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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM N-PX

             ANNUAL REPORT OF PROXY VOTING OF REGISTERED MANAGEMENT
                               INVESTMENT COMPANY

Investment Company Act file number 811-03143
                                   ----------

TEMPLETON GLOBAL SMALLER COMPANIES FUND
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in charter)


500 EAST BROWARD BLVD., FORT LAUDERDALE, FL 33394-3091
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(Address of principal executive offices) (Zip code)


MURRAY L. SIMPSON, ONE FRANKLIN PARKWAY, SAN MATEO, CA 94403-1906
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(Name and address of agent for service)

Registrant's telephone number, including area code: (954) 527-7500
                                                    ----------------

Date of fiscal year end:   8/31
                         -------

Date of reporting period: 6/30/04
                         ---------

ITEM 1. PROXY VOTING RECORD



AALBERTS INDUSTRIES

Ticker:                      Security ID:  NL0000331346
Meeting Date: APR 22, 2004   Meeting Type: Annual
Record Date:  APR 19, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting                              None      None       Management
2     Receive Report of Management Board        None      None       Management
3     Approve Financial Statements              For       For        Management
4     Approve Dividends                         For       For        Management
5     Approve Discharge of Management Board     For       For        Management
6     Approve Discharge of Supervisory Board    For       For        Management
7     Authorize Repurchase of Up to Ten Percent For       For        Management
      of Issued Share Capital
8     Grant Board Authority to Issue All        For       Against    Management
      Authorized Yet Unissued Shares
      Restricting/Excluding Preemptive Rights
9     Approve Company's Corporate Governance    For       For        Management
      Policy
10    Discontinue Two-Tiered Board Structure    For       For        Management
11    Amend Articles Re: Termination of         For       For        Management
      Two-Tiered Board Structure; Corporate
      Governance Policy (Items 9-10)
12    Ratify PricewaterhouseCoopers Accountants For       For        Management
      N.V. as Auditors
13    Reelect A. Land and P. Niessen as Members For       For        Management
      of Supervisory Board
14    Other Business                            None      None       Management
15    Close Meeting                             None      None       Management


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ABITIBI CONSOLIDATED INC.

Ticker:       A.             Security ID:  CA0039241074
Meeting Date: APR 29, 2004   Meeting Type: Annual
Record Date:  MAR 15, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Dong Kil Cho, Marlene Davidge,      For       For        Management
      William Davis, Richard Drouin, Lise
      Lachapelle, Gary Lukassen, C. Edward
      Medland, John A. Tory, David Ward and
      John Weaver as Directors
2     Appoint PricewaterhouseCoopers LLP as     For       For        Management
      Auditors


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ACS, ACTIVIDADES DE CONSTRUCCIONES (FORMERLY GINES NAVARRO C

Ticker:                      Security ID:  ES0167050311
Meeting Date: MAY 19, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Individual and Group Financial    For       For        Management
      Statements, Allocation of Income; Present
      Corporate Governance Report
2     Approve Discharge of Management Board     For       For        Management
3     Elect Management Board                    For       For        Management
4     Authorize Repurchase of Shares            For       For        Management
5     Approve Auditors                          For       For        Management
6     Approve Reduction in Share Capital via    For       For        Management
      Cancellation of 902,453 Treasury Shares;
      Amend Articles Accordingly
7     Approve 3:1 Stock Split and Subsequent    For       For        Management
      Reduction in Par Value to EUR 0.50 from
      EUR 1.50
8     Amend Articles 13, 15, 20b, 22, 26, and   For       For        Management
      28 Re: Board Numbers, Composition,
      Functions, and General Meetings
      Attendance and Information
9     Approve Stock Option Plan                 For       For        Management
10    Approve General Meeting Guidelines;       For       For        Management
      Present Report Re: Board Guidelines
11    Authorize Board to Ratify and Execute     For       For        Management
      Approved Resolutions
12    Approve Minutes of Meeting                For       For        Management


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AGILE SOFTWARE CORP.

Ticker:       AGIL           Security ID:  00846X105
Meeting Date: OCT 9, 2003    Meeting Type: Annual
Record Date:  AUG 20, 2003

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Klaus-Dieter Laidig        For       For        Management
1.2   Elect Director Gareth Chang               For       For        Management
2     Ratify Auditors                           For       For        Management


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ALBERTO-CULVER CO.

Ticker:       ACV            Security ID:  013068101
Meeting Date: JAN 22, 2004   Meeting Type: Annual
Record Date:  DEC 1, 2003

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director A. G. Atwater, Jr.         For       For        Management
1.2   Elect Director Sam J. Susser              For       For        Management
1.3   Elect Director William W. Wirtz           For       For        Management
1.4   Elect Director John A. Miller             For       For        Management
1.5   Elect Director James G. Brocksmith, Jr.   For       For        Management
2     Approve Executive Incentive Bonus Plan    For       Against    Management
3     Amend Articles                            For       For        Management
4     Increase Authorized Common Stock          For       For        Management


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AMER GROUP PLC.

Ticker:                      Security ID:  FI0009000285
Meeting Date: MAR 17, 2004   Meeting Type: Annual
Record Date:  MAR 5, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Receive Financial Statements              None      None       Management
1.2   Receive Auditors' Report                  None      None       Management
1.3   Accept Financial Statements and Statutory For       For        Management
      Reports
1.4   Approve Allocation of Income and          For       For        Management
      Dividends of EUR 1.40 Per Share
1.5   Approve Discharge of Board and President  For       For        Management
1.6   Fix Number of Directors at Seven          For       For        Management
1.7   Approve Remuneration of Directors and     For       For        Management
      Auditors
1.8   Reelect Felix Bjoerklund, Ilkka           For       For        Management
      Brotherus, Pekka Kainulainen, Tuomu
      Laehdesmaeki, Timo Maasilta, and Roger
      Talermo; Elect Anssi Vanjoki as a New
      Director
1.9   Appoint PricewaterhouseCoopers as         For       For        Management
      Auditors
2     Amend Articles: Reduce Term of Directors  For       For        Management
      from Three Years to One Year; Introduce
      Maximum Age Limit of 66 Years for Board
      Membership
3     Approve EUR 3.9 Million Reduction in      For       For        Management
      Share Capital via Share Cancellation
4     Approve Issuance of Warrants to Key       For       For        Management
      Employees; Approve Creation of EUR 2.2
      Million Pool of Conditional Capital to
      Guarantee Conversion Rights
5     Cancel 53,400 Undistributed Warrants      For       For        Management
      (2002 Warrant Scheme); Cancel 390,001
      Undistributed Warrants (2003 Warrant
      Scheme)


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APN NEWS & MEDIA (FORMERLY AUSTRALIAN PROVINCIAL NEWSPAPERS)

Ticker:                      Security ID:  AU000000APN4
Meeting Date: APR 28, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Kevin J Luscombe as Director        For       For        Management
2     Elect Sallyanne Atkinson as Director      For       For        Management
3     Elect Liam P Healy as Director            For       For        Management
4     Elect Albert E Harris as Director         For       For        Management
5     Elect Donal J Buggy as Director           For       For        Management
6     Elect Pierce PJ Cody as Director          For       For        Management
7     Elect Peter M Cosgrove as Director        For       For        Management
8     Elect John H Maasland as Director         For       For        Management
9     Approve Increase in the Remuneration of   For       For        Management
      Directors from AUD500,000 to AUD750,000
10    Approve Grant of 1.5 Million Options to   For       For        Management
      Brendan MA Hopkins, Executive Director


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ARCADIS N.V. (FORMERLY HEIDEMIJ)

Ticker:       ARCAF          Security ID:  NL0000358554
Meeting Date: MAY 12, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Open Meeting                              None      None       Management
1.2   Receive Announcements                     None      None       Management
2     Receive Report of Supervisory Board       None      None       Management
3     Receive Report of Management Board        None      None       Management
4.1   Approve Financial Statements and          For       For        Management
      Statutory Reports
4.2   Approve Dividends of EUR 0.48 Per Share   For       For        Management
5.1   Approve Discharge of Management Board     For       For        Management
5.2   Approve Discharge of Supervisory Board    For       For        Management
6     Discussion about Company's Corporate      None      None       Management
      Governance Report
7     Ratify KPMG Accountants as Auditors       For       For        Management
8.1   Reelect J. Peelen to Supervisory Board    For       For        Management
8.2   Elect T. Cohn to Supervisory Board        For       For        Management
8.3   Announcement of Vacancy for Next General  None      None       Management
      Meeting
9.1   Approve Payment of EUR 5,000 to Members   For       For        Management
      of Audit Committee and Selection &
      Remuneration Committee, and EUR 2,500 to
      Members of Integrity Committee
9.2   Approve Liability and Indemnification     For       For        Management
      Agreement for Supervisory Board Members
10.1  Grant Board Authority to Issue Ordinary   For       Against    Management
      Shares Up to 20 Percent of Issued Share
      Capital as well as All Authorized Yet
      Unissued Cumulative Preference Shares
10.2  Grant Board Authority to Exclude the      For       Against    Management
      Preemptive Rights from Issuance of Under
      Item 10.1
11    Authorize Repurchase of Up to Ten Percent For       For        Management
      of Issued Share Capital
12    Allow Questions                           None      None       Management
13    Close Meeting                             None      None       Management


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

ASIA SATELLITE TELECOMMUNICATIONS HOLDINGS LTD.

Ticker:       SAT            Security ID:  BMG0534R1088
Meeting Date: MAY 14, 2004   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Amend Bylaws Re: Voting at General        For       For        Management
      Meetings, Material Interest of Directors
      in Contracts Entered into by the Company,
      Nomination of Directors


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

ASIA SATELLITE TELECOMMUNICATIONS HOLDINGS LTD.

Ticker:       SAT            Security ID:  BMG0534R1088
Meeting Date: MAY 14, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend of HK$0.24 Per     For       For        Management
      Share
3     Elect Directors and Authorize Board to    For       For        Management
      Fix Their Remuneration
4     Approve Auditors and Authorize Board to   For       For        Management
      Fix Their Remuneration
5a    Approve Issuance of Equity or             For       Against    Management
      Equity-Linked Securities without
      Preemptive Rights
5b    Approve Repurchase of Up to 10 Percent of For       For        Management
      Issued Capital
5c    Authorize Reissuance of Repurchased       For       For        Management
      Shares


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

ASSOCIATED CEMENT COS., LTD.

Ticker:                      Security ID:  INE012A01025
Meeting Date: JUL 9, 2003    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Dividends of INR 2.5 Per Share    For       For        Management
3     Reappoint N.A. Soonawala as Director      For       For        Management
4     Reappoint A.L. Kapur as Director          For       For        Management
5     Reappoint P.K. Sinor as Director          For       For        Management
6     Approve Appointment and Remuneration of   For       For        Management
      M.L. Narula, Executive Director
7     Approve Stock Option Plan                 For       For        Management
8     Approve Extension of Stock Option Plan to For       For        Management
      Subsidiaries
9     Approve A.F. Ferguson as Auditors and     For       For        Management
      Authorize Board to Fix Their Remuneration


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

ASSOCIATED CEMENT COS., LTD.

Ticker:                      Security ID:  INE012A01025
Meeting Date: MAR 1, 2004    Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Issuance of Equity or             For       For        Management
      Equity-Linked Securities without
      Preemptive Rights up to Aggregate Amount
      of US$100 Million
2     Approve Voluntary Delisting of Company    For       For        Management
      Shares


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

ATI TECHNOLOGIES INC.

