FORM N-PX

                     ANNUAL REPORT OF PROXY VOTING RECORD OF
                    REGISTERED MANAGEMENT INVESTMENT COMPANY

                  Investment Company Act file number 811-04864

                            Prudential Investment Portfolios 7

               (Exact name of registrant as specified in charter)


     100 Mulberry Street, Gateway Center Three, 4th Floor, Newark, NJ 07102

               (Address of principal executive offices) (Zip Code)


                             Jonathan D. Shain, Esq.
     100 Mulberry Street, Gateway Center Three, 4th 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, 2012





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: 811-04864
Reporting Period: 07/01/2011 - 06/30/2012
Prudential Investment Portfolios 7









============ Prudential Jennison Value Fund - Sub-Adviser: Jennison ============


AMERICAN EXPRESS COMPANY

Ticker:       AXP            Security ID:  025816109
Meeting Date: APR 30, 2012   Meeting Type: Annual
Record Date:  MAR 01, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Charlene Barshefsky               For       For          Management
1.2   Elect Ursula Burns                      For       For          Management
1.3   Elect Kenneth Chenault                  For       For          Management
1.4   Elect Peter Chernin                     For       For          Management
1.5   Elect Theodore Leonsis                  For       For          Management
1.6   Elect Jan Leschly                       For       For          Management
1.7   Elect Richard Levin                     For       For          Management
1.8   Elect Richard McGinn                    For       For          Management
1.9   Elect Edward Miller                     For       For          Management
1.10  Elect Steven Reinemund                  For       For          Management
1.11  Elect Robert Walter                     For       For          Management
1.12  Elect Ronald Williams                   For       For          Management
2     Ratification of Auditor                 For       For          Management
3     Advisory Vote on Executive Compensation For       For          Management
4     Amendment to the 2007 Incentive         For       For          Management
      Compensation Plan
5     Shareholder Proposal Regarding          Against   Against      Shareholder
      Cumulative Voting
6     Shareholder Proposal Regarding          Against   Against      Shareholder
      Independent Board Chair


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ANADARKO PETROLEUM CORPORATION

Ticker:       APC            Security ID:  032511107
Meeting Date: MAY 15, 2012   Meeting Type: Annual
Record Date:  MAR 20, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Kevin Chilton                     For       For          Management
2     Elect Luke Corbett                      For       For          Management
3     Elect Paulett Eberhart                  For       For          Management
4     Elect Peter Fluor                       For       For          Management
5     Elect Richard George                    For       For          Management
6     Elect Preston Geren, III                For       For          Management
7     Elect Charles Goodyear                  For       For          Management
8     Elect John Gordon                       For       For          Management
9     Elect James Hackett                     For       For          Management
10    Elect Eric Mullins                      For       For          Management
11    Elect Paula Rosput Reynolds             For       For          Management
12    Elect R. Walker                         For       For          Management
13    Ratification of Auditor                 For       For          Management
14    2012 Omnibus Incentive Compensation     For       For          Management
      Plan
15    Advisory Vote on Executive Compensation For       For          Management
16    Shareholder Proposal Regarding          Against   Against      Shareholder
      Independent Board Chairman/Separation
      of Chair and CEO
17    Shareholder Proposal Regarding          Against   For          Shareholder
      Adopting Sexual Orientation Anti-Bias
      Policy
18    Shareholder Proposal Regarding          Against   Against      Shareholder
      Compensation in the Event of a Change
      in Control
19    Shareholder Proposal Regarding          Against   Against      Shareholder
      Political Contributions and
      Expenditures Report


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APPLE INC

Ticker:       AAPL           Security ID:  037833100
Meeting Date: FEB 23, 2012   Meeting Type: Annual
Record Date:  DEC 27, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect William Campbell                  For       For          Management
1.2   Elect Timothy Cook                      For       For          Management
1.3   Elect Millard Drexler                   For       For          Management
1.4   Elect Albert Gore, Jr.                  For       For          Management
1.5   Elect Robert Iger                       For       For          Management
1.6   Elect Andrea Jung                       For       For          Management
1.7   Elect Arthur Levinson                   For       For          Management
1.8   Elect Ronald Sugar                      For       For          Management
2     Ratification of Auditor                 For       For          Management
3     Advisory Vote on Executive Compensation For       For          Management
4     Shareholder Proposal Regarding          Against   Against      Shareholder
      Conflict of Interest Report
5     Shareholder Proposal Regarding          Against   Against      Shareholder
      Advisory Vote on Director Compensation
6     Shareholder Proposal Regarding          Against   Against      Shareholder
      Political Contributions and
      Expenditures Report
7     Shareholder Proposal Regarding          Against   Against      Shareholder
      Majority Vote for Election of Directors


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ARCH CAPITAL GROUP LTD.

Ticker:       ACGL           Security ID:  G0450A105
Meeting Date: MAY 09, 2012   Meeting Type: Annual
Record Date:  MAR 12, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Eric Doppstadt                    For       For          Management
2     Elect Constantine Iordanou              For       For          Management
3     Elect James Meenaghan                   For       For          Management
4     Elect John Pasquesi                     For       Abstain      Management
5     Elect Anthony Asquith                   For       For          Management
6     Elect Edgardo Balois                    For       For          Management
7     Elect William E. Beveridge              For       For          Management
8     Elect Dennis R. Brand                   For       For          Management
9     Elect Peter Calleo                      For       For          Management
10    Elect Knud Christensen                  For       For          Management
11    Elect Paul Cole                         For       For          Management
12    Elect Graham B. R. Collis               For       For          Management
13    Elect William J. Cooney                 For       For          Management
14    Elect Michael Feetham                   For       For          Management
15    Elect Stephan Fogarty                   For       For          Management
16    Elect Elizabeth Fullerton-Rome          For       For          Management
17    Elect Marc Grandisson                   For       For          Management
18    Elect Michael A. Greene                 For       For          Management
19    Elect John C. R. Hele                   For       For          Management
20    Elect David W. Hipkin                   For       For          Management
21    Elect W. Preston Hutchings              For       For          Management
22    Elect Constantine Iordanou              For       For          Management
23    Elect Wolbert H. Kamphuijs              For       For          Management
24    Elect Michael H. Kier                   For       For          Management
25    Elect Lin Li-Williams                   For       For          Management
26    Elect Mark D. Lyons                     For       For          Management
27    Elect Adam Matteson                     For       For          Management
28    Elect David McElroy                     For       For          Management
29    Elect Rommel Mercado                    For       For          Management
30    Elect Martin Nilsen                     For       For          Management
31    Elect Mark Nolan                        For       For          Management
32    Elect Nicolas Papadopoulo               For       For          Management
33    Elect Elisabeth Quinn                   For       For          Management
34    Elect Maamoun Rajeh                     For       For          Management
35    Elect John F. Rathgeber                 For       For          Management
36    Elect Andrew Rippert                    For       For          Management
37    Elect Paul S. Robotham                  For       For          Management
38    Elect Carla Santamaria-Sena             For       For          Management
39    Elect Scott Schenker                    For       For          Management
40    Elect Soren Scheuer                     For       For          Management
41    Elect Budhi Singh                       For       For          Management
42    Elect Helmut Sohler                     For       For          Management
43    Elect Iwan van Munster                  For       For          Management
44    Elect Angus Watson                      For       For          Management
45    Elect James R. Weatherstone             For       For          Management
46    2012 Long Term Incentive and Share      For       For          Management
      Award Plan
47    Ratification of Auditor                 For       For          Management
48    Advisory Vote on Executive Compensation For       For          Management


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AXIS CAPITAL HOLDINGS LIMITED

Ticker:       AXS            Security ID:  G0692U109
Meeting Date: MAY 03, 2012   Meeting Type: Annual
Record Date:  MAR 05, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Michael Butt                      For       For          Management
1.2   Elect John Charman                      For       For          Management
1.3   Elect Charles Davis                     For       For          Management
1.4   Elect Andrew Large                      For       For          Management
2     Advisory Vote on Executive Compensation For       For          Management
3     Amendment to the 2007 Long-Term Equity  For       For          Management
      Compensation Plan
4     Ratification of Auditor                 For       For          Management


