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                              UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, DC 20549

                                 FORM N-PX

       ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT
                            INVESTMENT COMPANY

Investment Company Act file number 811-01700

FRANKLIN GOLD AND PRECIOUS METALS FUND
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in charter)

ONE FRANKLIN PARKWAY, SAN MATEO, CA 94403-1906
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(Address of principal executive offices) (Zip code)

CRAIG S. TYLE, 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: (650) 312-2000
                                                    ---------------------------

Date of fiscal year end:    7/31
                          ------------------

Date of reporting period:   6/30/09
                          ------------------

ITEM 1. PROXY VOTING RECORDS.




AGNICO-EAGLE MINES LIMITED

Ticker:       AEM            Security ID:  008474108
Meeting Date: APR 30, 2009   Meeting Type: Annual/Special
Record Date:  MAR 24, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Leanne M. Baker          For       For          Management
1.2   Elect Director Douglas R. Beaumont      For       For          Management
1.3   Elect Director Sean Boyd                For       For          Management
1.4   Elect Director Clifford Davis           For       For          Management
1.5   Elect Director David Garofalo           For       For          Management
1.6   Elect Director Bernard Kraft            For       For          Management
1.7   Elect Director Mel Leiderman            For       For          Management
1.8   Elect Director James D. Nasso           For       For          Management
1.9   Elect Director J. Merfyn Roberts        For       For          Management
1.10  Elect Director Eberhard Scherkus        For       For          Management
1.11  Elect Director Howard R. Stockford      For       For          Management
1.12  Elect Director Pertti Voutilainen       For       For          Management
2     Approve Ernst & Young LLP as Auditors   For       For          Management
      and Authorize Board to Fix Their
      Remuneration
3     Amend Employee Stock Purchase Plan      For       For          Management
4     Amend Stock Option Plan                 For       For          Management
5     Amend Bylaws                            For       For          Management


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ALAMOS GOLD INC.

Ticker:       AGI            Security ID:  011527108
Meeting Date: MAY 19, 2009   Meeting Type: Annual
Record Date:  APR 14, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve To Determine The Number Of      For       For          Management
      Directors At 7
2     Elect Mark Wayne As A Director And      For       For          Management
      Approve To Fix The Term Of Office
3     Elect John A. Mccluskey As A Director   For       For          Management
      And Approve To Fix The Term Of Office
4     Elect Leonard Harris As A Director And  For       For          Management
      Approve To Fix The Term Of Office
5     Elect James M. Mcdonald As A Director   For       For          Management
      And Approve To Fix The Term Of Office
6     Elect John F. Van De Beuken As A        For       For          Management
      Director And Approve To Fix The Term Of
      Office
7     Elect Eduardo Luna As A Director And    For       For          Management
      Approve To Fix The Term Of Office
8     Elect David Gower As A Director And     For       For          Management
      Approve To Fix The Term Of Office
9     Appoint Ernst & Young Llp As The        For       For          Management
      Auditors Of The Company For The Ensuing
      Year and Authorize The Directors To Fix
      Their Remuneration


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ALAMOS GOLD INC.

Ticker:       AGI            Security ID:  2411707
Meeting Date: MAY 19, 2009   Meeting Type: Annual
Record Date:  APR 14, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve To Determine The Number Of      For       For          Management
      Directors At 7
2     Elect Mark Wayne As A Director And      For       For          Management
      Approve To Fix The Term Of Office
3     Elect John A. Mccluskey As A Director   For       For          Management
      And Approve To Fix The Term Of Office
4     Elect Leonard Harris As A Director And  For       For          Management
      Approve To Fix The Term Of Office
5     Elect James M. Mcdonald As A Director   For       For          Management
      And Approve To Fix The Term Of Office
6     Elect John F. Van De Beuken As A        For       For          Management
      Director And Approve To Fix The Term Of
      Office
7     Elect Eduardo Luna As A Director And    For       For          Management
      Approve To Fix The Term Of Office
8     Elect David Gower As A Director And     For       For          Management
      Approve To Fix The Term Of Office
9     Appoint Ernst & Young Llp As The        For       For          Management
      Auditors Of The Company For The Ensuing
      Year and Authorize The Directors To Fix
      Their Remuneration


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ANATOLIA MINERALS DEVELOPMENT LTD.