Ticker:       ATY.           Security ID:  CA0019411036
Meeting Date: JAN 27, 2004   Meeting Type: Annual/Special
Record Date:  DEC 22, 2003

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect John E. Caldwell, Ronald Chwang,    For       For        Management
      James D. Fleck, K.Y Ho, Alan D. Horn,
      Paul Russo, Robert A. Young as Directors
2     Approve KPMG LLP as Auditors and          For       For        Management
      Authorize Board to Fix Remuneration of
      Auditors
3     Amend Restricted Share Unit Plans to      For       Against    Management
      Allow Availability of the Common Shares
      Allocated under the Option Plan to The
      RSU Plans


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

AVIS EUROPE PLC

Ticker:                      Security ID:  GB0000658053
Meeting Date: MAY 25, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Remuneration Report               For       For        Management
3     Approve Final Dividend of 2.6 Pence Per   For       For        Management
      Share
4     Re-elect Alun Cathcart as Director        For       For        Management
5     Re-elect Jean-Pierre Bizet as Director    For       For        Management
6     Re-elect Gilbert van Marcke de Lummen as  For       For        Management
      Director
7     Re-elect Dieter Woitscheck as Director    For       For        Management
8     Elect Murray Hennessy as Director         For       For        Management
9     Elect Kevin Sheehan as Director           For       For        Management
10    Reappoint PricewaterhouseCoopers LLP as   For       For        Management
      Auditors and Authorise Board to Fix
      Remuneration of Auditors
11    Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 292,894
12    Authorise 58,578,803 Ordinary Shares for  For       For        Management
      Market Purchase


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

AXIS CAPITAL HOLDINGS LTD

Ticker:       AXS            Security ID:  G0692U109
Meeting Date: MAY 6, 2004    Meeting Type: Annual
Record Date:  MAR 31, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Jurgen Grupe              For       For        Management
1.2   Elect  Director Maurice A. Keane          For       For        Management
1.3   Elect  Director Edward J. Kelly, III      For       For        Management
1.4   Elect  Director Andrew H. Rush            For       For        Management
1.5   Elect  Director Henry Smith               For       For        Management
1.6   Elect  Director Jeffrey C. Walker         For       For        Management
1.7   Elect  Director Michael A. Butt           For       For        Management
1.8   Elect  Director John R. Charman           For       For        Management
1.9   Elect  Director Andrew Cook               For       For        Management
1.10  Elect  Director John R. Charman*          For       For        Management
1.11  Elect  Director Andrew Cook*              For       For        Management
1.12  Elect  Director Michael J. Weetch         For       For        Management
2     TO AMEND THE BY-LAWS OF AXIS CAPITAL      For       For        Management
      HOLDINGS LIMITED
3     Ratify Auditors                           For       For        Management
4     Ratify Auditors                           For       For        Management
5     TO AUTHORIZE THE BOARD OF DIRECTORS OF    For       For        Management
      AXIS SPECIALTY HOLDINGS IRELAND LIMITED
      TO SET THE FEES FOR DELOITTE & TOUCHE
6     TO APPROVE THE FINANCIAL STATEMENTS OF    For       For        Management
      AXIS SPECIALTY HOLDINGS IRELAND LIMITED
7     TO AUTHORIZE AXIS SPECIALTY HOLDINGS      For       For        Management
      IRELAND LIMITED TO AUTHORIZE THE BOARD OF
      AXIS SPECIALTY EUROPE LIMITED TO SET THE
      FEES FOR DELOITTE & TOUCHE, INDEPENDENT
      AUDITORS
8     TO AUTHORIZE AXIS SPECIALTY HOLDINGS      For       For        Management
      IRELAND LIMITED TO VOTE TO APPROVE THE
      FINANCIAL STATEMENTS OF AXIS SPECIALTY
      EUROPE LIMITED
9     TO AUTHORIZE AXIS SPECIALTY HOLDINGS      For       For        Management
      IRELAND LIMITED TO AUTHORIZE THE BOARD OF
      AXIS RE LIMITED TO SET THE FEES FOR
      DELOITTE & TOUCHE, INDEPENDENT AUDITORS
10    TO AUTHORIZE AXIS SPECIALTY HOLDINGS      For       For        Management
      IRELAND LIMITED TO VOTE TO APPROVE THE
      FINANCIAL STATEMENTS OF AXIS RE LIMITED
11    Ratify Auditors                           For       For        Management
12    TO APPROVE THE FINANCIAL STATEMENTS OF    For       For        Management
      AXIS SPECIALTY UK LIMITED
13    Ratify Auditors                           For       For        Management
14    TO APPROVE THE FINANCIAL STATEMENTS OF    For       For        Management
      AXIS SPECIALTY UK HOLDINGS LIMITED
15    Ratify Auditors                           For       For        Management
16    TO APPROVE THE FINANCIAL STATEMENTS OF    For       For        Management
      AXIS SPECIALTY (BARBADOS) LIMITED


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

BEARINGPOINT, INC.

Ticker:       BE             Security ID:  074002106
Meeting Date: NOV 4, 2003    Meeting Type: Annual
Record Date:  SEP 12, 2003

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Randolph C. Blazer         For       For        Management
1.2   Elect Director Roderick C. McGeary        For       Withhold   Management
1.3   Elect Director Alice M. Rivlin            For       For        Management


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

BODYCOTE INTERNATIONAL PLC

Ticker:                      Security ID:  GB0006895626
Meeting Date: MAY 26, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Remuneration Report               For       For        Management
3     Approve Final Dividend of 3.85 Pence Per  For       For        Management
      Share
4     Re-elect Richard Scholes as Director      For       For        Management
5     Re-elect David Landless as Director       For       For        Management
6     Reappoint Deloitte and Touche LLP as      For       For        Management
      Auditors and Authorise Board to Fix Their
      Remuneration
7     Approve Increase in Authorised Capital    For       For        Management
      from GBP 34,706,000 to GBP 43,000,000
8     Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount
      Equal to the Nominal Amount of Authorised
      but Unissued Share Capital Immediately
      Following the Passing of Resolution Seven
9     Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 1,603,939
10    Authorise 32,078,790 Ordinary Shares for  For       For        Management
      Market Purchase


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

BRAMBLES INDUSTRIES PLC

Ticker:                      Security ID:  GB0030616733
Meeting Date: OCT 21, 2003   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports for Brambles Industries Ltd.
2     Accept Financial Statements and Statutory For       For        Management
      Reports for Brambles Industries plc
3     Approve Remuneration Report               For       For        Management
4     Reelect Roy Brown as Director of Brambles For       For        Management
      Industries Ltd.
5     Reelect Roy Brown as Director of Brambles For       For        Management
      Industries plc
6     Reelect CK Chow as Director of Brambles   None      None       Management
      Industries Ltd.
7     Reelect CK Chow as Director of Brambles   None      None       Management
      Industries plc
8     Reelect David Lees as Director of         For       For        Management
      Brambles Industries Ltd.
9     Reelect David Lees as Director of         For       For        Management
      Brambles Industries plc
10    Reelect Ron Milne as Director of Brambles For       For        Management
      Industries Ltd.
11    Reelect Ron Milne as Director of Brambles For       For        Management
      Industries plc
12    Ratify PricewaterhouseCoopers LLP as      For       For        Management
      Auditors of Brambles Industries plc
13    Authorize Board to Fix Remuneration of    For       For        Management
      Auditors
14    Authorize Brambles Industries plc         For       For        Management
      Issuance of Equity or Equity-Linked
      Securities with Preemptive Rights up to
      Aggregate Nominal Amount of GBP 8,812,882
15    Authorize Brambles Industries plc         For       For        Management
      Issuance of Equity or Equity-Linked
      Securities without Preemptive Rights up
      to Aggregate Nominal Amount of GBP
      1,809,355
16    Authorize 72,374,235 Shares for Brambles  For       For        Management
      Industries plc Share Repurchase Program
17    Approve Dividend Reinvestment Plan for    For       For        Management
      Brambles Industries Ltd.
18    Approve Scrip Dividend Program for        For       For        Management
      Brambles Industries plc
19    Amend Articles of Association Re: CREST   For       For        Management


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

BURBERRY GROUP PLC

Ticker:                      Security ID:  GB0031743007
Meeting Date: JUL 15, 2003   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Remuneration Report               For       Against    Management
3     Approve Final Dividend of 2 Pence Per     For       For        Management
      Share
4     Reelect Caroline Marland as Director      For       For        Management
5     Reelect Michael Metcalf as Director       For       For        Management
6     Reelect David Tyler as Director           For       For        Management
7     Ratify PricewaterhouseCoopers LLP as      For       For        Management
      Auditors
8     Authorize Board to Fix Remuneration of    For       For        Management
      Auditors
9     Authorize EU Political Donations of the   For       For        Management
      Company up to an Aggregate Amount of GBP
      25,000
10    Authorize EU Political Donations of       For       For        Management
      Burberry Limited up to an Aggregate
      Amount of GBP 25,000
11    Authorize 25,000,000 Shares for Share     For       For        Management
      Repurchase Program
12    Authorize Issuance of Equity or           For       For        Management
      Equity-Linked Securities with Preemptive
      Rights up to Aggregate Nominal Amount of
      GBP 83,000
13    Amend Articles of Association Re:         For       For        Management
      Allotment of Shares
14    Authorize Issuance of Equity or           For       For        Management
      Equity-Linked Securities without
      Preemptive Rights up to Aggregate Nominal
      Amount of GBP 12,500


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

CANADIAN NATURAL RESOURCES LTD.

Ticker:       CNQ.           Security ID:  136385101
Meeting Date: MAY 6, 2004    Meeting Type: Annual/Special
Record Date:  MAR 25, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Catherine Best, N. Murray Edwards,  For       For        Management
      Ambassador Gordon D. Giffin, James T.
      Grenon, John G. Langille, Keith A.J.
      MacPhail, Allan Markin, James Palmer,
      Eldon Smith and David Tuer as Directors
2     Appoint PricewaterhouseCoopers LLP as     For       For        Management
      Auditors and Authorize Board to Fix
      Remuneration of Auditors
3     Amend Stock Option Plan                   For       For        Management
4     Approve 2:1 Stock Split                   For       For        Management


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

CELESIO AG (FORMERLY GEHE AG)

Ticker:                      Security ID:  DE0005858005
Meeting Date: APR 29, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Receive Financial Statements and          None      None       Management
      Statutory Reports
2     Approve Allocation of Income and          For       For        Management
      Dividends of EUR 0.90 per Share
3     Approve Discharge of Management Board     For       For        Management
4     Approve Discharge of Supervisory Board    For       For        Management
5     Ratify PricewaterhouseCoopers Deutsche    For       For        Management
      Revision AG as Auditors


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

CENTRAL PARKING CORP.

Ticker:       CPC            Security ID:  154785109
Meeting Date: FEB 10, 2004   Meeting Type: Annual
Record Date:  DEC 8, 2003

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Monroe J. Carell, Jr.     For       For        Management
1.2   Elect  Director Raymond T. Baker          For       For        Management
1.3   Elect  Director Kathryn Carell Brown      For       For        Management
1.4   Elect  Director Cecil Conlee              For       For        Management
1.5   Elect  Director Lewis Katz                For       Withhold   Management
1.6   Elect  Director Edward G. Nelson          For       For        Management
1.7   Elect  Director Owen G. Shell, Jr.        For       For        Management
1.8   Elect  Director Richard H. Sinkfield      For       For        Management
1.9   Elect  Director William B. Smith          For       Withhold   Management
2     Other Business                            For       Against    Management


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

CHINA PHARMACEUTICAL GROUP LTD (FRMLY CHINA PHARM. ENT. & IN

Ticker:                      Security ID:  HK1093012172
Meeting Date: MAY 14, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       Did Not    Management
      Reports                                             Vote
2     Approve Final Dividend of HK$0.07 Per     For       Did Not    Management
      Share                                               Vote
3     Reelect Directors and Authorize Board to  For       Did Not    Management
      Fix Their Remuneration                              Vote
4     Reappoint Auditors and Authorize Board to For       Did Not    Management
      Fix Their Remuneration                              Vote


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

CHINA PHARMACEUTICAL GROUP LTD (FRMLY CHINA PHARM. ENT. & IN

Ticker:                      Security ID:  HK1093012172
Meeting Date: MAY 14, 2004   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Repurchase of Up to 10 Percent of For       Did Not    Management
      Issued Capital                                      Vote
2     Approve Issuance of Equity or             For       Did Not    Management
      Equity-Linked Securities without                    Vote
      Preemptive Rights
3     Authorize Reissuance of Repurchased       For       Did Not    Management
      Shares                                              Vote


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

CHINA RESOURCES POWER HOLDINGS CO LTD

Ticker:                      Security ID:  HK0836012952
Meeting Date: MAY 28, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2a    Reelect Song Lin as Director              For       For        Management
2b    Reelect Wang Shuai Ting as Director       For       For        Management
2c    Reelect Shen Zhong Min as Director        For       For        Management
2d    Reelect Tang Cheng as Director            For       For        Management
2e    Reelect Zhang Shen Wen as Director        For       For        Management
2f    Reelect Ning Gao Ning as Director         For       For        Management
2g    Reelect Jiang Wei as Director             For       For        Management
2h    Reelect Wu Jing Ru as Director            For       For        Management
2i    Reelect Fong Ching, Eddy as Director      For       For        Management
2j    Reelect Anthony Adams as Director         For       For        Management
2k    Approve Remuneration of Directors         For       For        Management
3     Reappoint Deloitte Touche Tohmatsu as     For       For        Management
      Auditors and Authorize Board to Fix Their
      Remuneration
4     Approve Repurchase of Up to 10 Percent of For       For        Management
      Issued Capital
5     Approve Issuance of Equity or             For       Against    Management
      Equity-Linked Securities without
      Preemptive Rights
6     Authorize Reissuance of Repurchased       For       For        Management
      Shares
7     Adopt Amended Articles of Association     For       For        Management


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

COINSTAR, INC.

