FORM N-PX

                     ANNUAL REPORT OF PROXY VOTING RECORD OF
                    REGISTERED MANAGEMENT INVESTMENT COMPANY

                  Investment Company Act file number 811-01660

                        Prudential's Gibraltar 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: December 31

                     Date of reporting period: June 30, 2011




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: 811-01660
Reporting Period: 07/01/2010 - 06/30/2011
Prudential's Gibraltar Fund, Inc.









=========== PRUDENTIALS GIBRALTAR FUND, INC. - SUB-ADVISER: JENNISON ===========


AGILENT TECHNOLOGIES INC.

Ticker:       A              Security ID:  00846U101
Meeting Date: JAN 27, 2011   Meeting Type: Annual
Record Date:  DEC 03, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Heidi Fields                      For       For          Management
2     Elect David Lawrence                    For       For          Management
3     Elect A. Barry Rand                     For       For          Management
4     Ratification of Auditor                 For       For          Management
5     Advisory Vote on Executive Compensation For       For          Management
6     Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation


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ALCON INC

Ticker:       ACL            Security ID:  H01301102
Meeting Date: AUG 16, 2010   Meeting Type: Special
Record Date:  JUL 27, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A    Elect/Appoint Director: ENRICO VANNI    For       Against      Management
1B    Elect/Appoint Director: NORMAN WALKER   For       Against      Management
1C    Elect/Appoint Director: PAUL CHOFFAT    For       Against      Management
1D    Elect/Appoint Director: URS BAERLOCHER  For       Against      Management
1E    Elect/Appoint Director: JACQUES SEYDOUX For       Against      Management


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ALTERA CORPORATION

Ticker:       ALTR           Security ID:  021441100
Meeting Date: MAY 10, 2011   Meeting Type: Annual
Record Date:  MAR 11, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect John Daane                        For       For          Management
2     Elect Robert Finocchio, Jr.             For       For          Management
3     Elect Kevin McGarity                    For       For          Management
4     Elect T. Michael Nevens                 For       For          Management
5     Elect Krish Prabhu                      For       For          Management
6     Elect John Shoemaker                    For       For          Management
7     Elect Susan Wang                        For       For          Management
8     Amendment to the 2005 Equity Incentive  For       For          Management
      Plan
9     Amendment to the 1987 Employee Stock    For       For          Management
      Purchase Plan
10    Elimination of Supermajority            For       For          Management
      Requirement
11    Adoption of Delaware as the Exclusive   For       Abstain      Management
      Forum for Certain Disputes
12    Right to Call a Special Meeting         For       For          Management
13    Advisory Vote on Executive Compensation For       For          Management
14    Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation
15    Ratification of Auditor                 For       For          Management


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AMAZON.COM, INC.

Ticker:       AMZN           Security ID:  023135106
Meeting Date: JUN 07, 2011   Meeting Type: Annual
Record Date:  APR 11, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Jeffrey Bezos                     For       For          Management
2     Elect Tom Alberg                        For       For          Management
3     Elect John Seely Brown                  For       For          Management
4     Elect William Gordon                    For       For          Management
5     Elect Alain Monie                       For       For          Management
6     Elect Jonathan Rubinstein               For       For          Management
7     Elect Thomas Ryder                      For       For          Management
8     Elect Patricia Stonesifer               For       For          Management
9     Ratification of Auditor                 For       For          Management
10    Advisory Vote on Executive Compensation For       For          Management
11    Frequency of Advisory Vote on Executive 3 Years   2 Years      Management
      Compensation
12    Shareholder Proposal Regarding Right to Against   Against      Shareholder
      Call a Special Meeting
13    Shareholder Proposal Regarding Report   Against   Against      Shareholder
      on Climate Change


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AMERICAN EXPRESS COMPANY

Ticker:       AXP            Security ID:  025816109
Meeting Date: MAY 02, 2011   Meeting Type: Annual
Record Date:  MAR 04, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Daniel Akerson                    For       For          Management
1.2   Elect Charlene Barshefsky               For       For          Management
1.3   Elect Ursula Burns                      For       For          Management
1.4   Elect Kenneth Chenault                  For       For          Management
1.5   Elect Peter Chernin                     For       For          Management
1.6   Elect Theodore Leonsis                  For       For          Management
1.7   Elect Jan Leschly                       For       For          Management
1.8   Elect Richard Levin                     For       For          Management
1.9   Elect Richard McGinn                    For       For          Management
1.10  Elect Edward Miller                     For       For          Management
1.11  Elect Steven Reinemund                  For       For          Management
1.12  Elect Robert Walter                     For       For          Management
1.13  Elect Ronald Williams                   For       For          Management
2     Ratification of Auditor                 For       For          Management
3     Advisory Vote on Executive Compensation For       Against      Management
4     Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation
5     Shareholder Proposal Regarding          Against   Against      Shareholder
      Cumulative Voting
6     Sharehoholder Proposal Regarding Right  Against   For          Shareholder
      to Call a Special Meeting


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AMERICAN TOWER CORPORATION

Ticker:       AMT            Security ID:  029912201
Meeting Date: MAY 18, 2011   Meeting Type: Annual
Record Date:  MAR 22, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Raymond Dolan                     For       For          Management
2     Elect Ronald Dykes                      For       For          Management
3     Elect Carolyn Katz                      For       For          Management
4     Elect Gustavo Lara Cantu                For       For          Management
5     Elect JoAnn Reed                        For       For          Management
6     Elect Pamela Reeve                      For       For          Management
7     Elect David Sharbutt                    For       For          Management
8     Elect James Taiclet, Jr.                For       For          Management
9     Elect Samme Thompson                    For       For          Management
10    Ratification of Auditor                 For       For          Management
11    Elimination of Supermajority            For       For          Management
      Requirement
12    Advisory Vote on Executive Compensation For       For          Management
13    Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation