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BUNGE LIMITED

Ticker:       BG             Security ID:  G16962105
Meeting Date: MAY 25, 2012   Meeting Type: Annual
Record Date:  MAR 30, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Francis Coppinger                 For       For          Management
2     Elect Alberto Weisser                   For       For          Management
3     Ratification of Auditor                 For       For          Management
4     Advisory Vote on Executive Compensation For       For          Management


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CA TECHNOLOGIES

Ticker:       CA             Security ID:  12673P105
Meeting Date: AUG 03, 2011   Meeting Type: Annual
Record Date:  JUN 07, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Raymond Bromark                   For       For          Management
2     Elect Gary Fernandes                    For       For          Management
3     Elect Rohit Kapoor                      For       For          Management
4     Elect Kay Koplovitz                     For       For          Management
5     Elect Christopher Lofgren               For       For          Management
6     Elect William McCracken                 For       For          Management
7     Elect Richard Sulpizio                  For       For          Management
8     Elect Laura Unger                       For       For          Management
9     Elect Arthur Weinbach                   For       For          Management
10    Elect Ron Zambonini                     For       For          Management
11    Ratification of Auditor                 For       For          Management
12    Advisory Vote on Executive Compensation For       For          Management
13    Frequency of Advisory Vote on           1 Year    1 Year       Management
      Executive Compensation
14    2011 Incentive Plan                     For       For          Management
15    2012 Employee Stock Purchase Plan       For       For          Management


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CALPINE CORPORATION

Ticker:       CPN            Security ID:  131347304
Meeting Date: MAY 15, 2012   Meeting Type: Annual
Record Date:  MAR 20, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Frank  Cassidy                    For       For          Management
1.2   Elect Jack Fusco                        For       For          Management
1.3   Elect Robert Hinckley                   For       For          Management
1.4   Elect David Merritt                     For       For          Management
1.5   Elect W. Benjamin Moreland              For       For          Management
1.6   Elect Robert Mosbacher, Jr.             For       For          Management
1.7   Elect William E. Oberndorf              For       For          Management
1.8   Elect Denise O'Leary                    For       For          Management
1.9   Elect J. Stuart Ryan                    For       For          Management
2     Ratification of Auditor                 For       For          Management
3     Advisory Vote on Executive Compensation For       For          Management


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CIGNA CORPORATION

Ticker:       CI             Security ID:  125509109
Meeting Date: APR 25, 2012   Meeting Type: Annual
Record Date:  FEB 27, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect John Partridge                    For       For          Management
2     Elect James Rogers                      For       For          Management
3     Elect Joseph Sullivan                   For       For          Management
4     Elect Eric Wiseman                      For       For          Management
5     Advisory Vote on Executive Compensation For       For          Management
6     Ratification of Auditor                 For       For          Management
7     Amendment to the Executive Incentive    For       For          Management
      Plan
8     Repeal of Classified Board              None      For          Management


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CITIGROUP INC.

Ticker:       C              Security ID:  172967424
Meeting Date: APR 17, 2012   Meeting Type: Annual
Record Date:  FEB 21, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Franz Humer                       For       For          Management
2     Elect Robert Joss                       For       For          Management
3     Elect Michael O'Neill                   For       For          Management
4     Elect Vikram Pandit                     For       For          Management
5     Elect Lawrence Ricciardi                For       For          Management
6     Elect Judith Rodin                      For       For          Management
7     Elect Robert Ryan                       For       For          Management
8     Elect Anthony Santomero                 For       For          Management
9     Elect Joan Spero                        For       For          Management
10    Elect Diana Taylor                      For       For          Management
11    Elect William Thompson, Jr.             For       For          Management
12    Elect Ernesto Zedillo                   For       For          Management
13    Ratification of Auditor                 For       For          Management
14    Amendment to the 2009 Stock Incentive   For       For          Management
      Plan
15    Advisory Vote on Executive Compensation For       Against      Management
16    Shareholder Proposal Regarding          Against   Against      Shareholder
      Disclosure of Prior Government Service
17    Shareholder Proposal Regarding          Against   Against      Shareholder
      Political Contributions and
      Expenditures Report
18    Shareholder Proposal Regarding          Against   Against      Shareholder
      Retention of Shares After Retirement
19    Shareholder Proposal Regarding          Against   Against      Shareholder
      Independent Review of Controls Related
      to Loans, Foreclosures and
      Securitizations


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COMCAST CORPORATION

Ticker:       CMCSA          Security ID:  20030N101
Meeting Date: MAY 31, 2012   Meeting Type: Annual
Record Date:  MAR 22, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Kenneth Bacon                     For       For          Management
1.2   Elect Sheldon Bonovitz                  For       For          Management
1.3   Elect Joseph Collins                    For       For          Management
1.4   Elect J. Michael Cook                   For       For          Management
1.5   Elect Gerald Hassell                    For       For          Management
1.6   Elect Jeffrey Honickman                 For       For          Management
1.7   Elect Eduardo  Mestre                   For       For          Management
1.8   Elect Brian Roberts                     For       For          Management
1.9   Elect Ralph Roberts                     For       For          Management
1.10  Elect Johnathan Rodgers                 For       For          Management
1.11  Elect Judith Rodin                      For       For          Management
2     Ratification of Auditor                 For       For          Management
3     Amendment to the 2002 Employee Stock    For       For          Management
      Purchase Plan
4     Amendment to the 2011 Employee Stock    For       For          Management
      Purchase Plan
5     Shareholder Proposal Regarding          Against   Against      Shareholder
      Cumulative Voting
6     Shareholder Proposal Regarding          Against   Against      Shareholder
      Independent Board Chairman
7     Shareholder Proposal Regarding          Against   Against      Shareholder
      Retention of Shares Until Retirement
8     Shareholder Proposal Regarding Poison   Against   For          Shareholder
      Pills


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CVS CAREMARK CORPORATION

Ticker:       CVS            Security ID:  126650100
Meeting Date: MAY 10, 2012   Meeting Type: Annual
Record Date:  MAR 13, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect C. David Brown II                 For       For          Management
2     Elect David Dorman                      For       For          Management
3     Elect Anne Finucane                     For       For          Management
4     Elect Kristen Gibney Williams           For       For          Management
5     Elect Marian Heard                      For       For          Management
6     Elect Larry Merlo                       For       For          Management
7     Elect Jean-Pierre Millon                For       For          Management
8     Elect C.A. Lance Piccolo                For       For          Management
9     Elect Richard Swift                     For       For          Management
10    Elect Tony White                        For       For          Management
11    Ratification of Auditor                 For       For          Management
12    Advisory Vote on Executive Compensation For       For          Management
13    Authorization of Written Consent by     For       For          Management
      Less Than Unanimous Approval
14    Shareholder Proposal Regarding          Against   Against      Shareholder
      Political Contributions and
      Expenditures Report


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DELL INC.

Ticker:       DELL           Security ID:  24702R101
Meeting Date: JUL 15, 2011   Meeting Type: Annual
Record Date:  MAY 20, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect James Breyer                      For       Withhold     Management
1.2   Elect Donald Carty                      For       For          Management
1.3   Elect Michael Dell                      For       For          Management
1.4   Elect William Gray, III                 For       For          Management
1.5   Elect Gerard Kleisterlee                For       For          Management
1.6   Elect Thomas Luce, III                  For       For          Management
1.7   Elect Klaus Luft                        For       For          Management
1.8   Elect Alex Mandl                        For       For          Management
1.9   Elect Shantanu Narayen                  For       For          Management
1.10  Elect H. Ross Perot, Jr.                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           1 Year    2 Years      Management
      Executive Compensation
5     Shareholder Proposal Regarding          Against   Against      Shareholder
      Independent Board Chairman
6     Shareholder Proposal Regarding Right    Against   For          Shareholder
      to Act by Written Consent
7     Shareholder Proposal Regarding          Against   Against      Shareholder
      Declaration of Dividends


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DELTA AIR LINES, INC.