Ticker:       CSTR           Security ID:  19259P300
Meeting Date: JUN 10, 2004   Meeting Type: Annual
Record Date:  APR 13, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Keith D. Grinstein        For       For        Management
1.2   Elect  Director Ronald B. Woodard         For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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

D. CARNEGIE & CO AB

Ticker:                      Security ID:  SE0000798829
Meeting Date: MAR 18, 2004   Meeting Type: Annual
Record Date:  MAR 8, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Chairman of Meeting                 For       For        Management
2     Prepare and Approve List of Shareholders  For       For        Management
3     Approve Agenda of Meeting                 For       For        Management
4     Designate Inspector or Shareholder        For       For        Management
      Representative(s) of Minutes of Meeting
5     Acknowledge Proper Convening of Meeting   For       For        Management
6.1   Receive Auditor's Reports                 None      None       Management
6.2   Receive President's Report                None      None       Management
6.3   Receive Board Report                      None      None       Management
6.4   Receive Committee Reports                 None      None       Management
7.1   Accept Financial Statements and Statutory For       For        Management
      Reports
7.2   Approve Allocation of Income and          For       For        Management
      Dividends of SEK 3.16 Per Share
7.3   Approve Discharge of Board and President  For       For        Management
8     Approve Remuneration of Directors in the  For       For        Management
      Aggregate Amount of SEK 3.3 Million;
      Approve Remuneration of Auditors
9     Reelect Lars Bertmar, Christer            For       For        Management
      Zetterberg, Anders Ljungh, Karin Forseke,
      and Fields Wicker-Miurin as Directors;
      Elect Hugo Andersen, Vesa Puttonen, and
      Dag Sehlin as New Directors
10    Authorize Subsidiaries Engaging in        For       For        Management
      Securities Operations to Acquire and Sell
      Shares in D. Carnegie & Co AB
11.1  Shareholder Proposal: Authorize General   Against   Against    Shareholder
      Meeting to Elect Members of Nominating
      Committee
11.2  Authorize Chairman of Board to Appoint    For       For        Management
      Members of Nominating Committee
12    Close Meeting                             None      None       Management


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

DAEDUCK ELECTRONICS CO.

Ticker:                      Security ID:  KR7008060006
Meeting Date: MAR 19, 2004   Meeting Type: Annual
Record Date:  DEC 31, 2003

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Appropriation of Income and       For       For        Management
      Dividends of KRW 300 Per Share
2     Elect Directors                           For       For        Management
3     Appoint Auditors                          For       For        Management
4     Approve Limit on Remuneration of          For       For        Management
      Directors
5     Approve Limit on Remuneration of Auditors For       For        Management


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

DAEGU BANK

Ticker:                      Security ID:  KR7005270004
Meeting Date: MAR 19, 2004   Meeting Type: Annual
Record Date:  DEC 31, 2003

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Appropriation of Income and       For       For        Management
      Dividends of KRW 250 Per Share
2     Amend Articles of Incorporation to        For       For        Management
      Introduce Provisions to Strengthen
      Expertise of Outside Directors and Audit
      Committee Members
3     Elect Directors                           For       For        Management
4     Elect Members of Audit Committee          For       For        Management
5     Approve Stock Option Grants               For       For        Management


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

DAH SING FINANCIAL HOLDINGS LTD.

Ticker:                      Security ID:  HK0440001847
Meeting Date: APR 28, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend of HK$0.81 Per     For       For        Management
      Share
3     Elect Directors                           For       For        Management
4     Approve Remuneration of Directors         For       For        Management
5     Approve PricewaterhouseCoopers as         For       For        Management
      Auditors and Authorize Board to Fix Their
      Remuneration
6     Approve Issuance of Equity or             For       Against    Management
      Equity-Linked Securities without
      Preemptive Rights
7     Approve Repurchase of Up to 10 Percent of For       For        Management
      Issued Capital
8     Authorize Reissuance of Repurchased       For       For        Management
      Shares


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

DAH SING FINANCIAL HOLDINGS LTD.

Ticker:                      Security ID:  HK0440001847
Meeting Date: JUN 12, 2004   Meeting Type: Special
Record Date:  JUN 4, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Seperate Listing of Dah Sing      For       For        Management
      Banking Group Ltd.
2     Approve Share Option Scheme of Dah Sing   For       For        Management
      Banking Group Ltd.


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

DAH SING FINANCIAL HOLDINGS LTD.

Ticker:                      Security ID:  HK0440001847
Meeting Date: JUN 21, 2004   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Amend Articles Re: Voting at General      For       For        Management
      Meetings, Nomination of Directors,
      Material Interest of Directors in
      Contracts Entered into by the Company,
      Purchase of Liability Insurance for Any
      Director, Manager, Officer or Auditor of
      the Company


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

DRAKA HOLDING N.V.

Ticker:                      Security ID:  NL0000347813
Meeting Date: MAY 7, 2004    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting                              None      None       Management
2     Receive Report of Management Board        None      None       Management
3.    Approve Financial Statements and          For       For        Management
      Statutory Reports
4.1   Receive Explanation of Company's Reserves None      None       Management
      and Dividend Policy
4.2   Approve Dividends in the Amount of EUR    For       For        Management
      0.10
5.1   Approve Discharge of Management Board     For       For        Management
5.2   Approve Discharge of Supervisory Board    For       For        Management
6.1   Reelect Fentener van Vlissingen to        For       For        Management
      Supervisory Board
6.2   Approve Remuneration of Supervisory Board For       For        Management
7     Ratify KPMG Accountants N.V. as Auditors  For       For        Management
8     Grant Board Authority to Issue All        For       Against    Management
      Authorized Yet Unissued Shares
      Restricting/Excluding Preemptive Rights
9     Authorize Repurchase of Up to Ten Percent For       For        Management
      of Issued Share Capital
10    Other Business                            None      None       Management
11    Close Meeting                             None      None       Management


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

FISHER &  PAYKEL HEALTHCARE CORP (FRMLY FISHER & PAYKEL )

Ticker:                      Security ID:  NZFAPE0001S2
Meeting Date: AUG 7, 2003    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Lindsay Gillanders as Director      For       For        Management
2     Elect Colin Maiden as Director            For       For        Management
3     Authorize Board to Fix Remuneration of    For       For        Management
      the Auditors
4     Approve Stock Option Plan Grant of up to  For       For        Management
      70,000 Options to Michael Daniell


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

FOUNTAIN SET (HOLDINGS) LTD.

Ticker:                      Security ID:  HK0420001817
Meeting Date: FEB 5, 2004    Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Repurchase of Up to 10 Percent of For       For        Management
      Issued Capital
2     Approve Issuance of Equity or             For       For        Management
      Equity-Linked Securities without
      Preemptive Rights
3     Authorize Reissuance of Repurchased       For       For        Management
      Shares
4     Amend Articles Re: Recognized Clearing    For       For        Management
      House, Inclusion of Electronic
      Communication, and Other Technical
      Definitions


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

FOUNTAIN SET (HOLDINGS) LTD.

Ticker:                      Security ID:  HK0420001817
Meeting Date: FEB 5, 2004    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend                    For       For        Management
3     Reelect Directors and Authorize Board to  For       For        Management
      Fix Their Remuneration
4     Reappoint Auditors and Authorize Board to For       For        Management
      Fix Their Remuneration


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

GAMESTOP CORP

Ticker:       GME            Security ID:  36466R101
Meeting Date: JUN 29, 2004   Meeting Type: Annual
Record Date:  MAY 5, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director R. Richard Fontaine       For       For        Management
1.2   Elect  Director Stephanie M. Shern        For       For        Management
2     Ratify Auditors                           For       For        Management


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

GARTNER , INC.

Ticker:       IT             Security ID:  366651206
Meeting Date: JUN 30, 2004   Meeting Type: Annual
Record Date:  MAY 3, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Director Anne Sutherland  For       For        Management
      Fuchs
1.2   Elect  Director Director Jeffrey W. Ubben For       For        Management


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

GEEST PLC

Ticker:                      Security ID:  GB0003637815
Meeting Date: MAY 19, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend of 12.90 Pence Per For       For        Management
      Ordinary Share
3     Re-elect Jane Scriven as Director         For       For        Management
4     Re-elect Gareth Voyle as Director         For       For        Management
5     Re-appoint KPMG Audit Plc as Auditors and For       For        Management
      Authorise Board to Fix Remuneration of
      Auditors
6     Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 482,518
7     Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 188,374
8     Approve Remuneration Report               For       For        Management
9     Authorise 7,534,964 Ordinary Shares for   For       For        Management
      Market Purchase
10    Authorise the use of Treasury Shares for  For       For        Management
      the Company's Share Benefit Schemes


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

GIORDANO INTERNATIONAL LIMITED

Ticker:                      Security ID:  BMG6901M1010
Meeting Date: APR 29, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend                    For       For        Management
3     Approve Special Dividend                  For       For        Management
4     Reelect Director                          For       For        Management
5     Reappoint Auditors and Authorize Board to For       For        Management
      Fix Their Remuneration
6a    Approve Issuance of Equity or             For       Against    Management
      Equity-Linked Securities without
      Preemptive Rights
6b    Approve Repurchase of Up to 10 Percent of For       For        Management
      Issued Capital
6c    Authorize Reissuance of Repurchased       For       For        Management
      Shares
6d    Amend Articles Re: Voting at General      For       For        Management
      Meetings, Material Interest of Directors
      in Contracts Entered into by the Company,
      Nomination of Directors


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

GIORDANO INTERNATIONAL LIMITED

Ticker:                      Security ID:  BMG6901M1010
Meeting Date: MAR 29, 2004   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Ongoing Connected Transactions    For       For        Management
      with Placita Hldgs. Ltd. and Its
      Subsidiaries and Associates


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

GRUPO AEROPUERTOARIO DEL SURESTE, S.A. DE C.V.

Ticker:                      Security ID:  40051E202
Meeting Date: APR 29, 2004   Meeting Type: Annual
Record Date:  APR 8, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     APPROVAL OF THE REPORT OF THE BOARD OF    For       For        Management
      DIRECTORS PURSUANT TO ARTICLE 172 OF THE
      GENERAL LAW OF COMMERCIAL COMPANIES.
2     APPROVAL OF THE ANNUAL REPORT OF THE      For       For        Management
      AUDIT COMMITTEE REGARDING ITS ACTIVITIES
      AS PROVIDED BY ARTICLE 14 BIS 3 OF THE
      SECURITIES MARKET LAW ( LEY DEL MERCADO
      DE VALORES ).
3     APPROVAL OF THE REPORT OF THE STATUTORY   For       For        Management
      AUDITOR.
4     APPROVAL OF THE INDIVIDUAL AND            For       For        Management
      CONSOLIDATED FINANCIAL STATEMENTS OF THE
      COMPANY FOR THE FISCAL YEAR ENDED
      DECEMBER 31, 2003.
5     APPROVAL OF THE APPLICATION OF THE        For       For        Management
      RESULTS FOR THE FISCAL YEAR ENDED
      DECEMBER 31, 2003.
6     PRESENTATION OF THE REPORT OF THE         For       For        Management
      NOMINATIONS AND COMPENSATIONS COMMITTEE.
7     PROPOSAL OF THE BOARD OF DIRECTORS TO PAY For       For        Management
      AN ORDINARY CASH DIVIDEND, AS MORE FULLY
      DESCRIBED IN THE AGENDA.
8     ELECT PRINCIPAL AND ALTERNATE DIRECTORS   For       For        Management
      AND SUPERVISORY BOARD MEMBERS
9     ADOPTION OF THE RESOLUTIONS REGARDING THE For       For        Management
      REMUNERATION TO BE PAID TO MEMBERS AND
      ALTERNATES OF THE BOARD OF DIRECTORS AND
      STATUTORY AUDITORS.
10    APPROVAL OF THE APPOINTMENT OF DELEGATES  For       For        Management
      TO FORMALIZE THE RESOLUTIONS ADOPTED IN
      THIS ANNUAL SHAREHOLDERS  MEETING.


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

GRUPO CONTINENTAL S.A. DE C.V.