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ANHEUSER-BUSCH INBEV SA

Ticker:       ABI            Security ID:  03524A108
Meeting Date: APR 26, 2011   Meeting Type: Annual
Record Date:  MAR 17, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amendment Regarding Date of Annual      For       For          Management
      Meeting
2     Amendment Regarding Executive           For       Against      Management
      Compensation
3     Amendments to Articles                  For       For          Management
4     Amend Article 24                        For       For          Management
5     Amend Article 25                        For       For          Management
6     Amend Article 26BIS                     For       For          Management
7     Amend Article 28                        For       For          Management
8     Amend Article 30                        For       For          Management
9     Amend Article 36-BIS                    For       For          Management
10    Disapplication of Preemptive Rights     For       Against      Management
11    Authority to Issue Warrants             For       Against      Management
12    Authority to Increase Capital with      For       Against      Management
      Regards to Issuance
13    Authority to Issue Warrants to          For       Against      Management
      Independent Directors
14    Authority to Carry Out Formalities      For       Against      Management
15    Accounts and Reports; Allocation of     For       For          Management
      Profits/Dividends
16    Ratification of Board Acts              For       For          Management
17    Ratification of Auditor Acts            For       For          Management
18    Elect Stefan Descheemaeker              For       For          Management
19    Elect Paul  Cornet de Ways Ruart        For       For          Management
20    Elect Kees Storm                        For       For          Management
21    Elect Peter Harf                        For       For          Management
22    Elect Olivier  Goudet                   For       For          Management
23    Remuneration Report                     For       Against      Management
24    Approval of Equity Incentive Grants     For       Against      Management
25    Approval of Change in Control Provision For       For          Management
      Relating to EMTN Program
26    Change of Control Provision Relating to For       For          Management
      the US Dollar Notes
27    Change of Control Provisions Relating   For       For          Management
      to Notes Issued Under Shelf
      Registration Statement Filed In the US
      on Form F-3
28    Change of Control Provision Relating to For       For          Management
      the Canadian Dollar Notes Issued Via
      Private Placement
29    Authority to Carry Out Formalities      For       For          Management


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APPLE INC

Ticker:       AAPL           Security ID:  37833100
Meeting Date: JAN 27, 2011   Meeting Type: Annual
Record Date:  DEC 03, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect William Campbell                  For       For          Management
1.2   Elect Millard Drexler                   For       For          Management
1.3   Elect Albert Gore, Jr.                  For       For          Management
1.4   Elect Steven Jobs                       For       For          Management
1.5   Elect Andrea Jung                       For       For          Management
1.6   Elect Arthur Levinson                   For       For          Management
1.7   Elect Ronald Sugar                      For       For          Management
2     Ratification of Auditor                 For       For          Management
3     Advisory Vote on Executive Compensation For       For          Management
4     Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation


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APPLE INC

Ticker:       AAPL           Security ID:  37833100
Meeting Date: FEB 28, 2011   Meeting Type: Annual
Record Date:  JAN 03, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
5     Shareholder Proposal Regarding Adoption Against   Against      Shareholder
      and Disclosure of a Written CEO
      Succession Planning Policy
6     Shareholder Proposal Regarding Majority Against   For          Shareholder
      Vote for Election of Directors


--------------------------------------------------------------------------------

CISCO SYSTEMS INC

Ticker:       CSCO           Security ID:  17275R102
Meeting Date: NOV 18, 2010   Meeting Type: Annual
Record Date:  SEP 20, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A    Elect Nominee - CAROL A. BARTZ          For       For          Management
1B    Elect Nominee - M. MICHELE BURNS        For       For          Management
1C    Elect Nominee - MICHAEL D. CAPELLAS     For       For          Management
1D    Elect Nominee - LARRY R. CARTER         For       For          Management
1E    Elect Nominee - JOHN T. CHAMBERS        For       For          Management
1F    Elect Nominee - BRIAN L. HALLA          For       For          Management
1G    Elect Nominee - DR. JOHN L. HENNESSY    For       For          Management
1H    Elect Nominee - RICHARD M. KOVACEVICH   For       For          Management
1I    Elect Nominee - RODERICK C. MCGEARY     For       For          Management
1J    Elect Nominee - MICHAEL K. POWELL       For       For          Management
1K    Elect Nominee - ARUN SARIN              For       For          Management
1L    Elect Nominee - STEVEN M. WEST          For       For          Management
1M    Elect Nominee - JERRY YANG              For       For          Management
2     Ratify Executive Compensation           For       For          Management
3     Ratify Appointment of Auditors          For       For          Management
4     Amend Bylaws to Establish               Against   Against      Shareholder
      Sustainability Committee
5     Report on Internet Human Rights         Against   Against      Shareholder
6     Restrict Sales to Repressive            Against   Against      Shareholder
      Governments


--------------------------------------------------------------------------------

COSTCO WHOLESALE CORP

Ticker:       COST           Security ID:  22160K105
Meeting Date: FEB 28, 2011   Meeting Type: Annual
Record Date:  JAN 03, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Susan Decker                      For       For          Management
1.2   Elect Richard Libenson                  For       For          Management
1.3   Elect John Meisenbach                   For       For          Management
1.4   Elect Charles Munger                    For       For          Management
2     Ratification of Auditor                 For       For          Management
3     Advisory Vote on Executive Compensation For       For          Management
4     Say When on Pay                         3 Years   3 Years      Management


--------------------------------------------------------------------------------

DEERE & CO.

Ticker:       DE             Security ID:  244199105
Meeting Date: FEB 28, 2011   Meeting Type: Annual
Record Date:  JAN 03, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Charles Holliday, Jr.             For       For          Management
2     Elect Dipak Jain                        For       For          Management
3     Elect Joachim Milberg                   For       For          Management
4     Elect Richard Myers                     For       For          Management
5     Advisory Vote on Executive Compensation For       For          Management
6     Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation
7     Ratification of Auditor                 For       For          Management


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DISNEY WALT CO.

Ticker:       DIS            Security ID:  254687106
Meeting Date: FEB 23, 2011   Meeting Type: Annual
Record Date:  DEC 27, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
7     Elect Fred Langhammer                   For       For          Management
8     Elect Aylwin Lewis                      For       For          Management
9     Elect Monica Lozano                     For       For          Management
10    Elect Robert Matschullat                For       For          Management
11    Elect John Pepper, Jr.                  For       For          Management
12    Elect Sheryl Sandberg                   For       For          Management
13    Elect Orin Smith                        For       For          Management
14    Ratification of Auditor                 For       For          Management
15    2011 Stock Incentive Plan               For       Against      Management
16    Advisory Vote on Executive Compensation For       For          Management
17    Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation
18    Shareholder Proposal Regarding One Test Against   Against      Shareholder
      Performance Assessment


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DISNEY WALT CO.