Ticker:       DAL            Security ID:  247361702
Meeting Date: JUN 15, 2012   Meeting Type: Annual
Record Date:  APR 20, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Richard Anderson                  For       For          Management
2     Elect Edward Bastian                    For       For          Management
3     Elect Roy Bostock                       For       For          Management
4     Elect John Brinzo                       For       For          Management
5     Elect Daniel Carp                       For       For          Management
6     Elect David DeWalt                      For       For          Management
7     Elect Mickey Foret                      For       For          Management
8     Elect Shirley Franklin                  For       For          Management
9     Elect David Goode                       For       For          Management
10    Elect Paula Rosput Reynolds             For       For          Management
11    Elect Kenneth Rogers                    For       For          Management
12    Elect Kenneth Woodrow                   For       For          Management
13    Advisory Vote on Executive Compensation For       For          Management
14    Re-Approval of the Performance Goals    For       For          Management
      Under the 2007 Performance
      Compensation Plan
15    Ratification of Auditor                 For       For          Management


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ENSCO PLC

Ticker:       ESV            Security ID:  29358Q109
Meeting Date: MAY 22, 2012   Meeting Type: Annual
Record Date:  MAR 30, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect C. Christopher Gaut               For       For          Management
2     Elect Gerald Haddock                    For       For          Management
3     Elect Paul Rowsey III                   For       For          Management
4     Elect Francis Kalman                    For       For          Management
5     Elect David Brown                       For       For          Management
6     Ratification of Auditor                 For       For          Management
7     Ratification of Statutory Auditor       For       For          Management
8     Authority to Set Auditor's Fees         For       For          Management
9     2012 Long-Term Incentive Plan           For       For          Management
10    Advisory Vote on Executive Compensation For       For          Management


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EXELON CORPORATION

Ticker:       EXC            Security ID:  30161N101
Meeting Date: APR 02, 2012   Meeting Type: Annual
Record Date:  FEB 07, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect John Canning Jr.                  For       For          Management
2     Elect Christopher  Crane                For       For          Management
3     Elect M. Walter D'Alessio               For       For          Management
4     Elect Nicholas DeBenedictis             For       For          Management
5     Elect Nelson Diaz                       For       For          Management
6     Elect Sue Ling Gin                      For       For          Management
7     Elect Rosemarie Greco                   For       For          Management
8     Elect Paul Joskow                       For       For          Management
9     Elect Richard Mies                      For       For          Management
10    Elect John Palms                        For       For          Management
11    Elect William Richardson                For       For          Management
12    Elect Thomas Ridge                      For       For          Management
13    Elect John Rogers, Jr.                  For       For          Management
14    Elect John Rowe                         For       For          Management
15    Elect Stephen Steinour                  For       For          Management
16    Elect Donald Thompson                   For       For          Management
17    Elect Ann Berzin                        For       For          Management
18    Elect Yves de Balmann                   For       For          Management
19    Elect Robert Lawless                    For       For          Management
20    Elect Mayo Shattuck III                 For       For          Management
21    Ratification of Auditor                 For       For          Management
22    Advisory Vote on Executive Compensation For       For          Management


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FLEXTRONICS INTERNATIONAL

Ticker:       FLEX           Security ID:  Y2573F102
Meeting Date: JUL 22, 2011   Meeting Type: Annual
Record Date:  MAY 24, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Robert Edwards                    For       For          Management
2     Elect Daniel Schulman                   For       For          Management
3     Appointment of Auditor and Authority    For       For          Management
      to Set Fees
4     Authority to Issue Ordinary Shares      For       For          Management
5     Directors' Fees                         For       For          Management
6     Advisory Vote on Executive Compensation For       For          Management
7     Frequency of Advisory Vote on           1 Year    1 Year       Management
      Executive Compensation
8     Renewal of the Share Purchase Mandate   For       For          Management


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FREEPORT-MCMORAN COPPER & GOLD INC.

Ticker:       FCX            Security ID:  35671D857
Meeting Date: JUN 14, 2012   Meeting Type: Annual
Record Date:  APR 18, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Richard Adkerson                  For       For          Management
1.2   Elect Robert Allison, Jr.               For       For          Management
1.3   Elect Robert Day                        For       For          Management
1.4   Elect Gerald Ford                       For       For          Management
1.5   Elect H. Devon Graham, Jr.              For       For          Management
1.6   Elect Charles Krulak                    For       For          Management
1.7   Elect Bobby Lackey                      For       For          Management
1.8   Elect Jon Madonna                       For       For          Management
1.9   Elect Dustan McCoy                      For       For          Management
1.10  Elect James Moffett                     For       For          Management
1.11  Elect B. M. Rankin, Jr.                 For       For          Management
1.12  Elect Stephen Siegele                   For       For          Management
2     Advisory Vote on Executive Compensation For       For          Management
3     Ratification of Auditor                 For       For          Management
4     Shareholder Proposal Regarding          Against   Against      Shareholder
      Environmental Expertise on Board


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GOLDCORP INC.

Ticker:       G              Security ID:  380956409
Meeting Date: APR 26, 2012   Meeting Type: Special
Record Date:  MAR 12, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Ian Telfer                        For       For          Management
1.2   Elect Douglas Holtby                    For       For          Management
1.3   Elect Charles Jeannes                   For       For          Management
1.4   Elect John Bell                         For       For          Management
1.5   Elect Lawrence Bell                     For       For          Management
1.6   Elect Beverley Briscoe                  For       For          Management
1.7   Elect Peter Dey                         For       For          Management
1.8   Elect P. Randy Reifel                   For       For          Management
1.9   Elect A. Dan Rovig                      For       For          Management
1.10  Elect Blanca Trevino de Vega            For       For          Management
1.11  Elect Kenneth Williamson                For       For          Management
2     Appointment of Auditor and Authority    For       For          Management
      to Set Fees
3     Amendment to the Restricted Share Plan  For       For          Management
4     Advisory Vote on Executive Compensation For       For          Management
5     Shareholder Proposal Regarding Human    Against   Against      Management
      Rights


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GOOGLE INC.

Ticker:       GOOG           Security ID:  38259P508
Meeting Date: JUN 21, 2012   Meeting Type: Annual
Record Date:  APR 23, 2012

#     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 Diane Greene                      For       For          Management
1.6   Elect John Hennessy                     For       For          Management
1.7   Elect Ann Mather                        For       For          Management
1.8   Elect Paul Otellini                     For       For          Management
1.9   Elect K. Ram Shriram                    For       For          Management
1.10  Elect Shirley Tilghman                  For       For          Management
2     Ratification of Auditor                 For       For          Management
3     Establish Class C Capital Stock         For       Against      Management
4     Increase in Authorized Shares of Class  For       Against      Management
      A Common Stock
5     Adopt Article Amendments to Ensure the  For       Against      Management
      Fair Treatment of Class A Common Stock
6     2012 Stock Plan                         For       Against      Management
7     2012 Incentive Compensation Plan        For       Against      Management
8     Shareholder Proposal Regarding          Against   Against      Shareholder
      Advisory Vote on Electioneering
      Expenditures
9     Shareholder Proposal Regarding          Against   Against      Shareholder
      Arbitration
10    Shareholder Proposal Regarding          Against   For          Shareholder
      Recapitalization


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HALLIBURTON COMPANY

Ticker:       HAL            Security ID:  406216101
Meeting Date: MAY 16, 2012   Meeting Type: Annual
Record Date:  MAR 19, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Alan Bennett                      For       For          Management
2     Elect James Boyd                        For       For          Management
3     Elect Milton Carroll                    For       For          Management
4     Elect Nance  Dicciani                   For       For          Management
5     Elect Murry Gerber                      For       For          Management
6     Elect S. Malcolm Gillis                 For       For          Management
7     Elect Abdallah Jum'ah                   For       For          Management
8     Elect David Lesar                       For       For          Management
9     Elect Robert Malone                     For       For          Management
10    Elect J. Landis Martin                  For       For          Management
11    Elect Debra Reed                        For       For          Management
12    Ratification of Auditor                 For       For          Management
13    Advisory Vote on Executive Compensation For       For          Management
14    Amendment to the Stock and Incentive    For       For          Management
      Plan


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HCA HOLDINGS, INC.