Ticker:                      Security ID:  MXP3091R1239
Meeting Date: APR 22, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Designate Inspector or Shareholder        For       For        Management
      Representative(s) of Minutes of Meeting;
      Open Meeting
2     Accept Individual and Consolidated        For       For        Management
      Financial Statements and Statutory
      Reports
3     Accept Audit Committee Report             For       For        Management
4     Approve Discharge of Management Board     For       For        Management
5     Approve Allocation of Income and          For       For        Management
      Dividends
6     Accept Report Re: Shares Repurchased      For       For        Management
7     Set Maximum Aggregate Amount for          For       For        Management
      Repurchase of Shares
8     Elect Management Board                    For       For        Management
9     Elect Members to Audit Committee          For       For        Management
10    Elect Supervisory Board                   For       For        Management
11    Approve Remuneration of Directors and     For       For        Management
      Supervisory Board
12    Approve Minutes of Meeting                For       For        Management


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

GRUPO CONTINENTAL S.A. DE C.V.

Ticker:                      Security ID:  MXP3091R1239
Meeting Date: DEC 11, 2003   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Acknowledge Proper Convening of Meeting   For       For        Management
2     Amend Articles Re: Compliance with        For       For        Management
      Mexican Market Law
3     Designate Inspector or Shareholder        For       For        Management
      Representative(s) of Minutes of Meeting
4     Approve Minutes of Meeting                For       For        Management


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

GRUPO DRAGADOS (FRM. DRAGADOS Y CONSTRUCCIONES,)

Ticker:                      Security ID:  ES0127070110
Meeting Date: OCT 13, 2003   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Merger Balance Sheet Dated        For       Against    Management
      4-30-03
2     Approve Acquisition by ACS, Actividades   For       Against    Management
      de Construccion y Servicios SA
3     Authorize Board to Ratify and Execute     For       Against    Management
      Approved Resolutions


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

GSI LUMONICS INC. (FORMERLY LUMONICS INC. )

Ticker:       GSI.           Security ID:  CA36229U1021
Meeting Date: AUG 4, 2003    Meeting Type: Special
Record Date:  JUN 26, 2003

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Restructuring of the Company as a For       Against    Management
      Delaware Company


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

GSI LUMONICS INC. (FORMERLY LUMONICS INC. )

Ticker:       GSI.           Security ID:  CA36229U1021
Meeting Date: MAY 20, 2004   Meeting Type: Annual/Special
Record Date:  APR 8, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect All Director Nominees as a Single   For       For        Management
      Slate
2.1   Elect  Director Richard B. Black          For       For        Management
2.2   Elect  Director Paul F. Ferrari           For       For        Management
2.3   Elect  Director Phillip A. Griffith       For       For        Management
2.4   Elect  Director Byron O. Pond             For       For        Management
2.5   Elect  Director Benjamin J. Virgilio      For       For        Management
2.6   Elect  Director Charles D. Winston        For       For        Management
3     Ratify Auditors                           For       For        Management
4     Amend 1995 Stock Option Plan              For       For        Management


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

GUJARAT AMBUJA CEMENTS LTD.

Ticker:                      Security ID:  INE079A01016
Meeting Date: OCT 4, 2003    Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Voluntary Delisting of Company    For       For        Management
      Shares


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

GUJARAT AMBUJA CEMENTS LTD.

Ticker:                      Security ID:  INE079A01016
Meeting Date: OCT 6, 2003    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend of INR 4 Per Share For       For        Management
3     Reappoint S. Neotia as Director           For       For        Management
4     Reappoint V. Neotia as Director           For       For        Management
5     Reappoint M.L. Bhakta as Director         For       For        Management
6     Reappoint M.T. Patel as Director          For       For        Management
7     Reappoint R.P. Chitale as Director        For       For        Management
8     Approve Dalal & Shah as Auditors and      For       For        Management
      Authorize Board to Fix Their Remuneration
9     Approve S.R. Batliboi & Associates as     For       For        Management
      Joint Auditors and Authorize Board to Fix
      Their Remuneration
10    Approve Issuance of One Million Shares    For       For        Management
      Pursuant to the Share Option Scheme
11    Approve Issuance of One Million Shares to For       For        Management
      Subsidiaries' Employees Pursuant to the
      Share Option Scheme
12    Approve Reappointment and Remuneration of For       For        Management
      N. Sekhsaria, Managing Director
13    Approve Delisting of Company Shares       For       For        Management


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

GURIT HEBERLEIN AG

Ticker:                      Security ID:  CH0008012236
Meeting Date: MAY 27, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Financial Statements and          For       For        Management
      Allocation of Income and Dividends
2     Approve Discharge of Board and Senior     For       For        Management
      Management
3a    Elect Rudolf Werhrli as a Director        For       For        Management
3b    Reelect PricewaterhouseCoopers AG as      For       For        Management
      Auditors


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

HALLA CLIMATE CONT.

Ticker:                      Security ID:  KR7018880005
Meeting Date: MAR 23, 2004   Meeting Type: Annual
Record Date:  DEC 31, 2003

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Appropriation of Income and       For       For        Management
      Dividends of KRW 2925 Per Share
2     Amend Articles of Incorporation to        For       Against    Management
      Increase Authorized Capital and Decrease
      Par Value in Connection with Stock Split,
      Extend Directors' Term in Office, Require
      Foreign Shareholders to Designate a
      Korean Representative
3     Elect Directors                           For       For        Management
4     Appoint Auditor                           For       For        Management
5     Approve Limit on Director Remuneration    For       For        Management
6     Approve Limit on Auditor Remuneration     For       For        Management


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

HOMESERVE PLC (FRM. SOUTH STAFFORDSHIRE GROUP)

Ticker:                      Security ID:  GB0007279903
Meeting Date: APR 5, 2004    Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Demerger of the Water Group       For       For        Management
2     Approve Share Exchange Agreement Between  For       For        Management
      Richard Harpin, Jeremy Middleton, the
      Company, Home Service (GB) Ltd.,
      Homeserve plc and South Staffordshire
      Enterprises Ltd.
3     Approve Sub-Div. of Every 1 Issued Ord.   For       For        Management
      Share of 10p into 4 Ord. Shares of 2.5p;
      Consolidation of Every 5 Sub-Div. Ord.
      Shares into 1 Ord. Share of 12.5p; and
      Consolidate and Sub-Div. the Auth. but
      Unissued Ord. Shares into Shares having a
      Value of 12.5p
4     Approve Homeserve Long-Term Incentive     For       For        Management
      Plan
5     Approve Homeserve Share Incentive Plan    For       For        Management
6     Change Company Name to Homeserve plc      For       For        Management
7     Amend Memorandum of Association Re:       For       For        Management
      Acquisition of South Staffordshire Water
8     Adopt New Articles of Association         For       For        Management


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

HOUSING DEVELOPMENT FINANCE CORP. LTD.

Ticker:                      Security ID:  INE001A01028
Meeting Date: JUL 18, 2003   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Dividends of INR 7.5 Per Share    For       For        Management
3     Reappoint S.B. Patel as Director          For       For        Management
4     Reappoint B.S. Mehta as Director          For       For        Management
5     Reappoint S.A. Dave as Director           For       For        Management
6     Reappoint S. Venkitaramanan as Director   For       For        Management
7     Approve S.B. Billimoria & Co. as Auditors For       For        Management
      and Authorize Board to Fix Their
      Remuneration
8     Approve Pannell Kerr Forster as Branch    For       For        Management
      Auditors and Authorize Board to Fix Their
      Remuneration
9     Approve Reappointment and Remuneration of For       For        Management
      D.S. Parekh, Managing Director
10    Approve Reappointment and Remuneration of For       For        Management
      R.S. Karnad, Executive Director


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

HUBBELL INCORPORATED

Ticker:       HUB.B          Security ID:  443510201
Meeting Date: MAY 3, 2004    Meeting Type: Annual
Record Date:  MAR 5, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director G. Jackson Ratcliffe      For       For        Management
1.2   Elect  Director E. Richard Brooks         For       For        Management
1.3   Elect  Director George Edwards, Jr.       For       For        Management
1.4   Elect  Director Joel Hoffman              For       For        Management
1.5   Elect  Director Andrew McNally IV         For       Withhold   Management
1.6   Elect  Director Daniel Meyer              For       For        Management
1.7   Elect  Director Timothy Powers            For       For        Management
1.8   Elect  Director Malcolm Wallop            For       For        Management
1.9   Elect  Director Daniel Van Riper          For       For        Management
1.10  Elect  Director Richard Swift             For       For        Management
2     Ratify Auditors                           For       For        Management


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

HUGO BOSS AG

Ticker:                      Security ID:  DE0005245534
Meeting Date: MAY 18, 2004   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Authorize Share Repurchase Program and    For       For        Management
      Reissuance of Repurchased Shares
2     Approve Creation of EUR 35.2 Million Pool For       Against    Management
      of Conditional Capital without Preemptive
      Rights


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

HUNG HING PRINTING GROUP LIMITED

Ticker:                      Security ID:  HK0450001869
Meeting Date: AUG 20, 2003   Meeting Type: Annual
Record Date:  AUG 13, 2003

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend                    For       For        Management
3     Reelect Directors and Fix Their           For       For        Management
      Remuneration
4     Approve Auditors and Authorize Board to   For       For        Management
      Fix Their Remuneration
5a    Approve Issuance of Equity or             For       For        Management
      Equity-Linked Securities without
      Preemptive Rights
5b    Approve Repurchase of Up to 10 Percent of For       For        Management
      Issued Capital
5c    Authorize Reissuance of Repurchased       For       For        Management
      Shares


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

IHC CALAND NV

Ticker:                      Security ID:  NL0000360584
Meeting Date: MAY 14, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting                              None      None       Management
2.1   Receive Report of Management Board        None      None       Management
2.2   Receive Report of Supervisory Board       None      None       Management
2.3   Approve Financial Statements and          For       For        Management
      Statutory Reports
3     Receive Explanation of Company's Reserves None      None       Management
      and Dividend Policy
4     Approve Allocation of Income and          For       For        Management
      Dividends of $1.40 Per Share
5.1   Approve Discharge of Management Board     For       For        Management
5.2   Approve Discharge of Supervisory Board    For       For        Management
6     Discussion about Company's Corporate      None      None       Management
      Governance Report
7     Authorize Repurchase of Up to Ten Percent For       For        Management
      of Issued Share Capital
8.1   Grant Board Authority to Issue Ordinary   For       For        Management
      Shares Up to 10 Percent of Issued
      Ordinary Share Capital
8.2   Grant Board Authority to Exclude          For       For        Management
      Preemptive Rights from Share Issuance
      Under Item 8.1
8.3   Grant Board Authority to Issue 240,000    For       For        Management
      Shares for Company's Stock Option Plan
9     Elect L. Ligthart Supervisory Board       For       For        Management
10    Approve Remuneration of Supervisory Board For       For        Management
11    Other Business                            None      None       Management
12    Close Meeting                             None      None       Management


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

ILUKA RESOURCES LTD. (FORMERLY WESTRALIAN SANDS)

Ticker:                      Security ID:  AU000000ILU1
Meeting Date: MAY 12, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Richard A Tastula as Director       For       For        Management
1.2   Elect Robert L Every as Director          For       For        Management
2     Approve Increase in the Remuneration of   For       For        Management
      Directors to AUD1.1 Million Per Annum


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

IMTECH NV  ( FORMERLY INTERNATIO-MUELLER NV)

Ticker:                      Security ID:  NL0000361269
Meeting Date: APR 20, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting                              None      None       Management
2.1   Receive Report of Management Board        None      None       Management
2.2   Approve Financial Statements for 2003     For       For        Management
2.3   Approve Allocation of Income              For       For        Management
2.4   Approve Discharge of Management Board     For       For        Management
2.5   Approve Discharge of Supervisory Board    For       For        Management
3.1   Grant Board Authority to Issue Ordinary   For       Against    Management
      Shares Up to 30 Percent of Issued Share
      Capital
3.2   Grant Board Authority to Exclude          For       Against    Management
      Preemptive Rights from Issuance Under
      Item 3.1
4     Authorize Repurchase of Up to Ten Percent For       For        Management
      of Issued Share Capital
5.1   Receive Announcement of Vacancy on        None      None       Management
      Supervisory Board
5.2   Reelect M. Groenenboom to Supervisory     For       For        Management
      Board
5.3   Receive Announcement That Central Works   None      None       Management
      Council Does Not Object to Proposed
      Reappointment
5.4   Approve Remuneration of Audit Committee   For       For        Management
      in the Amount of EUR 2,000 Per Member
6     Other Business                            None      None       Management
7     Close Meeting                             None      None       Management


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

ISS A/S (FORMERLY ISS INTERNATIONAL SERVICE)

Ticker:                      Security ID:  DK0010267046
Meeting Date: MAR 31, 2004   Meeting Type: Annual
Record Date:  MAR 11, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Receive Report of Board                   None      None       Management
2     Accept Financial Statements and Statutory For       For        Management
      Reports
3     Approve Discharge of Management and Board For       For        Management
4     Approve Allocation of Income and          For       For        Management
      Dividends of DKK 4 Per Share
5     Authorize Repurchase of Up to Ten Percent For       For        Management
      of Issued Share Capital
6.1   Amend Articles Re: Delete Paragraph Due   For       For        Management
      to Abolishment of Stock Options as Part
      of Board Remuneration
6.2   Approve Remuneration of Directors in the  For       For        Management
      Amount of DKK 300,000 Per Director
7     Approve Issuance of 400,000 Shares for    For       For        Management
      Employee Stock Purchase Plan
8     Reelect Tom Knutzen and Sven Riskaer as   For       For        Management
      Directors; Elect Karin Verland as New
      Director
9     Ratify KPMG C. Jespersen and Deloitte as  For       For        Management
      Auditors
10    Other Business (Non-Voting)               None      None       Management


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

JAKKS PACIFIC, INC.

