FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-01660 Prudential's Gibraltar Fund, Inc. (Exact name of registrant as specified in charter) 100 Mulberry Street, Gateway Center Three, 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: December 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: 811-01660 Reporting Period: 07/01/2011 - 06/30/2012 Prudential's Gibraltar Fund, Inc. ========== Prudential's Gibraltar Fund, Inc. - Sub-Adviser: Jennison =========== AGILENT TECHNOLOGIES INC. Ticker: A Security ID: 00846U101 Meeting Date: MAR 21, 2012 Meeting Type: Annual Record Date: JAN 23, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Robert Herbold For For Management 2 Elect KOH Boon Hwee For For Management 3 Elect William Sullivan For For Management 4 Ratification of Auditor For For Management 5 Advisory Vote on Executive Compensation For For Management -------------------------------------------------------------------------------- ALTERA CORPORATION Ticker: ALTR Security ID: 021441100 Meeting Date: MAY 08, 2012 Meeting Type: Annual Record Date: MAR 12, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect John Daane For For Management 2 Elect T. Michael Nevens For For Management 3 Elect Elisha Finney For For Management 4 Elect Kevin McGarity For For Management 5 Elect Krish Prabhu For For Management 6 Elect John Shoemaker For For Management 7 Elect Thomas Waechter For For Management 8 Elect Susan Wang For For Management 9 Amendment to the 2005 Equity Incentive For For Management Plan 10 Second Amendment to the 2005 Equity For For Management Incentive Plan 11 Amendment to the 1987 Employee Stock For For Management Purchase Plan 12 Amendments to Certificate of For For Management Incorporation & Bylaws to Allow for Shareholder Action by Written Consent 13 Advisory Vote on Executive Compensation For For Management 14 Ratification of Auditor For For Management -------------------------------------------------------------------------------- AMAZON.COM, INC. Ticker: AMZN Security ID: 023135106 Meeting Date: MAY 24, 2012 Meeting Type: Annual Record Date: APR 02, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Jeffrey Bezos For For Management 2 Elect Tom Alberg For For Management 3 Elect John Seely Brown For For Management 4 Elect William Gordon For For Management 5 Elect Jamie Gorelick For For Management 6 Elect Blake Krikorian For For Management 7 Elect Alain Monie For For Management 8 Elect Jonathan Rubinstein For For Management 9 Elect Thomas Ryder For For Management 10 Elect Patricia Stonesifer For For Management 11 Ratification of Auditor For For Management 12 Amendment to the 1997 Stock Incentive For Against Management Plan 13 Shareholder Proposal Regarding Report Against Against Shareholder on Climate Change 14 Shareholder Proposal Regarding Against Against Shareholder Political Contributions and Expenditures Report -------------------------------------------------------------------------------- AMERICAN TOWER CORP. Ticker: AMT Security ID: 029912201 Meeting Date: NOV 29, 2011 Meeting Type: Special Record Date: OCT 03, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Reorganization For For Management 2 Right to Adjourn Meeting For For Management -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- COSTCO WHOLESALE CORP Ticker: COST Security ID: 22160K105 Meeting Date: JAN 26, 2012 Meeting Type: Annual Record Date: NOV 21, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect James Sinegal For For Management 1.2 Elect Jeffrey Brotman For For Management 1.3 Elect Richard Galanti For For Management 1.4 Elect Daniel Evans For For Management 1.5 Elect Jeffrey Raikes For For Management 2 Ratification of Auditor For For Management 3 Amendment to the 2002 Stock Incentive For For Management Plan 4 Advisory Vote on Executive Compensation For For Management -------------------------------------------------------------------------------- CROWN CASTLE INTERNATIONAL CORP. Ticker: CCI Security ID: 228227104 Meeting Date: MAY 24, 2012 Meeting Type: Annual Record Date: MAR 26, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Cindy Christy For For Management 1.2 Elect Ari Fitzgerald For For Management 1.3 Elect Robert Garrison II For For Management 1.4 Elect John Kelly For For Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For For Management -------------------------------------------------------------------------------- EMC CORPORATION Ticker: EMC Security ID: 268648102 Meeting Date: MAY 01, 2012 Meeting Type: Annual Record Date: MAR 01, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Michael Brown For For Management 2 Elect Randolph Cowen For For Management 3 Elect Gail Deegan For For Management 4 Elect James DiStasio For For Management 5 Elect John Egan For For Management 6 Elect