.9 Elect Director James A. Skinner For For Management 1.10 Elect Director Marilou M. von Ferstel For For Management 1.11 Elect Director Charles R. Walgreen, III For For Management 2 Ratify Auditors For For Management 3 Amend Stock Option Plan For For Management - -------------------------------------------------------------------------------- WALT DISNEY COMPANY, THE Ticker: DIS Security ID: 254687106 Meeting Date: MAR 10, 2006 Meeting Type: Annual Record Date: JAN 9, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John E. Bryson For For Management 1.2 Elect Director John S. Chen For For Management 1.3 Elect Director Judith L. Estrin For For Management 1.4 Elect Director Robert A. Iger For For Management 1.5 Elect Director Fred H. Langhammer For For Management 1.6 Elect Director Aylin B. Lewis For For Management 1.7 Elect Director Monica C. Lozano For For Management 1.8 Elect Director Robert W. Matschullat For For Management 1.9 Elect Director George J. Mitchell For For Management 1.10 Elect Director Leo J. O' Donovan, S.J. For For Management 1.11 Elect Director John E. Pepper, Jr. For For Management 1.12 Elect Director Orin C. Smith For For Management 1.13 Elect Director Gary L. Wilson For For Management 2 Ratify Auditors For For Management 3 Company-Specific -- Shareholder Against Against Shareholder Miscellaneous 4 Report on Vendor Standards in China Against Against Shareholder - -------------------------------------------------------------------------------- WASTE MANAGEMENT, INC. Ticker: WMI Security ID: 94106L109 Meeting Date: MAY 5, 2006 Meeting Type: Annual Record Date: MAR 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Pastora San Juan Cafferty For For Management 1.2 Elect Director Frank M. Clark, Jr. For For Management 1.3 Elect Director Thomas I. Morgan For For Management 1.4 Elect Director John C. Pope For For Management 1.5 Elect Director W. Robert Reum For For Management 1.6 Elect Director Steven G. Rothmeier For For Management 1.7 Elect Director David P. Steiner For For Management 1.8 Elect Director Thomas H. Weidemeyer For For Management 2 Ratify Auditors For For Management 3 Amend Qualified Employee Stock Purchase For For Management Plan 4 Require a Majority Vote for the Election Against For Shareholder of Directors - -------------------------------------------------------------------------------- WELLS FARGO & COMPANY Ticker: WFC Security ID: 949746101 Meeting Date: APR 25, 2006 Meeting Type: Annual Record Date: MAR 7, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lloyd H. Dean For For Management 1.2 Elect Director Susan E. Engel For For Management 1.3 Elect Director Enrique Hernandez, Jr. For For Management 1.4 Elect Director Robert L. Joss For For Management 1.5 Elect Director Richard M. Kovacevich For For Management 1.6 Elect Director Richard D. McCormick For For Management 1.7 Elect Director Cynthia H. Milligan For Withhold Management 1.8 Elect Director Nicholas G. Moore For For 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 For Management 1.12 Elect Director Stephen W. Sanger For For Management 1.13 Elect Director Susan G. Swenson For For Management 1.14 Elect Director Michael W. Wright For Withhold Management 2 Ratify Auditors For For Management 3 Require a Majority Vote for the Election Against For Shareholder of Directors 4 Separate Chairman and CEO Positions Against For Shareholder 5 Compensation- Director Compensation Against Against Shareholder 6 Report on Discrimination in Lending Against Against Shareholder - -------------------------------------------------------------------------------- WEYERHAEUSER CO. Ticker: WY Security ID: 962166104 Meeting Date: APR 20, 2006 Meeting Type: Annual Record Date: FEB 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard F. Haskayne For For Management 1.2 Elect Director Donald F. Mazankowski For For Management 1.3 Elect Director Nicole W. Piasecki For For Management 2 Require a Majority Vote for the Election Against For Shareholder of Directors 3 Adopt Simple Majority Vote Requirement Against For Shareholder 4 Performance-Based and/or Time-Based Against Against Shareholder Equity Awards 5 Report on Feasibility of Earning Forest Against Against Shareholder Stewardship Council Certification 6 Separate Chairman and CEO Positions Against For Shareholder 7 Ratify Auditors For For Management - -------------------------------------------------------------------------------- WM. WRIGLEY JR. CO. Ticker: WWY Security ID: 982526105 Meeting Date: APR 4, 2006 Meeting Type: Annual Record Date: FEB 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John F. Bard For For Management 1.2 Elect Director Howard B. Bernick For For Management 1.3 Elect Director Melinda R. Rich For For Management 2 Approve Omnibus Stock Plan For For Management 3 Authorize a New Class of Common Stock For Against Management 4 Company Specific/Increase the Class B For Against Management Common Stock Automatic Conversion 5 Company Specific/Automatic Conversion of For Against Management Class B Common Stock 6 Ratify Auditors For For Management - -------------------------------------------------------------------------------- WYETH Ticker: WYE Security ID: 983024100 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: MAR 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert Essner For For Management 1.2 Elect Director John D. Feerick For For Management 1.3 Elect Director Frances D. Fergusson, For For Management Ph.D. 1.4 Elect Director Victor F. Ganzi For For Management 1.5 Elect Director Robert Langer For For Management 1.6 Elect Director John P. Mascotte For For Management 1.7 Elect Director Mary Lake Polan, M.D., For For Management Ph.D. 1.8 Elect Director Gary L. Rogers For For Management 1.9 Elect Director Ivan G. Seidenberg For For Management 1.10 Elect Director Walter V. Shipley For For Management 1.11 Elect Director John R. Torell, III For For Management 2 Ratify Auditors For For Management 3 Approve Non-Employee Director Omnibus For For Management Stock Plan 4 Report on Product Availability in Canada Against For Shareholder 5 Report on Political Contributions Against For Shareholder 6 Report on Animal welfare Policy Against For Shareholder 7 Require a Majority Vote for the Election Against For Shareholder of Directors 8 Separate Chairman and CEO Positions Against For Shareholder 9 Adopt Simple Majority Vote Requirement Against For Shareholder - -------------------------------------------------------------------------------- YAHOO!, INC. Ticker: YHOO Security ID: 984332106 Meeting Date: MAY 25, 2006 Meeting Type: Annual Record Date: MAR 29, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Terry S. Semel For For Management 1.2 Elect Director Jerry Yang For For Management 1.3 Elect Director Roy J. Bostock For For Management 1.4 Elect Director Ronald W. Burkle For For Management 1.5 Elect Director Eric Hippeau For For Management 1.6 Elect Director Arthur H. Kern For For Management 1.7 Elect Director Vyomesh Joshi For For Management 1.8 Elect Director Robert A. Kotick For For Management 1.9 Elect Director Edward R. Kozel For For Management 1.10 Elect Director Gary L. Wilson For For Management 2 Amend Non-Employee Director Omnibus Stock For For Management Plan 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.
Legg Mason Partners Appreciation Fund, Inc.
By:
/s/ R. Jay Gerken
R. Jay Gerken
Chairman of the Board, President and Chief Executive Officer of
Legg Mason Partners Appreciation Fund, Inc.
Date: August 29, 2006