Ticker:       DIS            Security ID:  254687106
Meeting Date: MAR 01, 2011   Meeting Type: Annual
Record Date:  JAN 06, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Susan Arnold                      For       For          Management
2     Elect John Bryson                       For       For          Management
3     Elect John Chen                         For       For          Management
4     Elect Judith Estrin                     For       For          Management
5     Elect Robert Iger                       For       For          Management
6     Elect Steven Jobs                       For       For          Management


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E. I. DU PONT DE NEMOURS AND COMPANY

Ticker:       DD             Security ID:  263534109
Meeting Date: APR 27, 2011   Meeting Type: Annual
Record Date:  MAR 02, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Richard Brown                     For       For          Management
2     Elect Robert Brown                      For       For          Management
3     Elect Bertrand Collomb                  For       For          Management
4     Elect Curtis Crawford                   For       For          Management
5     Elect Alexander Cutler                  For       For          Management
6     Elect Eleuthere Du Pont                 For       For          Management
7     Elect Marillyn Hewson                   For       For          Management
8     Elect Lois Juliber                      For       For          Management
9     Elect Ellen Kullman                     For       For          Management
10    Elect William Reilly                    For       For          Management
11    Ratification of Auditor                 For       For          Management
12    Amendment to the Equity and Incentive   For       Against      Management
      Plan
13    Advisory Vote on Executive Compensation For       For          Management
14    Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation
15    Shareholder Proposal Regarding Right to Against   Against      Shareholder
      Call a Special Meeting
16    Shareholder Proposal Regarding          Against   Against      Shareholder
      Genetically Engineered Organisms
17    Shareholder Proposal Regarding          Against   Against      Shareholder
      Comparison Between Executive and
      Employee Pay


--------------------------------------------------------------------------------

EMC CORPORATION

Ticker:       EMC            Security ID:  268648102
Meeting Date: MAY 04, 2011   Meeting Type: Annual
Record Date:  MAR 07, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Michael Brown                     For       For          Management
2     Elect Randolph Cowen                    For       For          Management
3     Elect Michael Cronin                    For       For          Management
4     Elect Gail Deegan                       For       For          Management
5     Elect James DiStasio                    For       For          Management
6     Elect John Egan                         For       For          Management
7     Elect Edmund Kelly                      For       For          Management
8     Elect Windle Priem                      For       For          Management
9     Elect Paul Sagan                        For       For          Management
10    Elect David Strohm                      For       For          Management
11    Elect Joseph Tucci                      For       For          Management
12    Ratification of Auditor                 For       For          Management
13    Amendment to the 2003 Stock Plan        For       For          Management
14    Amendment to Right to Call a Special    For       For          Management
      Meeting
15    Advisory Vote on Executive Compensation For       For          Management
16    Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation


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EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

Ticker:       EXPD           Security ID:  302130109
Meeting Date: MAY 04, 2011   Meeting Type: Annual
Record Date:  MAR 07, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Mark Emmert                       For       For          Management
2     Elect R. Jordan Gates                   For       For          Management
3     Elect Dan Kourkoumelis                  For       For          Management
4     Elect Michael Malone                    For       For          Management
5     Elect John Meisenbach                   For       For          Management
6     Elect Peter Rose                        For       For          Management
7     Elect James Wang                        For       For          Management
8     Elect Robert Wright                     For       For          Management
9     Advisory Vote on Executive Compensation For       For          Management
10    Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation
11    2011 Stock Option Plan                  For       For          Management
12    Ratification of Auditor                 For       For          Management


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EXPRESS SCRIPTS, INC.

Ticker:       ESRX           Security ID:  302182100
Meeting Date: MAY 04, 2011   Meeting Type: Annual
Record Date:  MAR 07, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Gary Benanav                      For       For          Management
2     Elect Maura Breen                       For       For          Management
3     Elect Nicholas LaHowchic                For       For          Management
4     Elect Thomas Mac Mahon                  For       For          Management
5     Elect Frank Mergenthaler                For       For          Management
6     Elect Woodrow Myers, Jr.                For       For          Management
7     Elect John Parker, Jr.                  For       For          Management
8     Elect George Paz                        For       For          Management
9     Elect Samuel Skinner                    For       For          Management
10    Elect Seymour Sternberg                 For       For          Management
11    Ratification of Auditor                 For       For          Management
12    Amendment to Bylaws to Permit           For       For          Management
      Shareholders to Call a Special Meeting
13    Advisory Vote on Executive Compensation For       For          Management
14    Frequency of Advisory Vote on Executive 3 Years   2 Years      Management
      Compensation
15    2011 Long-Term Incentive Plan           For       For          Management
16    Shareholder Proposal Regarding          Against   Against      Shareholder
      Political Contributions and Expenditure
      Report


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GOOGLE INC.

Ticker:       GOOG           Security ID:  38259P508
Meeting Date: JUN 02, 2011   Meeting Type: Annual
Record Date:  APR 04, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Larry Page                        For       For          Management
1.2   Elect Sergey Brin                       For       For          Management
1.3   Elect Eric Schmidt                      For       For          Management
1.4   Elect L. John Doerr                     For       For          Management
1.5   Elect John Hennessy                     For       For          Management
1.6   Elect Ann Mather                        For       For          Management
1.7   Elect Paul Otellini                     For       For          Management
1.8   Elect K. Ram Shriram                    For       For          Management
1.9   Elect Shirley Tilghman                  For       For          Management
2     Ratification of Auditor                 For       For          Management
3     Amendment to the 2004 Stock Plan        For       Against      Management
4     Advisory Vote on Executive Compensation For       For          Management
5     Frequency of Advisory Vote on Executive 3 Years   2 Years      Management
      Compensation
6     Shareholder Proposal Regarding          Against   Against      Shareholder
      Formation of Sustainability Committee
7     Shareholder Proposal Regarding Simple   Against   For          Shareholder
      Majority Vote
8     Shareholder Proposal Regarding Conflict Against   Against      Shareholder
      of Interest Report


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HARLEY-DAVIDSON, INC.