Ticker:       ANO            Security ID:  032900102
Meeting Date: MAY 13, 2009   Meeting Type: Annual/Special
Record Date:  APR 8, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Jan Castro, James D. Davidson,    For       For          Management
      Edward C. Dowling Jr., Richard Graff,
      Timothy J. Haddon, Jay C. Kellerman,
      and Richard Lister as Directors
2     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration
3     Approve Restricted Stock Unit Plan      For       For          Management
4     Approve Deferred Share Unit Plan        For       For          Management


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ANGLO PLATINUM LTD

Ticker:                      Security ID:  S9122P108
Meeting Date: MAR 30, 2009   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Year Ended 31
      December 2008
2.1   Elect K D Dlamini as Director           For       Against      Management
2.2   Reelect B A Khumalo as Director         For       Against      Management
2.3   Elect N F Nicolau as Director           For       For          Management
2.4   Elect B Nqwababa as Director            For       For          Management
2.5   Reelect T A Wixley as Director          For       For          Management
3     Approve Deloitte & Touche as Auditors   For       For          Management
      of the Company and Appoint Graeme Berry
      as the Designated Auditor to Hold
      Office for the Ensuing Year
4     Authorize Repurchase of Up to 20        For       Against      Management
      Percent of Issued Ordinary Share
      Capital
5     Authorize the Company to Provide        For       For          Management
      Financial Assistance for the Purchase
      of or Subscription for Shares in
      Respect of the Anglo Platinum Bonus
      Share Plan
6.1   Place Authorized But Unissued Shares    For       Against      Management
      under Control of Directors
6.2   Approve Remuneration of Non-Executive   For       For          Management
      Directors
6.3   Approve the Bonus Share Plan            For       Against      Management
6.4   Place Authorized But Unissued Shares    For       Against      Management
      under Control of Directors to Meet the
      Requirements of the Bonus Share Plan
6.5   Authorize Board to Ratify and Execute   For       Against      Management
      Approved Resolutions


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ANGLOGOLD ASHANTI LTD

Ticker:                      Security ID:  S04255196
Meeting Date: MAY 15, 2009   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Year Ended 31
      December 2008
2     Re-appoint Ernst & Young Inc as         For       For          Management
      Auditors of the Company
3     Reelect RP Edey as Director             For       For          Management
4     Authorise Directors to Allot and Issue  For       For          Management
      Shares up to a Maximum of 5 Percent of
      the Issued Ordinary Shares of the
      Company from Time to Time
5     Authorize Issuance of Shares for Cash   For       For          Management
      up to a Maximum of 5 Percent of Issued
      Capital
6     Approve Remuneration of Non-Executive   For       For          Management
      Directors
7     Authorise Directors to Issue            For       For          Management
      Convertible Bonds
8     Approve Increase in Authorized Share    For       For          Management
      Capital
9     Amend Articles of Association           For       For          Management


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

ANGLOGOLD ASHANTI LTD

Ticker:       AU             Security ID:  035128206
Meeting Date: MAY 15, 2009   Meeting Type: Annual
Record Date:  APR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Year Ended 31
      December 2008
2     Re-appoint Ernst & Young Inc as         For       For          Management
      Auditors of the Company
3     Reelect RP Edey as Director             For       For          Management
4     Authorise Directors to Allot and Issue  For       For          Management
      Shares up to a Maximum of 5 Percent of
      the Issued Ordinary Shares of the
      Company from Time to Time
5     Authorize Issuance of Shares for Cash   For       For          Management
      up to a Maximum of 5 Percent of Issued
      Capital
6     Approve Remuneration of Non-Executive   For       For          Management
      Directors
7     Authorise Directors to Issue            For       For          Management
      Convertible Bonds
8     Approve Increase in Authorized Share    For       For          Management
      Capital
9     Amend Articles of Association           For       For          Management


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AQUARIUS PLATINUM LIMITED

Ticker:       AQP            Security ID:  G0440M128
Meeting Date: NOV 28, 2008   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Reelect David Dix as a Director         For       For          Management
2     Reelect William Purves as a Director    For       For          Management
3     Approve Ernst & Young as Auditors and   For       For          Management
      Authorize Board to Fix Their
      Remuneration


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AURIZON MINES LTD.

Ticker:       ARZ            Security ID:  2064413
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 18, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Fix Number of Directors at Eight        For       For          Management
2     Elect Mr. Sargent H. Bemer As A         For       For          Management
      Director
3     Elect Mr. Louis Dionne As A Director    For       For          Management
4     Elect Mr. David P. Hall As A Director   For       For          Management
5     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration
6     Transact Other Business                 For       For          Management


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AXMIN INC.

Ticker:       AXM            Security ID:  05461V102
Meeting Date: JUN 2, 2009    Meeting Type: Annual/Special
Record Date:  APR 28, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect The Board Of Directors Of The     For       For          Management
      Company
2     Re-appoint Ernst & Young Llp, Chartered For       For          Management
      Accountants, As The Company S Auditors
      to Hold Office Until The Next Annual
      Meeting Of Shareholders And Authorize
      The Directors To Fix The Remuneration
      To Be Paid To The Auditors
3     Approve The Continuation Of The Company For       For          Management
      S Stock Option Plan


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

AXMIN INC.