Ticker:       HCA            Security ID:  40412C101
Meeting Date: APR 26, 2012   Meeting Type: Annual
Record Date:  MAR 01, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Richard Bracken                   For       For          Management
1.2   Elect R. Milton Johnson                 For       For          Management
1.3   Elect John Connaughton                  For       For          Management
1.4   Elect Kenneth Freeman                   For       For          Management
1.5   Elect Thomas Frist III                  For       For          Management
1.6   Elect William Frist                     For       For          Management
1.7   Elect Christopher Gordon                For       For          Management
1.8   Elect Jay Light                         For       For          Management
1.9   Elect Geoffrey Meyers                   For       For          Management
1.10  Elect Michael  Michelson                For       For          Management
1.11  Elect James Momtazee                    For       For          Management
1.12  Elect Stephen Pagliuca                  For       For          Management
1.13  Elect Wayne Riley                       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           1 Year    2 Years      Management
      Executive Compensation


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HESS CORPORATION

Ticker:       HES            Security ID:  42809H107
Meeting Date: MAY 02, 2012   Meeting Type: Annual
Record Date:  MAR 16, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect John Hess                         For       For          Management
2     Elect Samuel Bodman, III                For       For          Management
3     Elect Risa Lavizzo-Mourey               For       For          Management
4     Elect Craig Matthews                    For       For          Management
5     Elect Ernst von Metzsch                 For       For          Management
6     Ratification of Auditor                 For       For          Management
7     Advisory Vote on Executive Compensation For       For          Management
8     Amendment to the 2008 Long-Term         For       For          Management
      Incentive Plan
9     Shareholder Proposal Regarding          None      For          Shareholder
      Declassification of the Board


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INGERSOLL-RAND PLC

Ticker:       IR             Security ID:  G47791101
Meeting Date: JUN 07, 2012   Meeting Type: Annual
Record Date:  APR 09, 2012

#     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    Advisory Vote on Executive Compensation For       For          Management
13    Appointment of Auditor                  For       For          Management


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

INTERNATIONAL GAME TECHNOLOGY

Ticker:       IGT            Security ID:  459902102
Meeting Date: MAR 05, 2012   Meeting Type: Annual
Record Date:  JAN 09, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Paget Alves                       For       For          Management
1.2   Elect Janice Chaffin                    For       For          Management
1.3   Elect Greg Creed                        For       For          Management
1.4   Elect Patti Hart                        For       For          Management
1.5   Elect Robert Miller                     For       For          Management
1.6   Elect David Roberson                    For       For          Management
1.7   Elect Vincent Sadusky                   For       For          Management
1.8   Elect Philip Satre                      For       For          Management
2     Advisory Vote on Executive Compensation For       For          Management
3     Ratification of Auditor                 For       For          Management


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

JPMORGAN CHASE & CO.

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 15, 2012   Meeting Type: Annual
Record Date:  MAR 16, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect James Bell                        For       For          Management
2     Elect Crandall Bowles                   For       For          Management
3     Elect Stephen Burke                     For       For          Management
4     Elect David Cote                        For       For          Management
5     Elect James Crown                       For       For          Management
6     Elect James Dimon                       For       For          Management
7     Elect Timothy Flynn                     For       For          Management
8     Elect Ellen Futter                      For       For          Management
9     Elect Laban Jackson, Jr.                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    Shareholder Proposal Regarding          Against   Against      Shareholder
      Affirmation of Political
      Nonpartisanship
15    Shareholder Proposal Regarding          Against   Against      Shareholder
      Independent Board Chairman
16    Shareholder Proposal Regarding          Against   Against      Shareholder
      Mortgage Loan Servicing
17    Shareholder Proposal Regarding          Against   Against      Shareholder
      Political Contributions and
      Expenditures Report
18    Shareholder Proposal Regarding          Against   Against      Shareholder
      Genocide-Free Investing
19    Shareholder Proposal Regarding Right    Against   For          Shareholder
      to Act by Written Consent
20    Shareholder Proposal Regarding          Against   Against      Shareholder
      Retention of Shares After Retirement


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

KRAFT FOODS INC.

Ticker:       KFT            Security ID:  50075N104
Meeting Date: MAY 23, 2012   Meeting Type: Annual
Record Date:  MAR 15, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Myra Hart                         For       For          Management
2     Elect Peter Henry                       For       For          Management
3     Elect Lois Juliber                      For       For          Management
4     Elect Mark Ketchum                      For       For          Management
5     Elect Terry Lundgren                    For       For          Management
6     Elect Mackey McDonald                   For       For          Management
7     Elect Jorge Mesquita                    For       For          Management
8     Elect John Pope                         For       For          Management
9     Elect Fedric Reynolds                   For       For          Management
10    Elect Irene Rosenfeld                   For       For          Management
11    Elect Jean-Francois van Boxmeer         For       For          Management
12    Advisory Vote on Executive Compensation For       For          Management
13    Company Name Change                     For       For          Management
14    Ratification of Auditor                 For       For          Management
15    Shareholder Proposal Regarding          Against   Against      Shareholder
      Sustainable Forestry Report
16    Shareholder Proposal Regarding          Against   Against      Shareholder
      Extended Producer Responsibility
17    Shareholder Proposal Regarding          Against   Against      Shareholder
      Lobbying Expenditures


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

LEAR CORPORATION

Ticker:       LEA            Security ID:  521865204
Meeting Date: MAY 16, 2012   Meeting Type: Annual
Record Date:  MAR 30, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Thomas  Capo                      For       For          Management
2     Elect Jonathan Foster                   For       For          Management
3     Elect Conrad Mallett, Jr.               For       For          Management
4     Elect Donald Runkle                     For       For          Management
5     Elect Matthew Simoncini                 For       For          Management
6     Elect Gregory Smith                     For       For          Management
7     Elect Henry Wallace                     For       For          Management
8     Ratification of Auditor                 For       For          Management
9     Advisory Vote on Executive Compensation For       For          Management


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

MARATHON OIL CORPORATION

Ticker:       MRO            Security ID:  565849106
Meeting Date: APR 25, 2012   Meeting Type: Annual
Record Date:  FEB 27, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Gregory Boyce                     For       For          Management
2     Elect Pierre Brondeau                   For       For          Management
3     Elect Clarence Cazalot, Jr.             For       For          Management
4     Elect Linda Cook                        For       For          Management
5     Elect Shirley Jackson                   For       For          Management
6     Elect Philip Lader                      For       For          Management
7     Elect Michael Phelps                    For       For          Management
8     Elect Dennis Reilley                    For       For          Management
9     Ratification of Auditor                 For       For          Management
10    Advisory Vote on Executive Compensation For       For          Management
11    2012 Incentive Compensation Plan        For       For          Management


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

MARATHON PETROLEUM CORPORATION

Ticker:       MPC            Security ID:  56585A102
Meeting Date: APR 25, 2012   Meeting Type: Annual
Record Date:  FEB 27, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect David Daberko                     For       For          Management
1.2   Elect Donna James                       For       For          Management
1.3   Elect Charles Lee                       For       For          Management
1.4   Elect Seth Schofield                    For       For          Management
2     Ratification of Auditor                 For       For          Management
3     2012 Incentive Compensation Plan        For       For          Management
4     Advisory Vote on Executive Compensation For       For          Management
5     Frequency of Advisory Vote on           1 Year    2 Years      Management
      Executive Compensation


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

MARVELL TECHNOLOGY GROUP LTD.

Ticker:       MRVL           Security ID:  G5876H105
Meeting Date: JUN 28, 2012   Meeting Type: Annual
Record Date:  MAY 01, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Sehat Sutardja                    For       For          Management
2     Elect Pantas Sutardja                   For       For          Management
3     Elect Juergen Gromer                    For       For          Management
4     Elect Arturo Krueger                    For       For          Management
5     Elect Randhir Thakur                    For       For          Management
6     Advisory Vote on Executive Compensation For       For          Management
7     Ratification of Auditor                 For       For          Management


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

MAXIM INTEGRATED PRODUCTS, INC.