Edmund Kelly For For Management 7 Elect Windle Priem For For Management 8 Elect Paul Sagan For For Management 9 Elect David Strohm For For Management 10 Elect Joseph Tucci For For Management 11 Ratification of Auditor For For Management 12 Advisory Vote on Executive Compensation For For Management -------------------------------------------------------------------------------- EXPEDITORS INTERNATIONAL OF WASHINGTON, INC. Ticker: EXPD Security ID: 302130109 Meeting Date: MAY 02, 2012 Meeting Type: Annual Record Date: MAR 08, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Mark Emmert For For Management 2 Elect R. Jordan Gates For For Management 3 Elect Dan Kourkoumelis For For Management 4 Elect Michael Malone For For Management 5 Elect John Meisenbach For For Management 6 Elect Peter Rose For For Management 7 Elect James Wang For For Management 8 Elect Robert Wright For For Management 9 Advisory Vote on Executive Compensation For For Management 10 2012 Stock Option Plan For For Management 11 Ratification of Auditor For For Management 12 Shareholder Proposal Regarding Against Against Shareholder Independent Board Chair -------------------------------------------------------------------------------- EXPRESS SCRIPTS HOLDING COMPANY Ticker: ESRX Security ID: 30219G108 Meeting Date: MAY 30, 2012 Meeting Type: Annual Record Date: APR 11, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Gary Benanav For For Management 2 Elect Maura Breen For For Management 3 Elect William DeLaney For For Management 4 Elect Nicholas LaHowchic For For Management 5 Elect Thomas Mac Mahon For For Management 6 Elect Frank Mergenthaler For For Management 7 Elect Woodrow Myers, Jr. For For Management 8 Elect John Parker, Jr. For For Management 9 Elect George Paz For For Management 10 Elect Myrtle Potter For For Management 11 Elect William Roper For For Management 12 Elect Samuel Skinner For For Management 13 Elect Seymour Sternberg For For Management 14 Ratification of Auditor For For Management 15 Advisory Vote on Executive Compensation For For Management 16 Shareholder Proposal Regarding Against Against Shareholder Political Contributions and Expenditures Report 17 Shareholder Proposal Regarding Right Against For Shareholder to Act by Written Consent -------------------------------------------------------------------------------- EXPRESS SCRIPTS, INC. Ticker: ESRX Security ID: 302182100 Meeting Date: DEC 21, 2011 Meeting Type: Special Record Date: NOV 04, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Merger/Acquisition For For Management 2 Right to Adjourn Meeting For For Management -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- HARLEY-DAVIDSON INC. Ticker: HOG Security ID: 412822108 Meeting Date: APR 28, 2012 Meeting Type: Annual Record Date: MAR 08, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Barry Allen For For Management 1.2 Elect R. John Anderson For For Management 1.3 Elect Richard Beattie For For Management 1.4 Elect Martha Brooks For For Management 1.5 Elect George Conrades For For Management 1.6 Elect Donald James For For Management 1.7 Elect Sara Levinson For For Management 1.8 Elect N. Thomas Linebarger For For Management 1.9 Elect George Miles, Jr. For For Management 1.10 Elect James Norling For For Management 1.11 Elect Keith Wandell For For Management 1.12 Elect Jochen Zeitz For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Ratification of Auditor For For Management -------------------------------------------------------------------------------- INTERNATIONAL BUSINESS MACHINES CORPORATION Ticker: IBM Security ID: 459200101 Meeting Date: APR 24, 2012 Meeting Type: Annual Record Date: FEB 24, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Alain Belda For For Management 2 Elect William Brody For For Management 3 Elect Kenneth Chenault For For Management 4 Elect Michael Eskew For For Management 5 Elect David Farr For For Management 6 Elect Shirley Jackson For For Management 7 Elect Andrew Liveris For For Management 8 Elect W. James McNerney, Jr. For For Management 9 Elect James Owens For For Management 10 Elect Samuel Palmisano For For Management 11 Elect Virginia Rometty For For Management 12 Elect Joan Spero For For Management 13 Elect Sidney Taurel For For Management 14 Elect Lorenzo Hector Zambrano Trevino 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 Cumulative Voting 18 Shareholder Proposal Regarding Against Against Shareholder Political Contributions and Expenditures Report 19 Shareholder Proposal Regarding Against Against Shareholder Lobbying Report -------------------------------------------------------------------------------- JOHNSON & JOHNSON Ticker: JNJ Security ID: 478160104 Meeting Date: APR 26, 2012 Meeting Type: Annual Record Date: FEB 28, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Mary Coleman For For Management 2 Elect James Cullen For For Management 3 Elect Ian Davis For For Management 4 Elect Alex Gorsky For For Management 5 Elect Michael Johns For For Management 6 Elect Susan Lindquist For For Management 7 Elect Anne Mulcahy For For Management 8 Elect Leo Mullin For For Management 9 Elect William Perez For For Management 10 Elect Charles Prince For For Management 11 Elect David Satcher For For Management 12 Elect William Weldon For For Management 13 Elect Ronald Williams For For Management 14 Advisory Vote on Executive Compensation For For Management 15 2012 Long-Term Incentive Plan For Against Management 16 Ratification of Auditor For For Management 17 Shareholder Proposal Regarding Against Against Shareholder Independent Board Chair 18 Shareholder Proposal Regarding Binding Against Against Shareholder Vote on Electioneering Expenditures 19 Shareholder Proposal Regarding Animal Against Against Shareholder Welfare -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- JUNIPER NETWORKS, INC. Ticker: JNPR Security ID: 48203R104 Meeting Date: MAY 22, 2012 Meeting Type: Annual Record Date: MAR 30, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Mercedes Johnson For For Management 1.2 Elect Scott Kriens For For Management 1.3 Elect William Stensrud For For Management 2 Ratification of Auditor For For Management 3 Amendment to the 2006 Equity Incentive For For Management Plan 4 Amendment to the 2008 Employee Stock For For Management Purchase Plan 5 Repeal of Classified Board For For Management 6 Advisory Vote on Executive Compensation For For Management -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- MASTERCARD INCORPORATED Ticker: MA Security ID: 57636Q104 Meeting Date: JUN 05, 2012 Meeting Type: Annual Record Date: APR 10, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Ajaypal Banga For For Management 2 Elect David Carlucci For For Management 3 Elect Steven Freiberg For For Management 4 Elect Richard Haythornthwaite For For Management 5 Elect Marc Olivie For For Management 6 Elect Rima Qureshi For For Management 7 Elect Mark Schwartz For For Management 8 Elect Jackson Tai For Against Management 9 Advisory Vote on Executive Compensation For Against Management 10 Amendment to the 2006 Non-Employee For For Management Director Equity Compensation Plan 11 Amendment to the 2006 Long Term For For Management Incentive Plan 12 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 -------------------------------------------------------------------------------- MEAD JOHNSON NUTRITION COMPANY Ticker: MJN Security ID: 582839106 Meeting Date: MAY 04, 2012 Meeting Type: Annual Record Date: MAR 16, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Stephen Golsby For For Management 2 Elect Steven Altschuler For For Management 3 Elect Howard Bernick For For Management 4 Elect Kimberly Casiano For For Management 5 Elect Anna Catalano For For Management 6 Elect Celeste Clark For For Management 7 Elect James Cornelius For For Management 8 Elect Peter Ratcliffe For For Management 9 Elect Elliott Sigal For For Management 10 Elect Robert Singer For For Management 11 Advisory Vote on Executive Compensation For For Management 12 Ratification of Auditor For For Management -------------------------------------------------------------------------------- MONSANTO CO. Ticker: MON Security ID: 61166W101 Meeting Date: JAN 24, 2012 Meeting Type: Annual Record Date: NOV 28, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Janine Fields For For Management 2 Elect Hugh Grant For For Management 3 Elect C. Steven McMillan For For Management 4 Elect Robert Stevens For For Management 5 Ratification of Auditor For For Management 6 Advisory Vote on Executive Compensation For For Management 7 Amendment to the 2005 Long-Term For For Management Incentive Plan 8 Shareholder Proposal Regarding Against Against Shareholder Genetically Modified Organisms -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- NIKE, INC. Ticker: NKE Security ID: 654106103 Meeting Date: SEP 19, 2011 Meeting Type: Annual Record Date: JUL 25, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Alan Graf, Jr. For For Management 1.2 Elect John Lechleiter For For Management 1.3 Elect Phyllis Wise For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Frequency of Advisory Vote on 1 Year 1 Year Management Executive Compensation 4 Ratification of Auditor 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 -------------------------------------------------------------------------------- ORACLE CORP. Ticker: ORCL Security ID: 68389X105 Meeting Date: OCT 12, 2011 Meeting Type: Annual Record Date: AUG 15, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Jeffrey Berg For For Management 1.2 Elect H. Raymond