Ticker:       HOG            Security ID:  412822108
Meeting Date: APR 30, 2011   Meeting Type: Annual
Record Date:  MAR 10, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Barry Allen                       For       For          Management
1.2   Elect R. John Anderson                  For       For          Management
1.3   Elect Richard Beattie                   For       For          Management
1.4   Elect George Conrades                   For       For          Management
1.5   Elect Judson Green                      For       For          Management
1.6   Elect Sara Levinson                     For       For          Management
1.7   Elect N. Thomas Linebarger              For       For          Management
1.8   Elect George Miles, Jr.                 For       For          Management
1.9   Elect Jochen Zeitz                      For       Withhold     Management
2     Elimination of Supermajority            For       For          Management
      Requirement for Transactions with an
      Interested Shareholder
3     Elimination of Supermajority            For       For          Management
      Requirement for Special Meetings of
      Shareholders
4     Elimination of Supermajority            For       For          Management
      Requirement for Approval of Certain
      Matters
5     Short-Term Incentive Plan for Senior    For       For          Management
      Executives
6     Ratification of Auditor                 For       For          Management
7     Advisory Vote on Executive Compensation For       For          Management
8     Frequency of Advisory Vote on Executive 1 Year    1 Year       Management
      Compensation
9     Shareholder Proposal Regarding the      Against   Against      Shareholder
      Approval of Survivor Benefits (Golden
      Coffins)


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INGERSOLL-RAND PLC

Ticker:       IR             Security ID:  G47791101
Meeting Date: JUN 02, 2011   Meeting Type: Annual
Record Date:  APR 06, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Ann Berzin                        For       For          Management
2     Elect John Bruton                       For       For          Management
3     Elect Jared Cohon                       For       For          Management
4     Elect Gary Forsee                       For       For          Management
5     Elect Peter Godsoe                      For       For          Management
6     Elect Edward Hagenlocker                For       For          Management
7     Elect Constance Horner                  For       For          Management
8     Elect Michael Lamach                    For       For          Management
9     Elect Theodore Martin                   For       For          Management
10    Elect Richard Swift                     For       For          Management
11    Elect Tony White                        For       For          Management
12    Senior Executive Performance Plan       For       For          Management
13    Advisory Vote on Executive Compensation For       For          Management
14    Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation
15    Authority to Repurchase Shares          For       For          Management
16    Ratification of Auditor                 For       For          Management


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INTERNATIONAL BUSINESS MACHINES CORPORATION

Ticker:       IBM            Security ID:  459200101
Meeting Date: APR 26, 2011   Meeting Type: Annual
Record Date:  FEB 25, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Alain Belda                       For       For          Management
2     Elect William Brody                     For       For          Management
3     Elect Kenneth Chenault                  For       For          Management
4     Elect Michael Eskew                     For       For          Management
5     Elect Shirley Jackson                   For       For          Management
6     Elect Andrew Liveris                    For       For          Management
7     Elect W. James McNerney, Jr.            For       For          Management
8     Elect James Owens                       For       For          Management
9     Elect Samuel Palmisano                  For       For          Management
10    Elect Joan Spero                        For       For          Management
11    Elect Sidney Taurel                     For       For          Management
12    Elect Lorenzo Hector Zambrano Trevino   For       For          Management
13    Ratification of Auditor                 For       For          Management
14    Advisory Vote on Executive Compensation For       For          Management
15    Frequency of Advisory Vote on Executive 3 Years   2 Years      Management
      Compensation
16    Shareholder Proposal Regarding          Against   Against      Shareholder
      Cumulative Voting
17    Shareholder Proposal Regarding          Against   Against      Shareholder
      Political Contributions and Expenditure
      Report
18    Shareholder Proposal Regarding Lobbying Against   Against      Shareholder
      Report


--------------------------------------------------------------------------------

JPMORGAN CHASE & CO.

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 17, 2011   Meeting Type: Annual
Record Date:  MAR 18, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Crandall Bowles                   For       For          Management
2     Elect Stephen Burke                     For       For          Management
3     Elect David Cote                        For       For          Management
4     Elect James Crown                       For       For          Management
5     Elect James Dimon                       For       For          Management
6     Elect Ellen Futter                      For       For          Management
7     Elect William Gray, III                 For       For          Management
8     Elect Laban Jackson, Jr.                For       For          Management
9     Elect David Novak                       For       For          Management
10    Elect Lee Raymond                       For       For          Management
11    Elect William Weldon                    For       For          Management
12    Ratification of Auditor                 For       For          Management
13    ADVISORY VOTE ON EXECUTIVE COMPENSATION For       For          Management
14    Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation
15    Amendment to the Long-Term Incentive    For       For          Management
      Plan
16    Shareholder Proposal Regarding          Against   Against      Shareholder
      Affirmation of Political
      Nonpartisanship
17    Shareholder Proposal Regarding Right to Against   For          Shareholder
      Act by Written Consent
18    Shareholder Proposal Regarding Mortgage Against   Against      Shareholder
      Loan Servicing
19    Shareholder Proposal Regarding          Against   Against      Shareholder
      Political Contributions and Expenditure
      Report
20    Shareholder Proposal Regarding          Against   Abstain      Shareholder
      Genocide-Free Investing
21    Shareholder Proposal Regarding an       Against   Against      Shareholder
      Independent Lead Director


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JUNIPER NETWORKS, INC.

Ticker:       JNPR           Security ID:  48203R104
Meeting Date: MAY 19, 2011   Meeting Type: Annual
Record Date:  MAR 24, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Mary Cranston                     For       For          Management
1.2   Elect Kevin Johnson                     For       For          Management
1.3   Elect J. Michael Lawrie                 For       For          Management
1.4   Elect David Schlotterbeck               For       For          Management
2     Ratification of Auditor                 For       For          Management
3     2012 Performance Bonus Plan             For       For          Management
4     Amendment to the 2006 Equity Incentive  For       For          Management
      Plan
5     Advisory Vote on Executive Compensation For       For          Management
6     Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation
7     Shareholder Proposal Regarding          None      For          Shareholder
      Declassification of the Board


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LAZARD LTD

Ticker:       LAZ            Security ID:  G54050102
Meeting Date: APR 26, 2011   Meeting Type: Annual
Record Date:  MAR 04, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Kenneth Jacobs                    For       For          Management
1.2   Elect Philip Laskawy                    For       For          Management
1.3   Elect Michael Turner                    For       For          Management
2     Ratification of Auditor                 For       For          Management
3     Advisory Vote on Executive Compensation For       Against      Management
4     Frequency of Advisory Vote on Executive 3 Years   2 Years      Management
      Compensation