Ticker:       MXIM           Security ID:  57772K101
Meeting Date: NOV 16, 2011   Meeting Type: Annual
Record Date:  SEP 19, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Tunc Doluca                       For       For          Management
1.2   Elect B. Kipling Hagopian               For       For          Management
1.3   Elect James Bergman                     For       For          Management
1.4   Elect Joseph Bronson                    For       For          Management
1.5   Elect Robert Grady                      For       For          Management
1.6   Elect William Watkins                   For       Withhold     Management
1.7   Elect A.R. Frank Wazzan                 For       For          Management
2     Ratification of Auditor                 For       For          Management
3     Amendment to the 2008 Employee Stock    For       For          Management
      Purchase Plan
4     Amendment to the 1996 Stock Incentive   For       Against      Management
      Plan
5     Advisory Vote on Executive Compensation For       For          Management
6     Frequency of Advisory Vote on           1 Year    2 Years      Management
      Executive Compensation


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

METLIFE, INC.

Ticker:       MET            Security ID:  59156R108
Meeting Date: APR 24, 2012   Meeting Type: Annual
Record Date:  MAR 01, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect John Keane                        For       For          Management
1.2   Elect Catherine Kinney                  For       For          Management
1.3   Elect Hugh Price                        For       For          Management
1.4   Elect Kenton Sicchitano                 For       For          Management
2     Ratification of Auditor                 For       For          Management
3     Advisory Vote on Executive Compensation For       For          Management


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

METROPCS COMMUNICATIONS, INC.

Ticker:       PCS            Security ID:  591708102
Meeting Date: MAY 24, 2012   Meeting Type: Annual
Record Date:  APR 09, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Jack Callahan, Jr.                For       For          Management
1.2   Elect W. Michael Barnes                 For       For          Management
2     Ratification of Auditor                 For       For          Management


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

MOODY'S CORPORATION

Ticker:       MCO            Security ID:  615369105
Meeting Date: APR 16, 2012   Meeting Type: Annual
Record Date:  FEB 21, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Ewald Kist                        For       For          Management
2     Elect Henry McKinnell, Jr.              For       For          Management
3     Elect John Wulff                        For       For          Management
4     Ratification of Auditor                 For       For          Management
5     Advisory Vote on Executive Compensation For       For          Management
6     Shareholder Proposal Regarding          Against   For          Shareholder
      Declassification of the Board


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

MORGAN STANLEY

Ticker:       MS             Security ID:  617446448
Meeting Date: MAY 15, 2012   Meeting Type: Annual
Record Date:  MAR 19, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Roy Bostock                       For       For          Management
2     Elect Erskine Bowles                    For       For          Management
3     Elect Howard Davies                     For       For          Management
4     Elect James Gorman                      For       For          Management
5     Elect C. Robert Kidder                  For       For          Management
6     Elect Klaus Kleinfield                  For       For          Management
7     Elect Donald Nicolaisen                 For       For          Management
8     Elect Hutham Olayan                     For       For          Management
9     Elect James Owens                       For       For          Management
10    Elect O. Griffith Sexton                For       For          Management
11    Elect Ryosuke Tamakoshi                 For       For          Management
12    Elect Masaaki Tanaka                    For       For          Management
13    Elect Laura Tyson                       For       For          Management
14    Ratification of Auditor                 For       For          Management
15    Amendment to the 2007 Equity Incentive  For       For          Management
      Compensation Plan
16    Amendment to the Directors' Equity      For       For          Management
      Capital Accumulation Plan
17    Advisory Vote on Executive Compensation For       Against      Management


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

MYLAN INC.

Ticker:       MYL            Security ID:  628530107
Meeting Date: MAY 04, 2012   Meeting Type: Annual
Record Date:  MAR 23, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Robert Coury                      For       For          Management
1.2   Elect Rodney Piatt                      For       For          Management
1.3   Elect Heather Bresch                    For       For          Management
1.4   Elect Wendy Cameron                     For       For          Management
1.5   Elect Robert Cindrich                   For       For          Management
1.6   Elect Neil Dimick                       For       For          Management
1.7   Elect Douglas Leech                     For       For          Management
1.8   Elect Joseph Maroon                     For       For          Management
1.9   Elect Mark Parrish                      For       For          Management
1.10  Elect C. B. Todd                        For       For          Management
1.11  Elect Randall Vanderveen                For       For          Management
2     Ratification of Auditor                 For       For          Management
3     Amendment to the 2003 Long-Term         For       For          Management
      Incentive Plan
4     ADVISORY VOTE ON EXECUTIVE COMPENSATION For       For          Management
5     Shareholder Proposal Regarding          Against   Against      Shareholder
      Political Contributions and
      Expenditures Report
6     Shareholder Proposal Regarding          Against   Against      Shareholder
      Independent Board Chair


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

NATIONAL GRID PLC

Ticker:       NGG            Security ID:  636274300
Meeting Date: JUL 25, 2011   Meeting Type: Annual
Record Date:  JUN 10, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accounts and Reports                    For       For          Management
2     Allocation of Profits/Dividends         For       For          Management
3     Elect John Parker                       For       For          Management
4     Elect Steven Holliday                   For       For          Management
5     Elect Andrew Bonfield                   For       For          Management
6     Elect Thomas King                       For       For          Management
7     Elect Nick Winser                       For       For          Management
8     Elect Kenneth Harvey                    For       For          Management
9     Elect Linda Adamany                     For       For          Management
10    Elect Philip Aiken                      For       For          Management
11    Elect Stephen Pettit                    For       For          Management
12    Elect Maria Richter                     For       For          Management
13    Elect George Rose                       For       For          Management
14    Appointment of Auditor                  For       For          Management
15    Authority to Set Auditor's Fees         For       For          Management
16    Directors' Remuneration Report          For       For          Management
17    Authority to Issue Shares w/            For       For          Management
      Preemptive Rights
18    Authority to Issue Shares w/o           For       For          Management
      Preemptive Rights
19    Authority to Repurchase Shares          For       For          Management
20    Authority to Set General Meeting        For       For          Management
      Notice Period at 14 Days
21    Share Incentive Plan Renewal            For       For          Management
22    Employee Stock Purchase Plan Renewal    For       For          Management
23    Sharesave Plan                          For       For          Management
24    Long Term Performance Plan              For       For          Management


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

NEWMONT MINING CORPORATION

Ticker:       NEM            Security ID:  651639106
Meeting Date: APR 24, 2012   Meeting Type: Annual
Record Date:  FEB 24, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Bruce Brook                       For       For          Management
2     Elect Vincent Calarco                   For       For          Management
3     Elect Joseph Carrabba                   For       For          Management
4     Elect Noreen Doyle                      For       For          Management
5     Elect Veronica Hagen                    For       For          Management
6     Elect Michael Hamson                    For       For          Management
7     Elect Jane Nelson                       For       For          Management
8     Elect Richard O'Brien                   For       For          Management
9     Elect John Prescott                     For       For          Management
10    Elect Donald Roth                       For       For          Management
11    Elect Simon Thompson                    For       For          Management
12    Ratification of Auditor                 For       For          Management
13    Advisory Vote on Executive Compensation For       For          Management


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

NII HOLDINGS, INC.

Ticker:       NIHD           Security ID:  62913F201
Meeting Date: MAY 09, 2012   Meeting Type: Annual
Record Date:  MAR 16, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Kevin Beebe                       For       For          Management
2     Elect Carolyn Katz                      For       For          Management
3     Advisory Vote on Executive Compensation For       For          Management
4     2012 Incentive Compensation Plan        For       For          Management
5     Ratification of Auditor                 For       For          Management


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

NOBLE ENERGY, INC.