Bingham For For Management 1.3 Elect Michael Boskin For For Management 1.4 Elect Safra Catz For For Management 1.5 Elect Bruce Chizen For For Management 1.6 Elect George Conrades For For Management 1.7 Elect Lawrence Ellison For For Management 1.8 Elect Hector Garcia-Molina For For Management 1.9 Elect Jeffrey Henley For For Management 1.10 Elect Mark Hurd For For Management 1.11 Elect Donald Lucas For For Management 1.12 Elect Naomi Seligman For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Frequency of Advisory Vote on 1 Year 2 Years Management Executive Compensation 4 Ratification of Auditor For For Management 5 Shareholder Proposal Regarding Against Against Shareholder Retention of Shares After Retirement -------------------------------------------------------------------------------- POLO RALPH LAUREN CORP. Ticker: RL Security ID: 731572103 Meeting Date: AUG 11, 2011 Meeting Type: Annual Record Date: JUN 21, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Frank Bennack, Jr. For For Management 1.2 Elect Joel Fleishman For For Management 1.3 Elect Steven Murphy 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 1 Year Management Executive Compensation 5 Company Name Change For For Management -------------------------------------------------------------------------------- PRECISION CASTPARTS CORP. Ticker: PCP Security ID: 740189105 Meeting Date: AUG 16, 2011 Meeting Type: Annual Record Date: JUN 14, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Don Graber For For Management 1.2 Elect Lester Lyles For For Management 1.3 Elect Timothy Wicks 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 1 Year Management Executive Compensation -------------------------------------------------------------------------------- SHIRE PLC Ticker: SHP Security ID: 82481R106 Meeting Date: APR 24, 2012 Meeting Type: Annual Record Date: MAR 21, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Accounts and Reports For For Management 2 Directors' Remuneration Report For For Management 3 Elect William Burns For For Management 4 Elect Matthew Emmens For For Management 5 Elect David Ginsburg For For Management 6 Elect Graham Hetherington For For Management 7 Elect David Kappler For For Management 8 Elect Anne Minto For For Management 9 Elect Angus Russell For For Management 10 Elect David Stout For For Management 11 Elect Susan Kilsby For For Management 12 Appointment of Auditor For For Management 13 Authority to Set Auditor's Fees For For Management 14 Authority to Issue Shares w/ For For Management Preemptive Rights 15 Authority to Issue Shares w/o For For Management Preemptive Rights 16 Authority to Repurchase Shares For For Management 17 Authority to Set General Meeting For Against Management Notice Period at 14 Days -------------------------------------------------------------------------------- SOUTHWESTERN ENERGY COMPANY Ticker: SWN Security ID: 845467109 Meeting Date: MAY 22, 2012 Meeting Type: Annual Record Date: MAR 30, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Lewis Epley, Jr. For For Management 2 Elect Robert Howard For For Management 3 Elect Catherine Kehr For For Management 4 Elect Greg Kerley For For Management 5 Elect Harold Korell For For Management 6 Elect Vello Kuuskraa For For Management 7 Elect Kenneth Mourton For For Management 8 Elect Steven Mueller For For Management 9 Elect Charles Scharlau For For Management 10 Elect Alan Stevens For For Management 11 Ratification of Auditor For For Management 12 Advisory Vote on Executive Compensation For For Management 13 Shareholder Proposal Regarding Against Against Shareholder Retention of Shares After Retirement -------------------------------------------------------------------------------- STARBUCKS CORP. Ticker: SBUX Security ID: 855244109 Meeting Date: MAR 21, 2012 Meeting Type: Annual Record Date: JAN 12, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Howard Schultz For For Management 2 Elect William Bradley For For Management 3 Elect Mellody Hobson For For Management 4 Elect Kevin Johnson For For Management 5 Elect Olden Lee For For Management 6 Elect Joshua Ramo For For Management 7 Elect James Shennan, Jr. For For Management 8 Elect Clara Shih For For Management 9 Elect Javier Teruel For For Management 10 Elect Myron Ullman III For For Management 11 Elect Craig Weatherup For For Management 12 Advisory Vote on Executive Compensation For For Management 13 Amendment to the Executive Management For For Management Bonus Plan 14 Ratification of Auditor For For Management 15 Shareholder Proposal Regarding Against Against Shareholder Formation of Sustainability Committee -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 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 -------------------------------------------------------------------------------- VERTEX