--------------------------------------------------------------------------------

MASTERCARD INC

Ticker:       MA             Security ID:  57636Q104
Meeting Date: SEP 21, 2010   Meeting Type: Annual
Record Date:  JUL 26, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A    Eliminate Classified Board              For       For          Management
1B    Eliminate Supermajority Vote            For       For          Management
1C    Amend Board Composition Rules           For       For          Management
1D    Amend Limit on Voting Rights            For       For          Management
2     Approve Adjournment of Meeting          For       For          Management
3.1   Elect Nominee - NANCY J. KARCH          For       For          Management
3.2   Elect Nominee - J.O. REYES LAGUNES      For       For          Management
3.3   Elect Nominee - EDWARD SUNING TIAN      For       For          Management
3.4   Elect Nominee - SILVIO BARZI            For       For          Management
4     Amend Senior Executive Annual Incentive For       For          Management
      Compensation Plan
5     Ratify Appointment of Auditors          For       For          Management


--------------------------------------------------------------------------------

MASTERCARD INCORPORATED

Ticker:       MA             Security ID:  57636Q104
Meeting Date: JUN 07, 2011   Meeting Type: Annual
Record Date:  APR 13, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Marc Olivie                       For       For          Management
2     Elect Rima Qureshi                      For       For          Management
3     Elect Mark Schwartz                     For       For          Management
4     Elect Jackson Tai                       For       For          Management
5     ADVISORY VOTE ON EXECUTIVE COMPENSATION For       Against      Management
6     Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation
7     Ratification of Auditor                 For       For          Management


--------------------------------------------------------------------------------

MEAD JOHNSON NUTRITION COMPANY

Ticker:       MJN            Security ID:  582839106
Meeting Date: APR 26, 2011   Meeting Type: Annual
Record Date:  MAR 11, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Stephen Golsby                    For       For          Management
1.2   Elect Steven Altschuler                 For       For          Management
1.3   Elect Howard Bernick                    For       For          Management
1.4   Elect Kimberly Casiano                  For       For          Management
1.5   Elect Anna Catalano                     For       For          Management
1.6   Elect Celeste Clark                     For       For          Management
1.7   Elect James Cornelius                   For       For          Management
1.8   Elect Peter Ratcliffe                   For       For          Management
1.9   Elect Elliott Sigal                     For       For          Management
1.10  Elect Robert Singer                     For       For          Management
2     Advisory Vote on Executive Compensation For       For          Management
3     Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation
4     Ratification of Auditor                 For       For          Management


--------------------------------------------------------------------------------

MEDCO HEALTH SOLUTIONS, INC.

Ticker:       MHS            Security ID:  58405U102
Meeting Date: MAY 24, 2011   Meeting Type: Annual
Record Date:  MAR 28, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Howard Barker, Jr.                For       For          Management
2     Elect John Cassis                       For       For          Management
3     Elect Michael Goldstein                 For       For          Management
4     Elect Charles Lillis                    For       For          Management
5     Elect Myrtle Potter                     For       For          Management
6     Elect William Roper                     For       For          Management
7     Elect David Snow, Jr.                   For       For          Management
8     Elect David Stevens                     For       For          Management
9     Elect Blenda Wilson                     For       For          Management
10    Ratification of Auditor                 For       For          Management
11    Elimination of Supermajority            For       For          Management
      Requirements
12    Amendment to the 2002 Stock Incentive   For       For          Management
      Plan
13    Advisory Vote on Executive Compensation For       For          Management
14    Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation
15    Shareholder Proposal Regarding          Against   Against      Shareholder
      Restricting Executive Compensation


--------------------------------------------------------------------------------

NIKE INC  -CL B

Ticker:       NKE            Security ID:  654106103
Meeting Date: SEP 20, 2010   Meeting Type: Annual
Record Date:  JUL 26, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Nominee - JILL K. CONWAY          For       For          Management
1.2   Elect Nominee - ALAN B. GRAF, JR.       For       For          Management
1.3   Elect Nominee - JOHN C. LECHLEITER      For       For          Management
1.4   Elect Nominee - PHYLLIS M. WISE         For       For          Management
2     Reapprove Incentive Plan/Performance    For       For          Management
      Criteria
3     Add Shares/Amend 1990 Stock Incentive   For       For          Management
      Plan
4     Ratify Appointment of Auditors          For       For          Management


--------------------------------------------------------------------------------

OCCIDENTAL PETROLEUM CORPORATION

Ticker:       OXY            Security ID:  674599105
Meeting Date: MAY 06, 2011   Meeting Type: Annual
Record Date:  MAR 15, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Spencer Abraham                   For       For          Management
2     Elect Howard Atkins                     For       For          Management
3     Elect Stephen Chazen                    For       For          Management
4     Elect Edward Djerejian                  For       For          Management
5     Elect John Feick                        For       For          Management
6     Elect Margaret Foran                    For       For          Management
7     Elect Carlos Gutierrez                  For       For          Management
8     Elect Ray Irani                         For       For          Management
9     Elect Avedick Poladian                  For       For          Management
10    Elect Rodolfo Segovia                   For       For          Management
11    Elect Aziz Syriani                      For       For          Management
12    Elect Rosemary Tomich                   For       For          Management
13    Elect Walter Weisman                    For       For          Management
14    Ratification of Auditor                 For       For          Management
15    Advisory Vote on Executive Compensation For       For          Management
16    Frequency of Advisory Vote on Executive For       2 Years      Management
      Compensation
17    Shareholder Proposal Regarding          Against   Against      Shareholder
      Political Contributions and Expenditure
      Report
18    Shareholder Proposal Regarding          Against   Against      Shareholder
      Environmental Expertise on Board


--------------------------------------------------------------------------------

PHILLIPS-VAN HEUSEN CORPORATION

Ticker:       PVH            Security ID:  718592108
Meeting Date: JUN 23, 2011   Meeting Type: Annual
Record Date:  APR 26, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Mary Baglivo                      For       For          Management
1.2   Elect Emanuel Chirico                   For       For          Management
1.3   Elect Juan Figuereo                     For       For          Management
1.4   Elect Joseph Fuller                     For       For          Management
1.5   Elect Fred Gehring                      For       For          Management
1.6   Elect Margaret Jenkins                  For       For          Management
1.7   Elect David Landau                      For       For          Management
1.8   Elect Bruce Maggin                      For       For          Management
1.9   Elect V. James Marino                   For       For          Management
1.10  Elect Henry Nasella                     For       For          Management
1.11  Elect Rita Rodriguez                    For       For          Management
1.12  Elect Craig Rydin                       For       For          Management
1.13  Elect Christian Stahl                   For       For          Management
2     Company Name Change                     For       For          Management
3     2006 Stock Incentive Plan               For       For          Management
4     Advisory Vote on Executive Compensation For       For          Management
5     Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation
6     Ratification of Auditor                 For       For          Management