Ticker:       NBL            Security ID:  655044105
Meeting Date: APR 24, 2012   Meeting Type: Annual
Record Date:  MAR 06, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Jeffrey Berenson                  For       For          Management
2     Elect Michael Cawley                    For       For          Management
3     Elect Edward Cox                        For       For          Management
4     Elect Charles Davidson                  For       For          Management
5     Elect Thomas Edelman                    For       For          Management
6     Elect Eric Grubman                      For       For          Management
7     Elect Kirby Hedrick                     For       For          Management
8     Elect Scott Urban                       For       For          Management
9     Elect William Van Kleef                 For       For          Management
10    Ratification of Auditor                 For       For          Management
11    Advisory Vote on Executive Compensation For       For          Management
12    Increase of Authorized Common Stock     For       For          Management


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

OCCIDENTAL PETROLEUM CORPORATION

Ticker:       OXY            Security ID:  674599105
Meeting Date: MAY 04, 2012   Meeting Type: Annual
Record Date:  MAR 13, 2012

#     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 Aziz Syriani                      For       For          Management
11    Elect Rosemary Tomich                   For       For          Management
12    Advisory Vote on Executive Compensation For       For          Management
13    Ratification of Auditor                 For       For          Management
14    Shareholder Proposal Regarding          Against   Against      Shareholder
      Environmental Expertise on Board


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

PFIZER INC.

Ticker:       PFE            Security ID:  717081103
Meeting Date: APR 26, 2012   Meeting Type: Annual
Record Date:  FEB 28, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Dennis Ausiello                   For       For          Management
2     Elect M. Anthony Burns                  For       For          Management
3     Elect W. Don Cornwell                   For       For          Management
4     Elect Frances Fergusson                 For       For          Management
5     Elect William Gray, III                 For       For          Management
6     Elect Helen Hobbs                       For       For          Management
7     Elect Constance Horner                  For       For          Management
8     Elect James Kilts                       For       For          Management
9     Elect George Lorch                      For       For          Management
10    Elect John Mascotte                     For       For          Management
11    Elect Suzanne Nora Johnson              For       For          Management
12    Elect Ian Read                          For       For          Management
13    Elect Stephen Sanger                    For       For          Management
14    Elect Marc Tessier-Lavigne              For       For          Management
15    Ratification of Auditor                 For       For          Management
16    Advisory Vote on Executive Compensation For       For          Management
17    Shareholder Proposal Regarding          Against   Against      Shareholder
      Political Contributions and
      Expenditure in Newspapers
18    Shareholder Proposal Regarding Right    Against   For          Shareholder
      to Act by Written Consent
19    Shareholder Proposal Regarding Right    Against   Against      Shareholder
      to Call a Special Meeting
20    Shareholder Proposal Regarding          Against   Against      Shareholder
      Advisory Vote on Director Compensation


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

PNC FINANCIAL SERVICES GROUP, INC.

Ticker:       PNC            Security ID:  693475105
Meeting Date: APR 24, 2012   Meeting Type: Annual
Record Date:  JAN 31, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Richard Berndt                    For       For          Management
2     Elect Charles Bunch                     For       For          Management
3     Elect Paul Chellgren                    For       For          Management
4     Elect Kay James                         For       For          Management
5     Elect Richard Kelson                    For       For          Management
6     Elect Bruce Lindsay                     For       For          Management
7     Elect Anthony Massaro                   For       For          Management
8     Elect Jane Pepper                       For       For          Management
9     Elect James Rohr                        For       For          Management
10    Elect Donald Shepard                    For       For          Management
11    Elect Lorene Steffes                    For       For          Management
12    Elect Dennis Strigl                     For       For          Management
13    Elect Thomas Usher                      For       For          Management
14    Elect George Walls, Jr.                 For       For          Management
15    Elect Helge Wehmeier                    For       For          Management
16    Ratification of Auditor                 For       For          Management
17    Advisory Vote on Executive Compensation For       For          Management


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

SANOFI

Ticker:       SAN            Security ID:  80105N105
Meeting Date: MAY 04, 2012   Meeting Type: Special
Record Date:  MAR 26, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accounts and Reports                    For       For          Management
2     Consolidated Accounts and Reports       For       For          Management
3     Allocation of Profits/Dividends         For       For          Management
4     Elect Laurent Attal                     For       For          Management
5     Elect Uwe Bicker                        For       For          Management
6     Elect Jean-Rene Fourtou                 For       For          Management
7     Elect Claudie Haignere                  For       For          Management
8     Elect Carole Piwnica                    For       For          Management
9     Elect Klaus Pohle                       For       For          Management
10    Appointment of Auditor                  For       For          Management
11    Appointment of Alternate Auditor        For       For          Management
12    Relocation of Corporate Headquarters    For       For          Management
13    Authority to Repurchase Shares          For       For          Management
14    Authority to Issue Restricted Shares    For       For          Management
15    Authorization of Legal Formalities      For       For          Management


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

SLM CORPORATION

Ticker:       SLM            Security ID:  78442P106
Meeting Date: MAY 24, 2012   Meeting Type: Annual
Record Date:  MAR 26, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Ann Bates                         For       For          Management
2     Elect William Diefenderfer III          For       For          Management
3     Elect Diane Gilleland                   For       For          Management
4     Elect Earl Goode                        For       For          Management
5     Elect Ronald Hunt                       For       For          Management
6     Elect Albert Lord                       For       For          Management
7     Elect Barry Munitz                      For       For          Management
8     Elect Howard Newman                     For       For          Management
9     Elect A. Alexander Porter, Jr.          For       For          Management
10    Elect Frank Puleo                       For       For          Management
11    Elect Wolfgang Schoellkopf              For       For          Management
12    Elect Steven Shapiro                    For       For          Management
13    Elect J. Terry Strange                  For       For          Management
14    Elect Anthony Terracciano               For       For          Management
15    Elect Barry Williams                    For       For          Management
16    2012 Omnibus Incentive Plan             For       For          Management
17    Amendment to the Employee Stock         For       For          Management
      Purchase Plan
18    Advisory Vote on Executive Compensation For       For          Management
19    Ratification of Auditor                 For       For          Management


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

SMITHFIELD FOODS, INC.

Ticker:       SFD            Security ID:  832248108
Meeting Date: SEP 21, 2011   Meeting Type: Annual
Record Date:  JUL 15, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Margaret Lewis                    For       For          Management
2     Elect David Nelson                      For       For          Management
3     Elect Frank Royal                       For       For          Management
4     Elect Richard Crowder                   For       For          Management
5     Ratification of Auditor                 For       For          Management
6     Advisory Vote on Executive Compensation For       For          Management
7     Frequency of Advisory Vote on           1 Year    2 Years      Management
      Executive Compensation
8     Shareholder Proposal Regarding          Against   For          Shareholder
      Declassification of the Board


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

STAPLES, INC.

Ticker:       SPLS           Security ID:  855030102
Meeting Date: JUN 04, 2012   Meeting Type: Annual
Record Date:  APR 09, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Basil Anderson                    For       For          Management
2     Elect Arthur Blank                      For       For          Management
3     Elect David Faust                       For       For          Management
4     Elect Justin King                       For       For          Management
5     Elect Carol Meyrowitz                   For       For          Management
6     Elect Rowland Moriarty                  For       For          Management
7     Elect Robert Nakasone                   For       For          Management
8     Elect Ronald Sargent                    For       For          Management
9     Elect Elizabeth Smith                   For       For          Management
10    Elect Robert Sulentic                   For       For          Management
11    Elect Vijay Vishwanath                  For       For          Management
12    Elect Paul Walsh                        For       For          Management
13    Action by Written Consent               For       For          Management
14    Advisory Vote on Executive Compensation For       For          Management
15    Amendment to the 2010 Long Term Cash    For       For          Management
      Incentive Plan
16    Amendment to the Executive Officer      For       For          Management
      Incentive Plan
17    2012 Employee Stock Purchase Plan       For       For          Management
18    Ratification of Auditor                 For       For          Management
19    Shareholder Proposal Regarding          Against   Against      Shareholder
      Retention of Shares Until Retirement


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

SUNCOR ENERGY INC.