PHARMACEUTICALS INCORPORATED Ticker: VRTX Security ID: 92532F100 Meeting Date: MAY 16, 2012 Meeting Type: Annual Record Date: MAR 19, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Jeffrey Leiden For For Management 1.2 Elect Bruce Sachs For For Management 2 Amendment to the 2006 Stock and Option For For Management Plan 3 Amendment to the Employee Stock For For Management Purchase Plan 4 Ratification of Auditor For For Management 5 Advisory Vote on Executive Compensation For For Management -------------------------------------------------------------------------------- VISA INC Ticker: V Security ID: 92826C839 Meeting Date: JAN 31, 2012 Meeting Type: Annual Record Date: DEC 05, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Gary Coughlan For For Management 2 Elect Mary Cranston For For Management 3 Elect Francisco Javier Fern?ndez For For Management Carbajal 4 Elect Robert Matschullat For For Management 5 Elect Cathy Minehan For For Management 6 Elect Suzanne Johnson For For Management 7 Elect David Pang For For Management 8 Elect Joseph Saunders For For Management 9 Elect William Shanahan For For Management 10 Elect John Swainson For For Management 11 Advisory Vote on Executive Compensation For Against Management 12 Amendment to the 2007 Equity Incentive For For Management Compenastion Plan 13 Ratification of Auditor For For Management -------------------------------------------------------------------------------- WALT DISNEY CO. Ticker: DIS Security ID: 254687106 Meeting Date: MAR 13, 2012 Meeting Type: Annual Record Date: JAN 13, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Susan Arnold For For Management 2 Elect John Chen For For Management 3 Elect Judith Estrin For For Management 4 Elect Robert Iger For For Management 5 Elect Fred Langhammer For For Management 6 Elect Aylwin Lewis For For Management 7 Elect Monica Lozano For For Management 8 Elect Robert Matschullat For For Management 9 Elect Sheryl Sandberg For For Management 10 Elect Orin Smith For For Management 11 Ratification of Auditor For For Management 12 Amendment to the 2011 Stock Incentive For For Management Plan 13 Advisory Vote on Executive Compensation For For Management -------------------------------------------------------------------------------- WHOLE FOODS MARKET, INC. Ticker: WFM Security ID: 966837106 Meeting Date: MAR 09, 2012 Meeting Type: Annual Record Date: JAN 10, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect John Elstrott For For Management 1.2 Elect Gabrielle Greene For For Management 1.3 Elect Hass Hassan For For Management 1.4 Elect Stephanie Kugelman For For Management 1.5 Elect John Mackey For Withhold Management 1.6 Elect Walter Robb For Withhold Management 1.7 Elect Jonathan Seiffer For Withhold Management 1.8 Elect Morris Siegel For For Management 1.9 Elect Jonathan Sokoloff For Withhold Management 1.10 Elect Ralph Sorenson For For Management 1.11 Elect William Tindell For For Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For Against Management 4 Increase of Authorized Common Stock For Against Management 5 Shareholder Proposal Regarding Removal Against For Shareholder of Directors 6 Shareholder Proposal Regarding Against For Shareholder Independent Board Chairman -------------------------------------------------------------------------------- YOUKU.COM INC Ticker: YOKU Security ID: 98742U100 Meeting Date: OCT 17, 2011 Meeting Type: Annual Record Date: AUG 24, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Change in Company Name For For Management ========== END NPX REPORT SIGNATURES Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Prudential's Gibraltar Fund, Inc. By /s/ Robert F. O'Donnell (Jonathan D. Shain) ----------------------------------------- Robert F. O'Donnell, President Date: August 28, 2012 Power of Attorney The undersigned Directors, Trustees and Officers of the Advanced Series Trust, The Prudential Series Fund and Prudential's Gibraltar Fund, Inc. (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/ Timothy S. Cronin --------------------- Timothy S. Cronin /s/ Thomas T. Mooney --------------------- Thomas T. Mooney /s/ Susan Davenport Austin -------------------------- Susan Davenport Austin /s/ Thomas M. O'Brien --------------------- Thomas M. O'Brien /s/ Saul K. Fenster, PhD ------------------------ Saul K. Fenster, PhD /s/ Robert F. O'Donnell ----------------------- Robert F. O'Donnell /s/ Delayne Dedrick Gold ------------------------ Delayne Dedrick Gold /s/ F. Don Schwartz ------------------- F. Don Schwartz /s/ Robert F. Gunia ------------------- Robert F. Gunia /s/ Grace C. Torres ------------------- Grace C. Torres /s/ W. Scott McDonald, Jr. -------------------------- W. Scott McDonald, Jr. Dated: June 14, 2012