--------------------------------------------------------------------------------

PRECISION CASTPARTS CORP

Ticker:       PCP            Security ID:  740189105
Meeting Date: AUG 10, 2010   Meeting Type: Annual
Record Date:  JUN 14, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
3     Eliminate Classified Board              Against   Abstain      Shareholder


--------------------------------------------------------------------------------

PRECISION CASTPARTS CORP

Ticker:       PCP            Security ID:  740189105
Meeting Date: AUG 10, 2010   Meeting Type: Annual
Record Date:  JUN 14, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Nominee - DANIEL J. MURPHY        For       For          Management
1.2   Elect Nominee - STEVEN G. ROTHMEIER     For       For          Management
1.3   Elect Nominee - RICHARD L. WAMBOLD      For       For          Management
1.4   Elect Nominee - TIMOTHY A. WICKS        For       For          Management
2     Ratify Appointment of Auditors          For       For          Management


--------------------------------------------------------------------------------

QUANTA SERVICES, INC.

Ticker:       PWR            Security ID:  74762E102
Meeting Date: MAY 19, 2011   Meeting Type: Annual
Record Date:  MAR 21, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect James Ball                        For       For          Management
2     Elect John Colson                       For       For          Management
3     Elect John Conaway                      For       For          Management
4     Elect Ralph DiSibio                     For       For          Management
5     Elect Bernard Fried                     For       For          Management
6     Elect Louis Golm                        For       For          Management
7     Elect Worthing Jackman                  For       For          Management
8     Elect James O'Neil III                  For       For          Management
9     Elect Bruce Ranck                       For       For          Management
10    Elect Pat Wood, III                     For       For          Management
11    Increase of Authorized Common Stock     For       For          Management
12    Conversion of Limited Vote Common Stock For       For          Management
13    Adoption of Removal for Cause Amendment For       For          Management
      to Company's Certificate of
      Incorporation
14    Deletion of Indemnification Provisions  For       For          Management
      in Certificate of Incorporation
15    Deletion of Quorum Provisions in        For       Against      Management
      Certificate of Incorporation
16    Amendment to Authorization of Preferred For       Against      Management
      Stock
17    2011 Omnibus Equity Incentive Plan      For       For          Management
18    Ratification of Auditor                 For       For          Management
19    Advisory Vote on Executive Compensation For       For          Management
20    Frequency of Advisory Vote on Executive 3 Years   2 Years      Management
      Compensation


--------------------------------------------------------------------------------

SCHLUMBERGER LIMITED

Ticker:       SLB            Security ID:  806857108
Meeting Date: APR 06, 2011   Meeting Type: Annual
Record Date:  FEB 16, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Philippe Camus                    For       For          Management
2     Elect Peter Currie                      For       For          Management
3     Elect Andrew Gould                      For       For          Management
4     Elect Tony Isaac                        For       For          Management
5     Elect K.V. Kamath                       For       For          Management
6     Elect Nikolay Kudryavtsev               For       For          Management
7     Elect Adrian Lajous                     For       For          Management
8     Elect Michael Marks                     For       For          Management
9     Elect Elizabeth Moler                   For       For          Management
10    Elect Leo Reif                          For       For          Management
11    Elect Tore Sandvold                     For       For          Management
12    Elect Henri Seydoux                     For       For          Management
13    Elect Paal Kibsgaard                    For       For          Management
14    Elect Lubna Olayan                      For       For          Management
15    Advisory Vote on Executive Compensation For       For          Management
16    Frequency of Advisory Vote on Executive 2 Years   2 Years      Management
      Compensation
17    Increase of Authorized Common Stock     For       For          Management
18    Amendements to Articles                 For       For          Management
19    Approval of Financial Statements and    For       For          Management
      Dividends
20    Ratification of Auditor                 For       For          Management


--------------------------------------------------------------------------------

SHIRE PLC

Ticker:       SHP            Security ID:  82481R106
Meeting Date: APR 26, 2011   Meeting Type: Annual
Record Date:  MAR 17, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accounts and Reports                    For       For          Management
2     Directors' Remuneration Report          For       Against      Management
3     Elect Matthew Emmens                    For       For          Management
4     Elect Angus Russell                     For       For          Management
5     Elect Graham Hetherington               For       For          Management
6     Elect David Kappler                     For       For          Management
7     Elect Patrick Langlois                  For       For          Management
8     Elect Jeffrey Leiden                    For       For          Management
9     Elect David Ginsburg                    For       For          Management
10    Elect Anne Minto                        For       For          Management
11    Appointment of Auditor                  For       For          Management
12    Authority to Set Auditor's Fees         For       For          Management
13    Authority to Issue Shares w/ Preemptive For       For          Management
      Rights
14    Authority to Issue Shares w/o           For       For          Management
      Preemptive Rights
15    Authority to Repurchase Shares          For       For          Management
16    Adoption of New Articles                For       For          Management
17    Authority to Set General Meeting Notice For       Against      Management
      Period at 14 Days


--------------------------------------------------------------------------------

SOUTHWESTERN ENERGY COMPANY

Ticker:       SWN            Security ID:  845467109
Meeting Date: MAY 17, 2011   Meeting Type: Annual
Record Date:  MAR 25, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Lewis Epley, Jr.                  For       For          Management
2     Elect Robert Howard                     For       For          Management
3     Elect Greg Kerley                       For       For          Management
4     Elect Harold Korell                     For       For          Management
5     Elect Vello Kuuskraa                    For       For          Management
6     Elect Kenneth Mourton                   For       For          Management
7     Elect Steven Mueller                    For       For          Management
8     Elect Charles Scharlau                  For       For          Management
9     Elect Alan Stevens                      For       For          Management
10    Ratification of Auditor                 For       For          Management
11    Advisory Vote on Executive Compensation For       For          Management
12    Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation
13    Amendment to the Bylaws to Reduce the   For       For          Management
      Ownership Threshold for Shareholders to
      Call a Special Meeting
14    Shareholder Proposal Regarding          Against   Against      Shareholder
      Political Contributions and Expenditure
      Report


--------------------------------------------------------------------------------

STARBUCKS CORP.