Ticker:       JAKK           Security ID:  47012E106
Meeting Date: SEP 3, 2003    Meeting Type: Annual
Record Date:  JUL 8, 2003

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Jack Friedman              For       Withhold   Management
1.2   Elect Director Stephen G. Berman          For       Withhold   Management
1.3   Elect Director David C. Blatte            For       For        Management
1.4   Elect Director Robert E. Glick            For       For        Management
1.5   Elect Director Michael G. Miller          For       For        Management
1.6   Elect Director Murray L. Skala            For       Withhold   Management
2     Ratify Auditors                           For       For        Management
3     Other Business                            For       Against    Management


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

JOHN WOOD GROUP PLC

Ticker:                      Security ID:  GB0031575839
Meeting Date: MAY 19, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend of USD 2.2 Cents   For       For        Management
      Per Ordinary Share
3     Approve Remuneration Report               For       For        Management
4     Re-elect Christopher Masters as Director  For       For        Management
5     Re-elect John Ogren as Director           For       For        Management
6     Re-elect Roberto Monti as Director        For       For        Management
7     Elect Trevor Noble as Director            For       For        Management
8     Elect Leslie Thomas as Director           For       For        Management
9     Re-appoint PricewaterhouseCoopers LLP as  For       For        Management
      Auditors and Authorise Board to Fix
      Remuneration of Auditors
10    Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 5,368,237
11    Authorise the use of Treasury Shares for  For       For        Management
      Employee Share Schemes
12    Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 805,235
13    Authorise 48,314,138 Ordinary Shares for  For       For        Management
      Market Purchase


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

KIDDE PLC

Ticker:                      Security ID:  GB0000154020
Meeting Date: APR 28, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Remuneration Report               For       For        Management
3     Approve Final Dividend of 1.81 Pence Per  For       For        Management
      Share
4     Elect Richard Gillingwater as Director    For       For        Management
5     Re-elect Michael Kirkwood as Director     For       For        Management
6     Re-elect John Poulter as Director         For       For        Management
7     Re-appoint PricewaterhouseCoopers LLP as  For       For        Management
      Auditors of the Company
8     Authorise Board to Fix Remuneration of    For       For        Management
      the Auditors
9     Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 26,960,627.90
10    Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 4,200,000
11    Authorise 42 Million Shares for Market    For       For        Management
      Purchase
12    Amend Articles of Association Re:         For       For        Management
      Electronic Communication


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

KUONI  REISEN HOLDING AG

Ticker:                      Security ID:  CH0003504856
Meeting Date: APR 28, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Agenda of Meeting                 For       For        Management
2     Receive Financial Statements and          None      None       Management
      Statutory Reports
3     Receive Auditors Report                   None      None       Management
4.1   Accept Annual Report                      For       For        Management
4.2   Accept Annual Account                     For       For        Management
4.3   Accept Group Account                      For       For        Management
4.4   Approve Allocation of Income and          For       For        Management
      Dividends of CHF 1.40 per 'A' Share and
      CHF 7.00 per 'B' Share
4.5   Approve Discharge of Board and Senior     For       For        Management
      Management
5.1   Elect Annette Schoemmel as Director       For       For        Management
5.2   Ratify KPMG Fides Peat as Auditors        For       For        Management


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

LEGACY HOTELS REIT

Ticker:       LGY.U          Security ID:  CA5249191076
Meeting Date: APR 22, 2004   Meeting Type: Annual/Special
Record Date:  MAR 16, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Bryce W. Douglas, Richard A.        For       Did Not    Management
      Goldstein, Brian F. MacNeill, John J.               Vote
      O'Connor, C. Wesley M. Scott as Trustees
2     Ratify Auditors of the Trust              For       Did Not    Management
                                                          Vote
3     Amend Declaration of Trust Re: Definition For       Did Not    Management
      of Indebtedness                                     Vote
4     Amend Declaration of Trust Re: Definition For       Did Not    Management
      of Permitted Investments                            Vote
5     Amend Declaration of Trust Re: Permit     For       Did Not    Management
      Subsidiaries to Invest in Partnerships              Vote
6     Amend Declaration of Trust Re: Permit the For       Did Not    Management
      Use of Derivatives                                  Vote
7     Amend Declaration of Trust Re: Permit     For       Did Not    Management
      Guarantees by the Trust of Any                      Vote
      Obligations of Subsidiaries
8     Amend Declaration of Trust Re: Clarify    For       Did Not    Management
      the Trustees' Ability to Delegate                   Vote
      Responsibilities


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

LI & FUNG

Ticker:                      Security ID:  BMG5485F1445
Meeting Date: MAY 11, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend of HK$0.25 Per     For       For        Management
      Share
3a    Reelect Danny Lau Sai Wing as Executive   For       For        Management
      Director
3b    Reelect Annabella Leung Wai Ping as       For       For        Management
      Executive Director
3c    Reelect Paul Edward Selway-Swift as       For       For        Management
      Independent Non-Executive Director
4     Approve Remuneration of All Directors at  For       For        Management
      HK$80,000 and Additional Remuneration of
      HK$50,000 for Non-Executive Directors
      Serving on the Audit Committee
5     Reappoint PricewaterhouseCoopers as       For       For        Management
      Auditors and Authorize Board to Fix Their
      Remuneration
6     Approve Repurchase of Up to 10 Percent of For       For        Management
      Issued Capital
7     Approve Issuance of Equity or             For       Against    Management
      Equity-Linked Securities without
      Preemptive Rights
8     Authorize Reissuance of Repurchased       For       For        Management
      Shares
9     Amend Bylaws Re: Voting at General        For       For        Management
      Meetings, Material Interest of Directors
      in Contracts Entered into by the Company,
      Nomination of Directors


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

LI & FUNG

Ticker:                      Security ID:  BMG5485F1445
Meeting Date: SEP 22, 2003   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Acquisition of Remaining Interest For       Did Not    Management
      in International Sourcing Group LLC. for            Vote
      a Total Consideration of $5.2 Million to
      be Satisfied by the Issuance of 3.8
      Million New Shares of HK$0.025 Each


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

LINAMAR CORP.

Ticker:       LNR.           Security ID:  CA53278L1076
Meeting Date: MAY 18, 2004   Meeting Type: Annual
Record Date:  APR 9, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Ratify PricewaterhouseCoopers LLP as      For       For        Management
      Auditors
2     Elect Frank Hasenfratz, Linda Hasenfratz, For       For        Management
      Mark Stoddart, William Harrison, David
      Buehlow and Terry Reidel as Directors


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

MEITEC CORP.

Ticker:                      Security ID:  JP3919200000
Meeting Date: JUN 24, 2004   Meeting Type: Annual
Record Date:  MAR 31, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 29,
      Final JY 29, Special JY 20
2     Amend Articles to: Authorize Share        For       For        Management
      Repurchases at Board's Discretion
3     Approve Stock-Swap Merger Agreement with  For       For        Management
      Drake Beam Morin-Japan Inc.
4     Approve Executive Stock Option Plan       For       For        Management
5     Elect Director                            For       For        Management
6     Appoint Internal Statutory Auditor        For       For        Management


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

METSO CORPORATION (FORMERLYVALMET-RAUMA CORPORATION)

Ticker:       MX             Security ID:  FI0009007835
Meeting Date: APR 6, 2004    Meeting Type: Annual
Record Date:  MAR 26, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Receive Financial Statements              None      Did Not    Management
                                                          Vote
1.2   Receive Auditor's Report                  None      Did Not    Management
                                                          Vote
1.3   Accept Financial Statements and Statutory For       Did Not    Management
      Reports                                             Vote
1.4   Approve Allocation of Income and          For       Did Not    Management
      Dividends of EUR 0.20 Per Share                     Vote
1.5   Approve Discharge of Board and President  For       Did Not    Management
                                                          Vote
1.6   Fix Number of Directors                   For       Did Not    Management
                                                          Vote
1.7   Approve Remuneration of Directors and     For       Did Not    Management
      Auditors                                            Vote
1.8   Elect Directors                           For       Did Not    Management
                                                          Vote
1.9   Ratify Auditors                           For       Did Not    Management
                                                          Vote
2     Authorize Repurchase of Up to Five        For       Did Not    Management
      Percent of Issued Share Capital                     Vote
3     Authorize Reissuance of Repurchased       For       Did Not    Management
      Shares                                              Vote
4     Approve Issuance of Shares, Convertible   For       Did Not    Management
      Bonds, or Stock Options without                     Vote
      Preemptive Rights; Reserve 12.5 Million
      Shares for Issuance


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

MOULIN INTERNATIONAL HOLDINGS LTD

Ticker:                      Security ID:  BMG6296B1404
Meeting Date: JUN 14, 2004   Meeting Type: Annual
Record Date:  JUN 4, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend of HK$0.048 Per    For       For        Management
      Share
3a    Reelect Tong Ka Wai, Dicky as Executive   For       For        Management
      Director
3b    Reelect Lee Sin Mei, Olivia as            For       For        Management
      Nonexectuive Director
3c    Approve Remuneration of Directors         For       For        Management
4     Reappoint Auditors and Authorize Board to For       For        Management
      Fix Their Remuneration
5     Approve Issuance of Equity or             For       Against    Management
      Equity-Linked Securities without
      Preemptive Rights
6     Approve Repurchase of Up to 10 Percent of For       For        Management
      Issued Capital
7     Authorize Reissuance of Repurchased       For       For        Management
      Shares
8     Amend Bylaws Re: Voting at General        For       For        Management
      Meetings, Material Interest of Directors
      in Contracts Entered into by the Company,
      Nomination of Directors, Electronic
      Communication


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

NATIONAL BANK OF CANADA

Ticker:       NA.            Security ID:  CA6330671034
Meeting Date: MAR 10, 2004   Meeting Type: Annual
Record Date:  JAN 22, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Amend By-Laws to Reduce the Minimum and   For       For        Management
      Maximum Number of Directors
2.1   Elect  Director Lawrence S. Bloomberg     For       For        Management
2.2   Elect  Director Pierre Bourgie            For       For        Management
2.3   Elect  Director Gerard Coulombe           For       For        Management
2.4   Elect  Director Bernard Cyr               For       For        Management
2.5   Elect  Director Shirley A. Dawe           For       For        Management
2.6   Elect  Director Nicole Diamond-Gelinas    For       For        Management
2.7   Elect  Director Jean Douville             For       For        Management
2.8   Elect  Director Marcel Dutil              For       For        Management
2.9   Elect  Director Jean Gaulin               For       For        Management
2.10  Elect  Director Paul Gobeil               For       For        Management
2.11  Elect  Director Suzanne Leclair           For       For        Management
2.12  Elect  Director E.A. Parkinson-Marcoux    For       For        Management
2.13  Elect  Director Real Raymond              For       For        Management
2.14  Elect  Director Roseann Runte             For       For        Management
2.15  Elect  Director Jean Turmel               For       For        Management
3     Amend By-Law to Increase Aggregate        For       For        Management
      Remuneration of Directors
4     Ratify Samson Belair/Deloitte & Touche as For       For        Management
      Auditors
5     Adopt By-Law Prohibiting CEO from Sitting Against   Against    Shareholder
      on Other Boards
6     Request for Information Regarding Other   Against   For        Shareholder
      Boards on which the Bank's Directors
      Serve
7     Request for Details of Executive          Against   For        Shareholder
      Termination Clauses
8     Disclose Total Value of Pension Benefits  Against   For        Shareholder
      of Senior Executives
9     Adopt By-Law Providing that Insiders Give Against   Against    Shareholder
      Notice of Stock Trades and Stock Option
      Exercise
10    Require Auditor Independence              Against   Against    Shareholder
11    Declare Amendment to By-Law Null and Void Against   Against    Shareholder
12    Require Director Nominee Qualifications   Against   Against    Shareholder
13    Concerning the Audit of the Bank's        Against   Against    Shareholder
      Subsidiaries
14    Concerning Shareholder Questions at the   Against   Against    Shareholder
      Annual Meeting
15    Request for Details of Loans to Executive Against   Against    Shareholder
      Officers and Directors


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

NORSKE SKOGINDUSTRIER A.S.

