FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF
REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-02896
Dryden High Yield Fund, Inc.
(Exact name of registrant as specified in charter)
100 Mulberry Street, Gateway Center Three, 4 th Floor, Newark, NJ 07102
(Address of principal executive offices) (Zip Code)
Jonathan D. Shain, Esq.
100 Mulberry Street, Gateway Center Three, 4 th Floor, Newark, NJ 07102
(Name and address of agent for service)
Registrant's telephone number, including area code: 973-802-6469
Date of fiscal year-end: August 31
Date of reporting period: June 30, 2008
Item 1. Proxy Voting Record
In determining votes against management, any ballot that management did not
make a recommendation is considered to be "FOR" regardless of the vote cast.
Any "Abstain" vote cast is considered as voted, and to be against the
management recommendation.
******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-02896
Reporting Period: 07/01/2007 - 06/30/2008
Dryden High Yield Fund, Inc.
================== DRYDEN HIGH YIELD FUND - SUB-ADVISER: PIM ===================
EMBARQ CORPORATION
Ticker: EQ Security ID: 29078E105
Meeting Date: MAY 1, 2008 Meeting Type: GENERAL
Record Date: MAR 4, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 DIRECTOR(S) FOR FOR Management
2 TO RATIFY THE APPOINTMENT OF KPMG LLP AS FOR FOR Management
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR OUR 2008 FISCAL YEAR.
3 TO APPROVE THE EMBARQ CORPORATION 2008 FOR FOR Management
EQUITY INCENTIVE PLAN.
- --------------------------------------------------------------------------------
MIRANT CORP
Ticker: MIR Security ID: 60467R100
Meeting Date: MAY 7, 2008 Meeting Type: GENERAL
Record Date: MAR 10, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 DIRECTOR(S) FOR FOR Management
2 RATIFICATION OF APPOINTMENT OF KPMG LLP FOR FOR Management
AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTANT FOR 2008
- --------------------------------------------------------------------------------
PLIANT CORP
Ticker: PLIANT Security ID: 729136408
Meeting Date: MAY 15, 2008 Meeting Type: GENERAL
Record Date: MAR 24, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 DIRECTOR(S) FOR FOR Management
3 RATIFICATION OF ERNST & YOUNG LLP AS FOR FOR Management
PLIANT CORPORATION'S INDEPENDENT AUDITORS
FOR THE YEAR ENDING DECEMBER 31, 2008.
- --------------------------------------------------------------------------------
SMITHFIELD FOODS INC
Ticker: SFD Security ID: 832248108
Meeting Date: AUG 29, 2007 Meeting Type: GENERAL
Record Date: JUL 11, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 DIRECTOR(S) FOR ABSTAIN Management
2 PROPOSAL TO RATIFY THE SELECTION OF ERNST FOR ABSTAIN Management
& YOUNG LLP AS THE COMPANY'S INDEPENDENT
AUDITORS FOR THE FISCAL YEAR ENDING APRIL
27, 2008.
3 SHAREHOLDER PROPOSAL REGARDING CERTAIN AGAINST ABSTAIN Shareholder
SIGNIFICANT TRANSACTIONS
- --------------------------------------------------------------------------------
SPRINT FON GROUP
Ticker: S Security ID: 852061100
Meeting Date: MAY 13, 2008 Meeting Type: GENERAL
Record Date: MAR 14, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 DIRECTOR(S) FOR FOR Management
2 TO RATIFY THE APPOINTMENT OF KPMG LLP AS FOR FOR Management
THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF SPRINT NEXTEL FOR
2008.
3 TO VOTE ON A SHAREHOLDER PROPOSAL AGAINST FOR Shareholder
CONCERNING SPECIAL SHAREHOLDER MEETINGS.
- --------------------------------------------------------------------------------
WKI HLDG CO INC
Ticker: WKI Security ID: 929293108
Meeting Date: APR 16, 2008 Meeting Type: GENERAL
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 DIRECTOR(S) FOR FOR Management
- --------------------------------------------------------------------------------
XEROX CORP
Ticker: XRX Security ID: 984121103
Meeting Date: MAY 22, 2008 Meeting Type: GENERAL
Record Date: MAR 24, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 DIRECTOR(S) FOR FOR Management
2 RATIFICATION OF THE SELECTION OF FOR FOR Management
PRICEWATERHOUSECOOPERS LLP AS COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2008.
3 APPROVE AMENDMENT OF CERTIFICATE OF FOR FOR Management
INCORPORATION REQUIRING MAJORITY VOTING
FOR ELECTION OF DIRECTORS IN
NON-CONTESTED ELECTION.
4 SHAREHOLDER PROPOSAL RELATING TO AGAINST FOR Shareholder
REPORTING OF COMPLIANCE WITH THE VENDOR
CODE OF CONDUCT.
========== 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.
Dryden High Yield Fund, Inc.
By
/s/ Judy A. Rice*
(Jonathan D. Shain)
Judy A. Rice, President
(q) Power of Attorney dated July 1, 2008. Incorporated by reference to
corresponding exhibit to Post-Effective Amendment No. 33 to the
Registration Statement on Form N1-A for Jennison Natural Resources
Fund, Inc. (File No. 33-15166) filed via EDGAR on July 31, 2008.
Date: August 25, 2008