Ticker:       SBUX           Security ID:  855244109
Meeting Date: JAN 27, 2011   Meeting Type: Annual
Record Date:  NOV 22, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Howard Schultz                    For       For          Management
2     Elect William Bradley                   For       For          Management
3     Elect Mellody Hobson                    For       For          Management
4     Elect Kevin Johnson                     For       For          Management
5     Elect Olden Lee                         For       For          Management
6     Elect Sheryl Sandberg                   For       For          Management
7     Elect James Shennan, Jr.                For       For          Management


--------------------------------------------------------------------------------

STARBUCKS CORP.

Ticker:       SBUX           Security ID:  855244109
Meeting Date: MAR 23, 2011   Meeting Type: Annual
Record Date:  JAN 24, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
8     Elect Javier Teruel                     For       For          Management
9     Elect Myron Ullman III                  For       For          Management
10    Elect Craig Weatherup                   For       For          Management
11    Advisory Vote on Executive Compensation For       For          Management
12    Frequency of Advisory Vote on Executive 1 Year    1 Year       Management
      Compensation
13    Approval of Revised Performance         For       For          Management
      Criteria Under the 2005 Long-Term
      Equity Incentive Plan
14    Amendment to the 2005 Long-Term Equity  For       For          Management
      Incentive Plan
15    Ratification of Auditor                 For       For          Management
16    SHAREHOLDER PROPOSAL REGARDING          Against   Against      Shareholder
      RECYCLING STRATEGY FOR BEVERAGE
      CONTAINERS


--------------------------------------------------------------------------------

THE BOEING COMPANY

Ticker:       BA             Security ID:  097023105
Meeting Date: MAY 02, 2011   Meeting Type: Annual
Record Date:  MAR 03, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect John Bryson                       For       For          Management
2     Elect David Calhoun                     For       For          Management
3     Elect Arthur Collins, Jr.               For       For          Management
4     Elect Linda Cook                        For       For          Management
5     Elect Kenneth Duberstein                For       For          Management
6     Elect Edmund Giambastiani, Jr.          For       For          Management
7     Elect Edward Liddy                      For       For          Management
8     Elect John McDonnell                    For       For          Management
9     Elect W. James McNerney, Jr.            For       For          Management
10    Elect Susan Schwab                      For       For          Management
11    Elect Ronald Williams                   For       For          Management
12    Elect Mike Zafirovski                   For       For          Management
13    Advisory Vote on Executive Compensation For       For          Management
14    Frequency of Advisory Vote on Executive 3 Years   2 Years      Management
      Compensation
15    Ratification of Auditor                 For       For          Management
16    Shareholder Proposal Regarding          Against   Against      Shareholder
      Independent Verification of Compliance
      with Labor and Human Rights Standards
17    Shareholder Proposal Regarding          Against   Against      Shareholder
      Political Contributions and Expenditure
      Report
18    Shareholder Proposal Regarding Right to Against   For          Shareholder
      Act by Written Consent
19    Shareholder Proposal Regarding Right to Against   Against      Shareholder
      Call a Special Meeting
20    Shareholder Proposal Regarding          Against   Against      Shareholder
      Independent Board Chairman


--------------------------------------------------------------------------------

THE CHARLES SCHWAB CORPORATION

Ticker:       SCHW           Security ID:  808513105
Meeting Date: MAY 17, 2011   Meeting Type: Annual
Record Date:  MAR 18, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Frank Herringer                   For       For          Management
2     Elect Stephen McLin                     For       For          Management
3     Elect Charles Schwab                    For       For          Management
4     Elect Roger Walther                     For       For          Management
5     Elect Robert Wilson                     For       For          Management
6     Ratification of Auditor                 For       For          Management
7     Amendment to the 2004 Stock Incentive   For       For          Management
      Plan
8     Advisory Vote on Executive Compensation For       For          Management
9     Frequency of Advisory Vote on Executive 1 Year    1 Year       Management
      Compensation
10    Shareholder Proposal Regarding          Against   Against      Shareholder
      Political Contributions and Expenditure
      Report
11    Shareholder Proposal Regarding          Abstain   For          Shareholder
      Declassification of the Board


--------------------------------------------------------------------------------

THE GOLDMAN SACHS GROUP, INC.

Ticker:       GS             Security ID:  38141G104
Meeting Date: MAY 06, 2011   Meeting Type: Annual
Record Date:  MAR 07, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Lloyd Blankfein                   For       For          Management
2     Elect John Bryan                        For       For          Management
3     Elect Gary Cohn                         For       For          Management
4     Elect Claes Dahlback                    For       For          Management
5     Elect Stephen Friedman                  For       For          Management
6     Elect William George                    For       For          Management
7     Elect James Johnson                     For       For          Management
8     Elect Lois Juliber                      For       For          Management
9     Elect Lakshmi Mittal                    For       For          Management
10    Elect James Schiro                      For       For          Management
11    Advisory Vote on Executive Compensation For       Against      Management
12    Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation
13    Ratification of Auditor                 For       For          Management
14    Shareholder Proposal Regarding          Against   Against      Shareholder
      Cumulative Voting
15    Shareholder Proposal Regarding Right to Against   Against      Shareholder
      Call a Special Meeting
16    Shareholder Proposal Regarding          Against   Against      Shareholder
      Retention of Shares After Retirement
17    Shareholder Proposal Regarding Report   Against   Against      Shareholder
      on Compensation
18    Shareholder Proposal Regarding Report   Against   Against      Shareholder
      on Climate Change
19    Shareholder Proposal Regarding          Against   Against      Shareholder
      Political Contributions and Expenditure
      Report


--------------------------------------------------------------------------------

UNION PACIFIC CORPORATION

Ticker:       UNP            Security ID:  907818108
Meeting Date: MAY 05, 2011   Meeting Type: Annual
Record Date:  FEB 28, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Andrew Card, Jr.                  For       For          Management
2     Elect Erroll Davis, Jr.                 For       For          Management
3     Elect Thomas Donohue                    For       For          Management
4     Elect Archie Dunham                     For       For          Management
5     Elect Judith Richards Hope              For       For          Management
6     Elect Charles Krulak                    For       For          Management
7     Elect Michael McCarthy                  For       For          Management
8     Elect Michael McConnell                 For       For          Management
9     Elect Thomas McLarty III                For       For          Management
10    Elect Steven Rogel                      For       For          Management
11    Elect Jose Villarreal                   For       For          Management
12    Elect James Young                       For       For          Management
13    Ratification of Auditor                 For       For          Management
14    Advisory Vote on Executive Compensation For       For          Management
15    Frequency of Advisory Vote on Executive 1 Year    2 Years      Management
      Compensation
16    Actions adversely affecting preferred   For       For          Management
      stock
17    Removal of directors                    For       For          Management
18    Changing the authorized amount of       For       For          Management
      capital stock.
19    Shareholder Proposal Regarding          Against   Against      Shareholder
      Independent Board Chairman


--------------------------------------------------------------------------------

UNITED PARCEL SERVICE, INC.