Ticker:                      Security ID:  NO0004135633
Meeting Date: APR 15, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Allocation of Income              For       For        Management
3     Approve Remuneration of Members of        For       For        Management
      Corporate Assembly
4     Approve Remuneration of Auditors          For       For        Management
5     Ratify PricewaterhouseCoopers DA as       For       For        Management
      Auditors
6     Elect Aase Marie Bue, Christian Ramberg,  For       For        Management
      and Ann Kristin Brautaset as Members of
      Corporate Assembly; Elect Hege Huse and
      Torstein Opdahl as Deputy Members of
      Corporate Assembly
7     Reelect Idar Kreutzer, Bjoern             For       For        Management
      Kristoffersen, and Helge Evju as Members
      of Election Committee
8     Authorize Repurchase of Up to Ten Percent For       For        Management
      of Issued Share Capital


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

NOVAR PLC (FORMERLY CARADON PLC)

Ticker:                      Security ID:  GB0001762680
Meeting Date: MAY 18, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Remuneration Report               For       For        Management
3     Approve Final Dividend of 9.5 Pence Per   For       For        Management
      Share
4.1   Elect Daniel Dayan as Director            For       For        Management
4.2   Elect Hans Nilsson as Director            For       For        Management
4.3   Re-elect Jurgen Hintz as Director         For       For        Management
4.4   Re-elect Stephen Howard as Director       For       For        Management
4.5   Re-elect Oliver Stocken as Director       For       For        Management
4.6   Re-elect Sir Geoffrey Whalen as Director  For       For        Management
5     Re-appoint Deloitte and Touche LLP as     For       For        Management
      Auditors and Authorise Board to Fix
      Remuneration of Auditors
6     Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 39,505,270
7     Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 5,985,645
8     Authorise 43,096,650 Ordinary Shares for  For       For        Management
      Market Purchase
9     Authorise 18,825,000 Preference Shares    For       For        Management
      for Market Purchase


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

OBSERVER AB (FORMERLY SIFO GROUP)

Ticker:                      Security ID:  SE0000291486
Meeting Date: MAY 4, 2004    Meeting Type: Annual
Record Date:  APR 23, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting                              None      None       Management
2     Elect Chairman of Meeting                 For       For        Management
3     Prepare and Approve List of Shareholders  For       For        Management
4     Approve Agenda of Meeting                 For       For        Management
5     Designate Inspector or Shareholder        For       For        Management
      Representative(s) of Minutes of Meeting
6     Acknowledge Proper Convening of Meeting   For       For        Management
7     Receive Financial Statements and          None      None       Management
      Statutory Reports
8     Receive President's Report                None      None       Management
9     Receive Chairman's Report                 None      None       Management
10    Accept Financial Statements and Statutory For       For        Management
      Reports
11    Approve Allocation of Income and          For       For        Management
      Dividends of SEK 0.45 Per Share
12    Approve Discharge of Board and President  For       For        Management
13    Determine Number of Members (7) and       For       For        Management
      Deputy Members (0) of Board
14    Approve Remuneration of Directors in the  For       For        Management
      Amount of SEK 360,000 for Chairman and
      SEK 180,000 for Other Board Members;
      Approve Remuneration of Auditors
15    Reelect Haakan Bryngelsson, Pia Gideon,   For       For        Management
      Oerjan Haakansson, Ulf Ivarsson, Maria
      Lilja, and Robert Lundberg as Directors;
      Elect Per-Eric Fylking as New Director
16    Approve Issuance of 4 Million Shares      For       For        Management
      without Preemptive Rights
17.1  Authorize Chairman of Board to Appoint At For       For        Management
      Least Three Representatives of Company's
      Largest Shareholders to Serve on
      Nominating Committee
17.2  Shareholder Proposal: Authorize General   Against   Against    Shareholder
      Meeting to Elect Members of Nominating
      Committee
18    Shareholder Proposal: Authorize Board to  Against   Against    Shareholder
      Establish an Audit Committee
19    Close Meeting                             None      None       Management


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

ONO PHARMACEUTICAL CO. LTD.

Ticker:                      Security ID:  JP3197600004
Meeting Date: JUN 29, 2004   Meeting Type: Annual
Record Date:  MAR 31, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 0,
      Final JY 40, Special JY 5
2     Amend Articles to: Authorize Share        For       Against    Management
      Repurchases at Board's Discretion
3.1   Elect Director                            For       For        Management
3.2   Elect Director                            For       For        Management
3.3   Elect Director                            For       For        Management
3.4   Elect Director                            For       For        Management
3.5   Elect Director                            For       For        Management
3.6   Elect Director                            For       For        Management
3.7   Elect Director                            For       For        Management
3.8   Elect Director                            For       For        Management
3.9   Elect Director                            For       For        Management
3.10  Elect Director                            For       For        Management
4.1   Appoint Internal Statutory Auditor        For       For        Management
4.2   Appoint Internal Statutory Auditor        For       For        Management
5     Approve Retirement Bonuses for Director   For       For        Management
      and Statutory Auditor


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

OPG GROUP NV(FORMERLY APOTHEKERS COOPERATIE OPG)

Ticker:                      Security ID:  NL0000376416
Meeting Date: APR 7, 2004    Meeting Type: Annual
Record Date:  APR 1, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting                              None      None       Management
2     Receive Report of Management Board        None      None       Management
3     Approve Financial Statements and          For       For        Management
      Allocation of Income
4     Approve Discharge of Management Board     For       For        Management
5     Approve Discharge of Supervisory Board    For       For        Management
6     Elect P. van Bakel as New Member to       For       For        Management
      Supervisory Board
7     Discussion about Company's Corporate      None      None       Management
      Governance Policy
8     Authorize Repurchase of Up to Ten Percent For       For        Management
      of Issued Share Capital
9     Grant Board Authority to Issue Authorized For       For        Management
      Yet Unissued Class A Shares and Financing
      Preference Shares Restricting/Excluding
      Preemptive Rights Up to 20 Percent of
      Issued Share Capital
10    Approve Reduction in Share Capital via    For       For        Management
      Cancellation of 15,039 Class B Shares
11    Other Business                            None      None       Management
12    Close Meeting                             None      None       Management


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

OPG GROUP NV(FORMERLY APOTHEKERS COOPERATIE OPG)

Ticker:                      Security ID:  NL0000376416
Meeting Date: AUG 1, 2003    Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting                              None      None       Management
2     Elect B.T. Visser to Supervisory Board    For       For        Management
3     Other Business (Non-Voting)               None      None       Management
4     Close Meeting                             None      None       Management


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

ORBOTECH, LTD.

Ticker:                      Security ID:  M75253100
Meeting Date: JUN 24, 2004   Meeting Type: Annual
Record Date:  MAY 17, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     THE ELECTION OF YEHUDIT BRONICKI AS A     For       For        Management
      CLASS III DIRECTOR.
2     THE ELECTION OF JACOB RICHTER AS A CLASS  For       For        Management
      III DIRECTOR.
3     APPROVAL OF PROPOSAL TO RECEIVE, CONSIDER For       For        Management
      AND APPROVE THE AUDITORS  REPORT AND THE
      CONSOLIDATED FINANCIAL STATEMENTS OF THE
      COMPANY.
4     Ratify Auditors                           For       For        Management
5     RATIFICATION AND APPROVAL OF RESOLUTIONS  For       For        Management
      OF THE AUDIT COMMITTEE AND THE BOARD OF
      DIRECTORS PERTAINING TO THE TERMS, AND
      PAYMENT PURSUANT TO SUCH TERMS, OF THE
      ANNUAL BONUS FOR 2004 TO THE CHIEF
      EXECUTIVE OFFICER OF THE COMPANY, WHO IS
      ALSO A DIRECTOR OF


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

ORION-YHTYMA OY

Ticker:                      Security ID:  FI0009800346
Meeting Date: DEC 11, 2003   Meeting Type: Special
Record Date:  DEC 1, 2003

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Special Dividend of EUR 1.50 Per  For       For        Management
      Share


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

ORION-YHTYMA OY

Ticker:                      Security ID:  FI0009800346
Meeting Date: MAR 22, 2004   Meeting Type: Annual
Record Date:  MAR 12, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Receive Financial Statements              None      None       Management
1.2   Receive Auditors' Report                  None      None       Management
1.3   Accept Financial Statements and Statutory For       For        Management
      Reports
1.4   Approve Allocation of Income and          For       For        Management
      Dividends of EUR 1 Per Share; Approve
      Special Dividend of EUR 0.60 Per Share
1.5   Approve Discharge of Board and President  For       For        Management
1.6   Approve Remuneration of Directors and     For       For        Management
      Auditors
1.7   Fix Number of Directors at Eight; Fix     For       For        Management
      Number of Auditors
2     Change Company Name to Orion Oyj          For       For        Management
3     Authorize Repurchase of Up to Five        For       For        Management
      Percent of Issued Share Capital
4     Authorize Reissuance of Repurchased       For       For        Management
      Shares
5     Reelect Erkki Etola, Heikki Hakala,       For       For        Management
      Petteri Karttunen, Eeva Koelli-Jaentti,
      Juhani Leikola, Tuomo Laehdesmaeki,
      Heikki Vapaatalo, and Matti Vuoria as
      Directors
6     Reelect Ernst & Young as Auditors         For       For        Management


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

PRECISION DRILLING CORPORATION

Ticker:       PD.            Security ID:  CA74022D1006
Meeting Date: MAY 11, 2004   Meeting Type: Annual/Special
Record Date:  MAR 22, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect W.C. Dunn, Robert J.S. Gibson,      For       For        Management
      Murray K. Mullen, Patrick M. Murray, Fred
      W. Pheasey, Robert L. Phillips, Hank B.
      Swartout, H.Garth Wiggins as Directors
2     Ratify Auditors                           For       For        Management
3     Approve 2004 Stock Option Plan            For       Against    Management


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

PROMINA GROUP LTD

Ticker:                      Security ID:  AU000000PMN9
Meeting Date: APR 23, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory None      None       Management
      Reports
2a    Elect Leo Tutt as Director                For       For        Management
2b    Elect Allan Diplock as Director           For       For        Management


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

PROSAFE ASA

Ticker:                      Security ID:  NO0003074809
Meeting Date: MAY 7, 2004    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Chairman of Meeting                 For       For        Management
2     Approve Notice of Meeting and Agenda      For       For        Management
3     Designate Inspector or Shareholder        For       For        Management
      Representative(s) of Minutes of Meeting
4     Approve Financial Statements, Allocation  For       For        Management
      of Income and Dividends of NOK 4 Per
      Share
5     Approve Remuneration of Directors in the  For       For        Management
      Amount of NOK 350,000 for Chairman, NOK
      250,000 for Vice Chairman, and NOK
      200,000 for Other Board Members
6     Approve Remuneration of Auditors          For       For        Management
7     Reelect Christian Brinch, Ronny           For       For        Management
      Langeland, and Brit Rugland as Directors;
      Elect Anne Grethe Dalane and One More
      Person (Name Has Not Been Disclosed Yet)
      as New Directors
8     Authorize Repurchase of Up to Ten Percent For       For        Management
      of Issued Share Capital


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

PT INDOSAT, INDONESIAN SATELLITE CORPORATION

Ticker:       IIT            Security ID:  ID1000097405
Meeting Date: JUN 22, 2004   Meeting Type: Annual
Record Date:  MAY 28, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Financial Statements and          For       For        Management
      Discharge Directors and Commissioners
2     Approve Allocation of Income              For       For        Management
3     Approve Remuneration of Commissioners     For       For        Management
4     Approve Ernst & Young as Auditors and     For       For        Management
      Authorize Board to Fix Their Remuneration
5     Approve Second Phase Exercise Price of    For       Against    Management
      Options Pursuant to Employee Stock Option
      Program
6     Elect Directors and Commissioners         For       For        Management