Ticker:       SU             Security ID:  867224107
Meeting Date: MAY 01, 2012   Meeting Type: Annual
Record Date:  MAR 05, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Mel Benson                        For       For          Management
1.2   Elect Dominic D'Alessandro              For       For          Management
1.3   Elect John Ferguson                     For       For          Management
1.4   Elect W. Douglas Ford                   For       For          Management
1.5   Elect Paul Haseldonckx                  For       For          Management
1.6   Elect John Huff                         For       For          Management
1.7   Elect Jacques Lamarre                   For       For          Management
1.8   Elect Maureen McCaw                     For       For          Management
1.9   Elect Michael O'Brien                   For       For          Management
1.10  Elect James Simpson                     For       For          Management
1.11  Elect Eira Thomas                       For       For          Management
1.12  Elect Steven Williams                   For       For          Management
2     Appointment of Auditor and Authority    For       For          Management
      to Set Fees
3     Advisory Vote on Executive Compensation For       For          Management


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

SYMANTEC CORP.

Ticker:       SYMC           Security ID:  871503108
Meeting Date: OCT 25, 2011   Meeting Type: Annual
Record Date:  AUG 26, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Stephen Bennett                   For       For          Management
2     Elect Michael Brown                     For       For          Management
3     Elect Frank Dangeard                    For       For          Management
4     Elect Geraldine Laybourne               For       For          Management
5     Elect David Mahoney                     For       For          Management
6     Elect Robert Miller                     For       For          Management
7     Elect Enrique Salem                     For       For          Management
8     Elect Daniel Schulman                   For       For          Management
9     Elect V. Paul Unruh                     For       For          Management
10    Ratification of Auditor                 For       For          Management
11    Amendment to the 2000 Director Equity   For       For          Management
      Incentive Plan
12    Advisory Vote on Executive Compensation For       For          Management
13    Frequency of Advisory Vote on           1 Year    2 Years      Management
      Executive Compensation
14    Shareholder Proposal Regarding Right    Against   For          Shareholder
      to Call a Special Meeting


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

TEVA- PHARMACEUTICAL INDUSTRIES LTD.

Ticker:       TEVA           Security ID:  881624209
Meeting Date: SEP 19, 2011   Meeting Type: Annual
Record Date:  AUG 10, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Allocation of Profits/Dividends         For       For          Management
2     Elect Chaim Hurvitz                     For       For          Management
3     Elect Ory Slonim                        For       For          Management
4     Elect Dan Suesskind                     For       For          Management
5     Elect Joseph Nitzani                    For       For          Management
6     Elect Dafna Schwartz                    For       For          Management
7     Ratification of Auditor                 For       For          Management
8     Director & Officer                      For       For          Management
      Liability/Indemnification
9     Remuneration of Moshe Many              For       For          Management
10    Reimbursement of Phillip Frost's        For       For          Management
      Travel Expenses


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

THE BOEING COMPANY

Ticker:       BA             Security ID:  097023105
Meeting Date: APR 30, 2012   Meeting Type: Annual
Record Date:  MAR 01, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect David Calhoun                     For       For          Management
2     Elect Arthur Collins, Jr.               For       For          Management
3     Elect Linda Cook                        For       For          Management
4     Elect Kenneth Duberstein                For       For          Management
5     Elect Edmund Giambastiani, Jr.          For       For          Management
6     Elect Lawrence Kellner                  For       For          Management
7     Elect Edward Liddy                      For       For          Management
8     Elect W. James McNerney, Jr.            For       For          Management
9     Elect Susan Schwab                      For       For          Management
10    Elect Ronald Williams                   For       For          Management
11    Elect Mike Zafirovski                   For       For          Management
12    Advisory Vote on Executive Compensation For       For          Management
13    Ratification of Auditor                 For       For          Management
14    Shareholder Proposal Regarding          Against   Against      Shareholder
      Political Contributions and
      Expenditures Report
15    Shareholder Proposal Regarding Right    Against   For          Shareholder
      to Act by Written Consent
16    Shareholder Proposal Regarding          Against   Against      Shareholder
      Retention of Shares After Retirement
17    Shareholder Proposal Regarding          Against   Against      Shareholder
      Supplemental Executive Retirement
      Benefits


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

THE GOLDMAN SACHS GROUP, INC.

Ticker:       GS             Security ID:  38141G104
Meeting Date: MAY 24, 2012   Meeting Type: Annual
Record Date:  MAR 26, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Lloyd Blankfein                   For       For          Management
2     Elect M. Michele  Burns                 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 Lakshmi Mittal                    For       For          Management
9     Elect James Schiro                      For       For          Management
10    Elect Debra  Spar                       For       For          Management
11    Advisory Vote on Executive Compensation For       Against      Management
12    Ratification of Auditor                 For       For          Management
13    Shareholder Proposal Regarding          Against   Against      Shareholder
      Cumulative Voting
14    Shareholder Proposal Regarding          Against   Against      Shareholder
      Retention of Shares After Retirement
15    Shareholder Proposal Regarding          Against   Against      Shareholder
      Lobbying Report


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

THE MOSAIC COMPANY

Ticker:       MOS            Security ID:  61945C103
Meeting Date: OCT 06, 2011   Meeting Type: Annual
Record Date:  AUG 17, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Nancy Cooper                      For       For          Management
1.2   Elect James Popowich                    For       For          Management
1.3   Elect James Prokopanko                  For       For          Management
1.4   Elect Steven Seibert                    For       For          Management
2     Elimination of Dual Class Stock         For       For          Management
3     Ratification of Auditor                 For       For          Management
4     Advisory Vote on Executive Compensation For       For          Management
5     Frequency of Advisory Vote on           1 Year    2 Years      Management
      Executive Compensation


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

THE TRAVELERS COMPANIES, INC.

Ticker:       TRV            Security ID:  89417E109
Meeting Date: MAY 23, 2012   Meeting Type: Annual
Record Date:  MAR 26, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Alan Beller                       For       For          Management
2     Elect John Dasburg                      For       For          Management
3     Elect Janet Dolan                       For       For          Management
4     Elect Kenneth Duberstein                For       For          Management
5     Elect Jay Fishman                       For       For          Management
6     Elect Lawrence Graev                    For       For          Management
7     Elect Patricia Higgins                  For       For          Management
8     Elect Thomas Hodgson                    For       For          Management
9     Elect William Kane                      For       For          Management
10    Elect Cleve Killingsworth, Jr.          For       For          Management
11    Elect Donald Shepard                    For       For          Management
12    Elect Laurie Thomsen                    For       For          Management
13    Ratification of Auditor                 For       For          Management
14    Advisory Vote on Executive Compensation For       For          Management
15    Shareholder Proposal Political          Against   Against      Shareholder
      Contributions and Expenditures Report


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

TYSON FOODS, INC.

Ticker:       TSN            Security ID:  902494103
Meeting Date: FEB 03, 2012   Meeting Type: Annual
Record Date:  DEC 05, 2011

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect John Tyson                        For       For          Management
1.2   Elect Kathleen Bader                    For       For          Management
1.3   Elect Gaurdie Banister, Jr.             For       For          Management
1.4   Elect Jim Kever                         For       For          Management
1.5   Elect Kevin McNamara                    For       For          Management
1.6   Elect Brad Sauer                        For       For          Management
1.7   Elect Robert Thurber                    For       For          Management
1.8   Elect Barbara Tyson                     For       For          Management
1.9   Elect Albert Zapanta                    For       For          Management
2     Amendment to the 2000 Incentive Stock   For       For          Management
      Plan
3     Ratification of Auditor                 For       For          Management


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

UNION PACIFIC CORPORATION

Ticker:       UNP            Security ID:  907818108
Meeting Date: MAY 10, 2012   Meeting Type: Annual
Record Date:  FEB 29, 2012

#     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    Shareholder Proposal Regarding          Against   Against      Shareholder
      Lobbying Report
16    Shareholder Proposal Regarding          Against   Against      Shareholder
      Retention of Shares After Retirement


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

UNITED CONTINENTAL HOLDINGS, INC.