Ticker:       UPS            Security ID:  911312106
Meeting Date: MAY 05, 2011   Meeting Type: Annual
Record Date:  MAR 07, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect F. Duane Ackerman                 For       For          Management
2     Elect Michael Burns                     For       For          Management
3     Elect D. Scott Davis                    For       For          Management
4     Elect Stuart Eizenstat                  For       For          Management
5     Elect Michael Eskew                     For       For          Management
6     Elect William Johnson                   For       For          Management
7     Elect Ann Livermore                     For       For          Management
8     Elect Rudy Markham                      For       For          Management
9     Elect Clark Randt, Jr.                  For       For          Management
10    Elect John Thompson                     For       For          Management
11    Elect Carol Tome                        For       For          Management
12    Advisory Vote on Executive Compensation For       For          Management
13    Frequency of Advisory Vote on Executive 3 Years   2 Years      Management
      Compensation
14    Ratification of Auditor                 For       For          Management
15    Transaction of Other Business           For       Against      Management


--------------------------------------------------------------------------------

UNITED TECHNOLOGIES CORPORATION

Ticker:       UTX            Security ID:  913017109
Meeting Date: APR 13, 2011   Meeting Type: Annual
Record Date:  FEB 15, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Louis Chenevert                   For       For          Management
2     Elect John Faraci                       For       For          Management
3     Elect Jean-Pierre Garnier               For       For          Management
4     Elect Jamie Gorelick                    For       For          Management
5     Elect Edward Kangas                     For       For          Management
6     Elect Ellen Kullman                     For       For          Management
7     Elect Charles Lee                       For       For          Management
8     Elect Richard McCormick                 For       For          Management
9     Elect Harold McGraw III                 For       For          Management
10    Elect Richard Myers                     For       For          Management
11    Elect H. Patrick Swygert                For       For          Management
12    Elect Andre Villeneuve                  For       For          Management
13    Elect Christine Whitman                 For       For          Management
14    Ratification of Auditor                 For       For          Management
15    Amendment to the 2005 Long-Term         For       For          Management
      Incentive Plan
16    Advisory Vote on Executive Compensation For       For          Management
17    Frequency of Advisory Vote on Executive For       2 Years      Management
      Compensation
18    Shareholder Proposal Regarding          Against   Against      Shareholder
      Retention of Shares


--------------------------------------------------------------------------------

VISA INC

Ticker:       V              Security ID:  92826C839
Meeting Date: MAR 23, 2011   Meeting Type: Annual
Record Date:  JAN 24, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Repeal of Classified Board              For       For          Management
2     Adoption of Majority Vote for Election  For       For          Management
      of Directors
3.1   Elect Gary Coughlan                     For       For          Management
3.2   Elect Mary Cranston                     For       For          Management
3.3   Elect Francisco Javier                  For       For          Management
      Fern?ndez-Carbajal
3.4   Elect Robert Matschullat                For       For          Management
3.5   Elect Cathy Minehan                     For       For          Management
3.6   Elect Suzanne Johnson                   For       For          Management
3.7   Elect David Pang                        For       For          Management
3.8   Elect Joseph Saunders                   For       For          Management
3.9   Elect William Shanahan                  For       For          Management
3.10  Elect John Swainson                     For       For          Management
3.11  Elect Suzanne Johnson                   For       For          Management
3.12  Elect Joseph Saunders                   For       For          Management
3.13  Elect John Swainson                     For       For          Management
4     Advisory Vote on Executive Compensation For       For          Management
5     Frequency of Advisory Vote on Executive 1 Year    1 Year       Management
      Compensation
6     Amendment to the Incentive Plan         For       For          Management
7     Ratification of Auditor                 For       For          Management


--------------------------------------------------------------------------------

WHOLE FOODS MARKET, INC.

Ticker:       WFMI           Security ID:  966837106
Meeting Date: MAR 08, 2011   Meeting Type: Annual
Record Date:  JAN 10, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
2     Ratification of Auditor                 For       For          Management
3     Advisory Vote on Executive Compensation For       For          Management
4     Frequency of Advisory Vote on Executive 2 Years   1 Year       Management
      Compensation
5     Shareholder Proposal Regarding Removal  Against   Against      Shareholder
      of Directors
6     Shareholder Proposal Regarding          Against   Against      Shareholder
      Independent Chairman


--------------------------------------------------------------------------------

WHOLE FOODS MARKET, INC.

Ticker:       WFMI           Security ID:  966837106
Meeting Date: MAR 08, 2011   Meeting Type: Annual
Record Date:  JAN 10, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.7   Elect Jonathan Seiffer                  For       For          Management
1.8   Elect Morris Siegel                     For       For          Management
1.9   Elect Jonathan Sokoloff                 For       For          Management


--------------------------------------------------------------------------------

WHOLE FOODS MARKET, INC.

Ticker:       WFMI           Security ID:  966837106
Meeting Date: MAR 23, 2011   Meeting Type: Annual
Record Date:  JAN 24, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.10  Elect Ralph Sorenson                    For       For          Management
1.11  Elect William Tindell                   For       For          Management


--------------------------------------------------------------------------------

WHOLE FOODS MARKET, INC.

Ticker:       WFMI           Security ID:  966837106
Meeting Date: MAR 23, 2011   Meeting Type: Annual
Record Date:  JAN 24, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect John Elstrott                     For       For          Management
1.2   Elect Gabrielle Greene                  For       For          Management
1.3   Elect Hass Hassan                       For       For          Management
1.4   Elect Stephanie Kugelman                For       For          Management
1.5   Elect John Mackey                       For       For          Management
1.6   Elect Walter  Robb                      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.




Prudential's Gibraltar Fund, Inc.


By



/s/ Stephen Pelletier*
      (Jonathan D. Shain)






Stephen Pelletier, President

*By Powers of Attorney dated October 1, 2009. Incorporated by reference
to corresponding exhibit to Post-Effective Amendment No. 77 to the Registration
Statement on Form N-1A for Advanced Series Trust (File No. 33-24962) filed via
EDGAR on October 16, 2009.


Date: August 24, 2011