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

PT INDOSAT, INDONESIAN SATELLITE CORPORATION

Ticker:       IIT            Security ID:  ID1000057102
Meeting Date: MAR 8, 2004    Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve 5-for-1 Stock Split               For       For        Management
2     Approve Remuneration of Directors         For       For        Management


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

PUSAN BANK

Ticker:                      Security ID:  KR7005280003
Meeting Date: MAR 26, 2004   Meeting Type: Annual
Record Date:  DEC 31, 2003

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Appropriation of Income and       For       For        Management
      Dividends of KRW 270 Per Share
2     Amend Articles of Incorporation Re:       For       For        Management
      Qualifications of Outside Directors and
      Audit Committee Members, Issuance of
      Preferred Shares
3     Elect Directors                           For       For        Management
4     Elect Members of Audit Committee          For       For        Management
5     Approve Stock Option Grants               For       For        Management


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

QUEBECOR WORLD INC

Ticker:       IQW.           Security ID:  CA7482031068
Meeting Date: MAY 5, 2004    Meeting Type: Annual/Special
Record Date:  MAR 19, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect A. Charles Baillie, Reginald Brack, For       For        Management
      Derek Burney, Robert Coallier, James
      Doughan, The Hon. Richard Holbrooke,
      Eileen Mercier, The Right Hon. Brian
      Mulroney, Jean Neveu, Robert Normand,
      Erik Peladeau, Pierre Peladeau and Alain
      Rheaume as Directors
2     Appoint KPMG LLP as Auditors and          For       For        Management
      Authorize Board to Fix Remuneration of
      Auditors
3     Amend Quebecor World USA Employee Stock   For       For        Management
      Purchase Plan
4     Amend By-law One                          For       For        Management


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

SAMSUNG ELECTRO-MECHANICS CO

Ticker:                      Security ID:  KR7009150004
Meeting Date: FEB 27, 2004   Meeting Type: Annual
Record Date:  DEC 31, 2003

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Handling of Net Loss, with No     For       For        Management
      Dividend
2     Elect Director                            For       For        Management
3     Elect Member of Audit Committee           For       For        Management
4     Approve Limit on Remuneration of          For       For        Management
      Directors


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

SANGETSU CO. LTD.

Ticker:                      Security ID:  JP3330000005
Meeting Date: JUN 29, 2004   Meeting Type: Annual
Record Date:  MAR 31, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 19,
      Final JY 46, Special JY 0
2     Amend Articles to: Authorize Share        For       Against    Management
      Repurchases at Board's Discretion
3.1   Elect Director                            For       For        Management
3.2   Elect Director                            For       For        Management
3.3   Elect Director                            For       For        Management
3.4   Elect Director                            For       For        Management
3.5   Elect Director                            For       For        Management
3.6   Elect Director                            For       For        Management
3.7   Elect Director                            For       For        Management
4     Appoint Internal Statutory Auditor        For       Against    Management
5     Approve Retirement Bonus for Statutory    For       For        Management
      Auditor


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

SATYAM COMPUTER SERVICES

Ticker:                      Security ID:  804098101
Meeting Date: JUL 25, 2003   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Dividends of INR 2.2 Per Share    For       For        Management
3     Reappoint V.P. Rama Rao as Director       For       For        Management
4     Approve Price Waterhouse as Auditors and  For       For        Management
      Authorize Board to Fix Their Remuneration
5     Appoint K.G. Palepu as Director           For       For        Management
6     Appoint V.K. Dham as Director             For       For        Management
7     Approve Issuance of Shares Pursuant to    For       For        Management
      the Share Option Scheme
8     Approve Remuneration of Non-executive     For       For        Management
      Directors


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

SCHOLASTIC CORP.

Ticker:       SCHL           Security ID:  807066105
Meeting Date: SEP 23, 2003   Meeting Type: Annual
Record Date:  AUG 1, 2003

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John L. Davies as Common   For       For        Management
      Stock Director
1.2   Elect Director Linda B. Keene as Common   For       For        Management
      Stock Director
1.3   Elect Director John G. McDonald as Common For       For        Management
      Stock Director
1.4   Elect Director Richard Robinson as Class  For       For        Management
      A Stock Director
1.5   Elect Director Rebeca M. Barrera as Class For       For        Management
      A Stock Director
1.6   Elect Director Ramon C. Cortines as Class For       For        Management
      A Stock Director
1.7   Elect Director Charles T. Harris III as   For       For        Management
      Class A Stock Director
1.8   Elect Director Andrew S. Hedden as Class  For       For        Management
      A Stock Director
1.9   Elect Director Mae C. Jemison as Class A  For       For        Management
      Stock Director
1.10  Elect Director Peter M. Mayer as Class A  For       For        Management
      Stock Director
1.11  Elect Director Augustus K. Oliver as      For       For        Management
      Class A Stock Director
1.12  Elect Director Richard M. Spaulding as    For       For        Management
      Class A Stock Director
2     Amend Employee Stock Purchase Plan        For       For        Management
3     Amend Non-Employee Director Stock Option  For       Against    Management
      Plan


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

SIG HOLDING (FORMERLY SIG SCHWEIZ. INDUSTRIE-GESELLSCHAFT HO

Ticker:                      Security ID:  CH0012022494
Meeting Date: MAR 30, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Allocation of Income and          For       For        Management
      Dividends of CHF 1.00 per Share
3     Approve Discharge of Board and Senior     For       For        Management
      Management
4.1   Reelect Leonardo Vannotti as Director;    For       For        Management
      Elect Thomas Huebner as Director
4.2   Reelect PricewaterhouseCoopers AG as      For       For        Management
      Auditors


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

SOCIETE ANONYME DES GALERIES LAFAYETTE

Ticker:                      Security ID:  FR0000121246
Meeting Date: MAY 26, 2004   Meeting Type: Annual/Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Amend Articles of Association to Reflect  For       Did Not    Management
      Legal Changes to French Commercial Code             Vote
2     Amend Article 19-1 Re: Term Expiration of For       Did Not    Management
      Management Board Members                            Vote
3     Amend Article 20-1 to Allow for           For       Did Not    Management
      Retirement by Rotation of Supervisory               Vote
      Board Members
4     Approve Financial Statements, Statutory   For       Did Not    Management
      Reports, and Consolidated Financial                 Vote
      Statements
5     Approve Allocation of Income and          For       Did Not    Management
      Dividends of EUR 2.10 per Share                     Vote
6     Approve Special Auditors' Report          For       Did Not    Management
      Regarding Related-Party Transactions                Vote
7     Approve Remuneration of Directors in the  For       Did Not    Management
      Aggregate Amount of EUR 297,780                     Vote
8     Ratify PricewaterhouseCoopers Audit as    For       Did Not    Management
      Auditors                                            Vote
9     Ratify Pierre Coll as Alternate Auditor   For       Did Not    Management
                                                          Vote
10    Ratify Cailliau Dedouit et Associes as    For       Did Not    Management
      Auditors                                            Vote
11    Ratify Didier Cardon as Alternate         For       Did Not    Management
      Auditors                                            Vote
12    Reelect Leone Meyer as Supervisory Board  For       Did Not    Management
      Member                                              Vote
13    Reelect Jacques Calvet as Supervisory     For       Did Not    Management
      Board Member                                        Vote
14    Reelect Ginette Moulin as Supervisory     For       Did Not    Management
      Board Member                                        Vote
15    Reelect Jean-Louis Descours as            For       Did Not    Management
      Supervisory Board Member                            Vote
16    Reelect Eduardo Malone as Supervisory     For       Did Not    Management
      Board Member                                        Vote
17    Reelect Alexandre Meyer as Supervisory    For       Did Not    Management
      Board Member                                        Vote
18    Reelect David Meyer as Supervisory Board  For       Did Not    Management
      Member                                              Vote
19    Reelect Isabelle Moulin as Supervisory    For       Did Not    Management
      Board Member                                        Vote
20    Elect Charles-Henri Filippi as            For       Did Not    Management
      Supervisory Board Member                            Vote
21    Reelect Pierre Xavier as Supervisory      For       Did Not    Management
      Board Member                                        Vote
22    Reelect Xavier de Villepin as Supervisory For       Did Not    Management
      Board Member                                        Vote
23    Elect Francois Grappotte as Supervisory   For       Did Not    Management
      Board Member                                        Vote
24    Authorize Repurchase of Up to Ten Percent For       Did Not    Management
      of Issued Share Capital                             Vote


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

SOHGO SECURITY SERVICES CO LTD, TOKYO

Ticker:                      Security ID:  JP3431900004
Meeting Date: JUN 29, 2004   Meeting Type: Annual
Record Date:  MAR 31, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 0,
      Final JY 17, Special JY 0
2     Amend Articles to: Authorize Share        For       For        Management
      Repurchases at Board's Discretion
3.1   Elect Director                            For       For        Management
3.2   Elect Director                            For       For        Management
3.3   Elect Director                            For       For        Management
3.4   Elect Director                            For       For        Management
3.5   Elect Director                            For       For        Management
3.6   Elect Director                            For       For        Management
3.7   Elect Director                            For       For        Management
4     Approve Retirement Bonus for Director     For       For        Management


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

SOL MELIA SA

Ticker:       SMIZY          Security ID:  ES0176252718
Meeting Date: JUN 8, 2004    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Individual and Consolidated        For       For        Management
      Financial Statements and Statutory
      Reports
2     Approve Allocation of Income              For       For        Management
3     Approve Discharge of Management           For       For        Management
4     Reelect Management Board                  For       For        Management
5     Reelect Ernst & Young SA y CIA as         For       For        Management
      Auditors
6     Amend Articles 4, 12, 22, 25, 27, 28, 30, For       For        Management
      31, 32, 33, 35, 36, 37, 39, and 42 Re:
      Company's Purpose, Shares, Meeting
      Notice, Representation, General Meeting,
      Majority Vote, Board Composition, Audit
      Committee, Allocation of Income, Annual
      Reports
7     Approve General Meeting Guidelines        For       For        Management
8     Accept Report on New Board Guidelines     For       For        Management
9     Approve Compensation System for Company's For       For        Management
      Executives
10    Authorize Issuance of Equity or           For       For        Management
      Equity-Linked Securities  without
      Preemptive Rights
11    Authorize Issuance of Convertible Bonds   For       Against    Management
      without Preemptive Rights
12    Authorize Share Repurchase Program        For       For        Management
13    Authorize Board to Ratify and Execute     For       For        Management
      Approved Resolutions
14    Approve Minutes of Meeting                For       For        Management


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

SOUTH STAFFORDSHIRE PLC

Ticker:                      Security ID:  GB0034321611
Meeting Date: JUN 25, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Remuneration Report               For       For        Management
3     Approve Final Dividend of 34.4 Pence Per  For       For        Management
      Ordinary Share
4     Elect J Carnell as Director               For       For        Management
5     Elect J Catling as Director               For       For        Management
6     Elect R Corbett as Director               For       For        Management
7     Elect R Gabb as Director                  For       For        Management
8     Elect M Hughes as Director                For       For        Management
9     Elect A Page as Director                  For       For        Management
10    Elect D Sankey as Director                For       For        Management
11    Re-appoint Deloitte and Touche LLP as     For       For        Management
      Auditors and Authorise Board to Fix
      Remuneration of Auditors
12    Approve 2004 South Staffordshire Plc      For       For        Management
      Executive Share Option Plan
13    Approve 2004 South Staffordshire Plc      For       For        Management
      Long-Term Incentive Plan
14    Approve 2004 South Staffordshire Plc      For       For        Management
      Savings Related Share Option Scheme
15    Approve the South Staffordshire Plc       For       For        Management
      Employee Benefit Trust
16    Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 1,785,831.30
17    Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 270,580.50


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

TAIWAN FU HSING IND CO LTD

Ticker:                      Security ID:  TW0009924001
Meeting Date: MAY 28, 2004   Meeting Type: Annual
Record Date:  MAR 29, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Receive Report on Business Operation      None      None       Management
      Results for Fiscal Year 2003
1.2   Receive Supervisors' Report               None      None       Management
1.3   Receive Report on the Amendment of Board  None      None       Management
      and Supervisor's Meeting Procedures
1.4   Receive Report on the Execution of        None      None       Management
      Treasury Shares
1.5   Approve Investment in People's Republic   None      None       Management
      of China
1.6   Receive Report on the Loan of Funds to    None      None       Management
      Other Parties
1.7   Receive Endorsement and Guarantee Report  None      None       Management
1.8   Receive Report on Mergers and Acquisition None      None       Management
2     Approve Financial Statements, Allocation  For       For        Management
      of Income and Dividends
3     Other Business                            None      None       Management