Ticker:       UAL            Security ID:  910047109
Meeting Date: JUN 12, 2012   Meeting Type: Annual
Record Date:  APR 16, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Carolyn Corvi                     For       For          Management
1.2   Elect Jane Garvey                       For       For          Management
1.3   Elect Walter Isaacson                   For       For          Management
1.4   Elect Henry Meyer III                   For       For          Management
1.5   Elect Oscar Munoz                       For       For          Management
1.6   Elect Laurence Simmons                  For       For          Management
1.7   Elect Jeffery Smisek                    For       For          Management
1.8   Elect Glenn Tilton                      For       For          Management
1.9   Elect David Vitale                      For       For          Management
1.10  Elect John Walker                       For       For          Management
1.11  Elect Charles Yamarone                  For       For          Management
2     Ratification of Auditor                 For       For          Management
3     Advisory Vote on Executive Compensation For       Against      Management


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

UNITED TECHNOLOGIES CORPORATION

Ticker:       UTX            Security ID:  913017109
Meeting Date: APR 11, 2012   Meeting Type: Annual
Record Date:  FEB 15, 2012

#     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 Richard McCormick                 For       For          Management
8     Elect Harold McGraw III                 For       For          Management
9     Elect Richard Myers                     For       For          Management
10    Elect H. Patrick Swygert                For       For          Management
11    Elect Andre Villeneuve                  For       For          Management
12    Elect Christine Whitman                 For       For          Management
13    Ratification of Auditor                 For       For          Management
14    Advisory Vote on Executive Compensation For       For          Management


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

UNITEDHEALTH GROUP INCORPORATED

Ticker:       UNH            Security ID:  91324P102
Meeting Date: JUN 04, 2012   Meeting Type: Annual
Record Date:  APR 05, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect William Ballard, Jr.              For       For          Management
2     Elect Richard Burke                     For       For          Management
3     Elect Robert Darretta                   For       For          Management
4     Elect Stephen Hemsley                   For       For          Management
5     Elect Michele Hooper                    For       For          Management
6     Elect Rodger Lawson                     For       For          Management
7     Elect Douglas Leatherdale               For       For          Management
8     Elect Glenn Renwick                     For       For          Management
9     Elect Kenneth Shine                     For       For          Management
10    Elect Gail Wilensky                     For       For          Management
11    Advisory Vote on Executive Compensation For       For          Management
12    Ratification of Auditor                 For       For          Management
13    Shareholder Proposal Regarding          Against   Against      Shareholder
      Lobbying Report


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

WAL-MART STORES, INC.

Ticker:       WMT            Security ID:  931142103
Meeting Date: JUN 01, 2012   Meeting Type: Annual
Record Date:  APR 04, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Aida Alvarez                      For       For          Management
2     Elect James Breyer                      For       For          Management
3     Elect M. Michele Burns                  For       For          Management
4     Elect James Cash, Jr.                   For       For          Management
5     Elect Roger Corbett                     For       For          Management
6     Elect Douglas Daft                      For       For          Management
7     Elect Michael Duke                      For       For          Management
8     Elect Marissa Mayer                     For       For          Management
9     Elect Gregory Penner                    For       For          Management
10    Elect Steven Reinemund                  For       For          Management
11    Elect H. Lee Scott, Jr.                 For       For          Management
12    Elect Arne Sorenson                     For       For          Management
13    Elect Jim Walton                        For       For          Management
14    Elect S. Robson Walton                  For       For          Management
15    Elect Christopher Williams              For       For          Management
16    Elect Linda Wolf                        For       For          Management
17    Ratification of Auditor                 For       For          Management
18    Advisory Vote on Executive Compensation For       For          Management
19    Shareholder Proposal Regarding          Against   Against      Shareholder
      Political Contributions and
      Expenditures Report
20    Shareholder Proposal Regarding          Against   Against      Shareholder
      Director Qualifications
21    Shareholder Proposal Regarding an       Against   Against      Shareholder
      Incentive Compensation Report


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

WELLS FARGO & COMPANY

Ticker:       WFC            Security ID:  949746101
Meeting Date: APR 24, 2012   Meeting Type: Annual
Record Date:  FEB 24, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect John Baker II                     For       For          Management
2     Elect Elaine Chao                       For       For          Management
3     Elect John Chen                         For       For          Management
4     Elect Lloyd Dean                        For       For          Management
5     Elect Susan Engel                       For       For          Management
6     Elect Enrique Hernandez, Jr.            For       For          Management
7     Elect Donald James                      For       For          Management
8     Elect Cynthia Milligan                  For       For          Management
9     Elect Nicholas Moore                    For       For          Management
10    Elect Federico Pena                     For       For          Management
11    Elect Philip Quigley                    For       For          Management
12    Elect Judith Runstad                    For       For          Management
13    Elect Stephen Sanger                    For       For          Management
14    Elect John Stumpf                       For       For          Management
15    Elect Susan Swenson                     For       For          Management
16    Advisory Vote on Executive Compensation For       For          Management
17    Ratification of Auditor                 For       For          Management
18    Shareholder Proposal Regarding          Against   Against      Shareholder
      Independent Board Chair
19    Shareholder Proposal Regarding          Against   Against      Shareholder
      Cumulative Voting in Contested
      Elections
20    Shareholder Proposal Regarding Proxy    Against   Against      Shareholder
      Access
21    Shareholder Proposal Regarding          Against   Against      Shareholder
      Independent Review of Controls Related
      to Loans, Foreclosures and
      Securitizations

========== 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 Investment Portfolios 7


By




/s/ Stuart S. Parker
--------------------
      (Jonathan D. Shain)






Stuart S. Parker, President


Date:    August 23, 2012

POWER OF ATTORNEY

The undersigned Directors, Trustees and Officers of the Prudential
Investments Mutual Funds, the Target Funds and The Prudential Variable
Contract Accounts 2, 10 and 11 (collectively, the "Funds"), hereby
constitute, appoint and authorize each of, Andrew French, Claudia
DiGiacomo, Deborah A. Docs, Katherine P. Feld, Raymond O'Hara,
Amanda Ryan and Jonathan D. Shain, as true and lawful agents and
attorneys-in-fact, to sign, execute and deliver on his or her behalf
in the appropriate capacities indicated, any Registration Statements
of the Funds on the appropriate forms, any and all amendments thereto
(including pre- and post-effective amendments), and any and all
supplements or other instruments in connection therewith, including
Form N-PX, Forms 3, 4 and 5, as appropriate, to file the same, with
all exhibits thereto, with the Securities and Exchange Commission (the
"SEC") and the securities regulators of appropriate states and
territories, and generally to do all such things in his or her name
and behalf in connection therewith as said attorney-in-fact deems
necessary or appropriate to comply with the provisions of the
Securities Act of 1933, section 16(a) of the Securities Exchange Act
of 1934 and the Investment Company Act of 1940, all related
requirements of the SEC and all requirements of appropriate states
and territories.  The undersigned do hereby give to said agents and
attorneys-in-fact full power and authority to act in these premises,
including, but not limited to, the power to appoint a substitute or
substitutes to act hereunder with the same power and authority as
said agents and attorneys-in-fact would have if personally acting.
The undersigned do hereby approve, ratify and confirm all that said
agents and attorneys-in-fact, or any substitute or substitutes, may
do by virtue hereof.


/s/ Kevin J. Bannon
-------------------
Kevin J. Bannon

/s/ Stuart S. Parker
--------------------
Stuart S. Parker

/s/ Scott E. Benjamin
---------------------
Scott E. Benjamin

/s/ Richard A. Redeker
----------------------
Richard A. Redeker

/s/ Linda W. Bynoe
------------------
Linda W. Bynoe

/s/Robin B. Smith
-----------------
Robin B. Smith

/s/ Michael S. Hyland
---------------------
Michael S. Hyland

/s/ Stephen Stoneburn
---------------------
Stephen Stoneburn

/s/ Douglas H. McCorkindale
---------------------------
Douglas H. McCorkindale

/s/ Grace C. Torres
-------------------
Grace C. Torres

/s/ Stephen P. Munn
-------------------
Stephen P. Munn


Dated: June 6, 2012