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

TECHTRONIC INDUSTRIES

Ticker:                      Security ID:  HK0669002195
Meeting Date: MAY 28, 2004   Meeting Type: Special
Record Date:  MAY 21, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Grant of Options to Horst Julius  For       Against    Management
      Pudwill and Roy Chi Ping Chung to
      Subscribe for Ordinary Shares in the
      Capital of the Company Pursuant to the
      Share Option Scheme
2     Approve Stock Split of Every Share of     For       For        Management
      HK$0.2 in the Capital of the Company into
      Two Shares of HK$0.1 Each
3     Amend Articles to Reflect Changes in      For       Against    Management
      Capital


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

TECHTRONIC INDUSTRIES

Ticker:                      Security ID:  HK0669002195
Meeting Date: MAY 28, 2004   Meeting Type: Annual
Record Date:  MAY 21, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend of HK$0.1775 Per   For       Against    Management
      Share
3a    Reelect Roy Chi Ping Chung as Group       For       For        Management
      Executive Director
3b    Reelect Kin Wah Chan as Group Executive   For       For        Management
      Director
3c    Reelect Joel Arthur Schleicher as         For       For        Management
      Independent Non-Executive Director
3d    Authorize Board to Fix Their Remuneration For       For        Management
4     Reappoint Deloitte Touche Tohmatsu as     For       For        Management
      Auditors and Fix Their Remuneration
5     Approve Increase in Authorized Capital    For       Against    Management
      from HK$160 Million to HK$240 Million by
      the Creation of 400 Million Shares of
      HK$0.2 Each
6     Approve Issuance of Equity or             For       Against    Management
      Equity-Linked Securities without
      Preemptive Rights
7     Approve Repurchase of Up to 10 Percent of For       For        Management
      Issued Capital
8     Authorize Reissuance of Repurchased       For       For        Management
      Shares
9     Amend Articles Re: Postponement and       For       For        Management
      Voting at General Meetings, Appointment
      of Alternate Director, Material Interest
      of Directors in Contracts Entered into by
      the Company, Electronic Communication,
      Indemnification of Directors and Officers
      of the Company


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

TEXWINCA HOLDINGS LIMITED

Ticker:                      Security ID:  BMG8770Z1068
Meeting Date: AUG 28, 2003   Meeting Type: Special
Record Date:  AUG 20, 2003

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Repurchase of Up to 10 Percent of For       For        Management
      Issued Capital
2     Approve Issuance of Equity or             For       For        Management
      Equity-Linked Securities without
      Preemptive Rights
3     Authorize Reissuance of Repurchased       For       For        Management
      Shares


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

TEXWINCA HOLDINGS LIMITED

Ticker:                      Security ID:  BMG8770Z1068
Meeting Date: AUG 28, 2003   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend of HK$0.14 Per     For       For        Management
      Share
3     Elect Directors and Authorize Board to    For       For        Management
      Fix Their Remuneration
4     Approve Auditors and Authorize Board to   For       For        Management
      Fix Their Remuneration


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

THIEL LOGISTIK AG

Ticker:                      Security ID:  LU0106198319
Meeting Date: APR 14, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Present Financial Statements and          None      None       Management
      Statutory Reports
2     Present Board's Report                    None      None       Management
3     Present Auditor's Reports                 None      None       Management
4     Approve Financial Statements and          For       For        Management
      Statutory Reports (Voting) (above)
5     Approve Carrying Forward Net Losses for   For       For        Management
      the Year Ended December 31, 2003
6     Approve Discharge of Directors            For       For        Management
7     Ratify Ernst & Young S.A. as Auditors     For       For        Management
8     Approve Remuneration of the Directors in  For       For        Management
      the Amount of EUR 270,000


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

TOKYO INDIVIDUALIZED EDUCATIONAL INSTITUTE INC.

Ticker:                      Security ID:  JP3576500007
Meeting Date: NOV 27, 2003   Meeting Type: Annual
Record Date:  AUG 31, 2003

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 0,
      Final JY 25, Special JY 5
2     Amend Articles to: Change Fiscal Year End For       Against    Management
      - Reduce Directors Term in Office - Lower
      Quorum Requirement for Special Business
3     Authorize Share Repurchase Program        For       For        Management
4.1   Elect Director                            For       For        Management
4.2   Elect Director                            For       For        Management
4.3   Elect Director                            For       For        Management
4.4   Elect Director                            For       For        Management
4.5   Elect Director                            For       For        Management
4.6   Elect Director                            For       For        Management
4.7   Elect Director                            For       For        Management
5     Appoint Internal Statutory Auditor        For       For        Management
6     Approve Executive Stock Option Plan       For       For        Management


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

TOO, INC.

Ticker:       TOO            Security ID:  890333107
Meeting Date: MAY 13, 2004   Meeting Type: Annual
Record Date:  MAR 26, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director David A. Krinsky          For       For        Management
1.2   Elect  Director Kenneth J. Strottman      For       Withhold   Management
2     Amend Executive Incentive Bonus Plan      For       Against    Management


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

TRANSPORTES AZKAR S.A

Ticker:                      Security ID:  ES0179946019
Meeting Date: MAY 15, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Individual and Group Financial    For       For        Management
      Statements and Statutory Reports, and
      Discharge Directors
2     Approve Allocation of Income              For       For        Management
3     Approve Auditors                          For       For        Management
4     Authorize Repurchase of Shares            For       For        Management
5     Approve Employee Share Grant Plan for     For       Against    Management
      2004-2006
6     Elect Management Board and Fix Their      For       For        Management
      Remuneration
7     Amend Articles 24, 28, 31, 32, 33, 57,    For       Against    Management
      58, 59, 60 and 63
8     Approve General Meeting Guidelines        For       For        Management
9     Information Re: Approval of Board and     For       For        Management
      Committee Guidelines
10    Authorize Board to Ratify and Execute     For       For        Management
      Approved Resolutions


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

TRIAD HOSPITALS, INC.

Ticker:       TRI            Security ID:  89579K109
Meeting Date: MAY 25, 2004   Meeting Type: Annual
Record Date:  APR 9, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James D. Shelton          For       For        Management
1.2   Elect  Director Thomas F. Frist III       For       For        Management
1.3   Elect  Director Gale E. Sayers            For       For        Management
1.4   Elect  Director Nancy-Ann DeParle         For       For        Management
1.5   Elect  Director Michael K. Jhin           For       For        Management
1.6   Elect  Director Harriet R. Michel         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management


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

VEDIOR NV

Ticker:                      Security ID:  NL0000390854
Meeting Date: MAY 7, 2004    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting                              None      None       Management
2     Approve Financial Statements, Allocation  For       For        Management
      of Income and Dividends of EUR 0.16 Per
      Share
3     Approve Discharge of Management and       For       For        Management
      Supervisory Boards
4     Discussion about Company's Corporate      None      None       Management
      Governance Report
5     Grant Board Authority to Issue All        For       Against    Management
      Authorized Yet Unissued Shares
      Restricting/Excluding Preemptive Rights
6     Authorize Repurchase of Up to Ten Percent For       For        Management
      of Issued Share Capital
7     Reelect R. Laan to Supervisory Board      For       For        Management
8     Reelect Deloitte & Accountants as         For       For        Management
      Auditors
9     Amend Articles Re: Amendments to Comply   For       For        Management
      with Dutch Corporate Governance Code
10    Approve Remuneration Policy for           For       Against    Management
      Management Board Members
11    Approve Stock Option Plan and Restricted  For       Against    Management
      Share Plan for Management Board Members;
      Approve Employee Stock Purchase Plan for
      U.S. Based Employees
12    Other Business                            None      None       Management
13    Close Meeting                             None      None       Management


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

VESTAS WIND SYSTEM AS

Ticker:                      Security ID:  DK0010268606
Meeting Date: APR 21, 2004   Meeting Type: Annual
Record Date:  MAR 25, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Receive Report of Board                   None      None       Management
2     Accept Financial Statements and Statutory For       For        Management
      Reports
3     Approve Allocation of Income and Omission For       For        Management
      of Dividends
4     Approve Discharge of Management and Board For       For        Management
5     Reelect Bent Carlsen, Arne Pedersen,      For       For        Management
      Joergen Rasmussen, Torsten Rasmussen as
      Directors; Elect Joern Thomsen and Freddy
      Frandsen as New Directors
6     Ratify PricewaterhouseCoopers and KPMG C. For       For        Management
      Jespersen as Auditors
7.1   Change Location of Registered Office to   For       For        Management
      Municipality of Randers
7.2   Extend Authorization to Create DKK 10.3   For       For        Management
      Million Pool of Conditional Capital
      without Preemptive Rights
7.3   Approve Creation of DKK 45 Million Pool   For       For        Management
      of Conditional Capital with Preemptive
      Rights
7.4   Decrease Pool of Conditional Capital      For       For        Management
      Reserved For Warrants Program for Key
      Employees From DKK 293,667 to DKK 170,332
      Due to Unexercised Warrants
7.5   Authorize Repurchase of Up to Ten Percent For       For        Management
      of Issued Share Capital
8     Other Business (Non-Voting)               None      None       Management


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

VESTAS WIND SYSTEM AS

Ticker:                      Security ID:  DK0010268606
Meeting Date: DEC 30, 2003   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Issuance of 26.3 Million Shares   For       For        Management
      in Connection with  Acquisition of Neg
      Micon A/S


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

VONTOBEL HOLDING AG

Ticker:                      Security ID:  CH0012335540
Meeting Date: APR 20, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Discharge of Board and Senior     For       For        Management
      Management
3     Approve Allocation of Income and          For       For        Management
      Dividends of CHF 1.10 per Share
4     Elect Heinz Roth as Director              For       For        Management
5     Ratify Ernst & Young AG as Auditors       For       For        Management
6     Amend Quorum Requirements                 For       For        Management


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

WEIQIAO TEXTILE COMPANY LTD

Ticker:                      Security ID:  CN0003580551
Meeting Date: APR 17, 2004   Meeting Type: Annual
Record Date:  MAR 17, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend of RMB0.056 Per    For       For        Management
      Share
3     Approve Remuneration of Directors and     For       For        Management
      Supervisors for the Year Ending Dec. 31,
      2004
4     Reappoint Ernst & Young Hua Ming as       For       For        Management
      Domestic Auditors and Ernst & Young as
      International Auditors and Authorize
      Board to Fix Their Remuneration
5     Other Business (Voting)                   For       Against    Management
6     Approve Issuance of Equity or             For       Against    Management
      Equity-Linked Securities without
      Preemptive Rights
7     Amend Articles Re: Technical Definitions  For       For        Management


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

WH SMITH GROUP PLC

Ticker:                      Security ID:  GB0002685302
Meeting Date: JAN 29, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Remuneration Report               For       Against    Management
3     Approve Final Dividend of 13 Pence Per    For       For        Management
      Share
4.1   Reelect Tim Hely Hutchinson as Director   For       For        Management
4.2   Reelect John Warren as Director           For       For        Management
5     Elect Andrew Rolfe as Director            For       For        Management
6     Elect Kate Swann as Director              For       For        Management
7     Approve Deloitte and Touche LLP as        For       For        Management
      Auditors and Authorize Board to Fix Their
      Remuneration
8     Amend W H Smith Executive Share Option    For       For        Management
      Scheme 1999
9     Approve WH Smith 2004 LTIP                For       For        Management
10    Authorize Issuance of Equity or           For       For        Management
      Equity-Linked Securities with Preemptive
      Rights up to Aggregate Nominal Amount of
      GBP 45,916,910
11    Authorize Issuance of Equity or           For       For        Management
      Equity-Linked Securities without
      Preemptive Rights up to Aggregate Nominal
      Amount of GBP 6,958,769
12    Authorize 25,051,570 Shares for Share     For       For        Management
      Repurchase Program



                                   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.

(Registrant) TEMPLETON GLOBAL SMALLER COMPANIES FUND
            -------------------------------------------------------------------



By:(Signature and Title)*/s/JIMMY D. GAMBILL
                         ------------------------------------------------------
                         Jimmy D. Gambill,
                         Chief Executive Officer - Finance and Administration


Date  August 25, 2004
    --------------------------------------------------------------------------


*Print the name and title of each signing officer under his or her signature.