Ticker:       AXM            Security ID:  2016599
Meeting Date: JUN 2, 2009    Meeting Type: Annual/Special
Record Date:  APR 28, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect The Board Of Directors Of The     For       For          Management
      Company
2     Re-appoint Ernst & Young Llp, Chartered For       For          Management
      Accountants, As The Company S Auditors
      to Hold Office Until The Next Annual
      Meeting Of Shareholders And Authorize
      The Directors To Fix The Remuneration
      To Be Paid To The Auditors
3     Approve The Continuation Of The Company For       For          Management
      S Stock Option Plan


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B2GOLD CORP.

Ticker:       BTO            Security ID:  11777Q209
Meeting Date: JUN 26, 2009   Meeting Type: Annual
Record Date:  MAY 12, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Fix Number of Directors at Eight        For       For          Management
2.1   Elect Director Clive Johnson            For       Against      Management
2.2   Elect Director Robert Cross             For       For          Management
2.3   Elect Director Robert Gayton            For       For          Management
2.4   Elect Director Barry Rayment            For       For          Management
2.5   Elect Director Jerry Korpan             For       For          Management
2.6   Elect Director John Ivany               For       For          Management
2.7   Elect Director Peter Tagliamonte        For       For          Management
2.8   Elect Director Bruce Humphrey           For       For          Management
3     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration


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

BARRICK GOLD CORP.

Ticker:       ABX            Security ID:  067901108
Meeting Date: APR 29, 2009   Meeting Type: Annual
Record Date:  MAR 4, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Howard L. Beck           For       For          Management
1.2   Elect Director C. William D. Birchall   For       For          Management
1.3   Elect Director Donald J. Carty          For       For          Management
1.4   Elect Director Gustavo Cisneros         For       For          Management
1.5   Elect Director Marshall A. Cohen        For       For          Management
1.6   Elect Director Peter A. Crossgrove      For       For          Management
1.7   Elect Director Robert M. Franklin       For       For          Management
1.8   Elect Director Peter C. Godsoe          For       For          Management
1.9   Elect Director J. Brett Harvey          For       For          Management
1.10  Elect Director Brian Mulroney           For       For          Management
1.11  Elect Director Anthony Munk             For       For          Management
1.12  Elect Director Peter Munk               For       For          Management
1.13  Elect Director Aaron W. Regent          For       For          Management
1.14  Elect Director Steven J. Shapiro        For       For          Management
1.15  Elect Director Gregory C. Wilkins       For       For          Management
2     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration
3     Convene an Independent Third Party to   Against   Against      Shareholder
      Review Company's Community Engagement
      Practices


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BENDIGO MINING NL

Ticker:       BDG            Security ID:  Q14633103
Meeting Date: NOV 21, 2008   Meeting Type: Annual
Record Date:  NOV 19, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         None      None         Management
      Statutory Reports for the Financial
      Year Ended June 30, 2008
2     Approve Remuneration Report for the     For       For          Management
      Financial Year Ended June 30, 2008
3a    Elect Ronnie Beevor as Director         For       For          Management
3b    Elect Richard Guy as Director           For       For          Management
3c    Elect David Ransom as Director          For       For          Management


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CENTAMIN EGYPT LTD.

Ticker:                      Security ID:  Q2159B110
Meeting Date: NOV 28, 2008   Meeting Type: Annual
Record Date:  NOV 26, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         None      None         Management
      Statutory Reports for the Financial
      Year Ended June 30, 2008
2     Approve Remuneration Report for the     For       For          Management
      Financial Year Ended June 30, 2008
3.1   Elect Trevor Schultz as Director        For       Against      Management
3.2   Elect Graeme Robert Tangye Bowker as    For       For          Management
      Director
3.3   Elect H. Stuart Bottomley as Director   For       For          Management
3.4   Elect Thomas Elder as Director          For       For          Management
3.5   Elect G. Brian Speechly as Director     For       For          Management
4     Approve Grant of 1 Million Options, at  For       Against      Management
      an Exercise Price of A$1.00 Each, to
      Trevor Schultz, Director of the
      Company, Pursuant to the Employee
      Option Plan 2006
5     Approve Increase in Remuneration of     For       For          Management
      Non-Executive Directors of Up to
      A$300,000 Per Annum
6     Adopt New Constitution                  For       For          Management


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

CENTAMIN EGYPT LTD.

Ticker:                      Security ID:  AU000000CNT2
Meeting Date: NOV 28, 2008   Meeting Type: Annual
Record Date:  OCT 24, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     FINANCIAL STATEMENTS AND REPORTS        For       Abstain      Management
2     ADOPTION OF THE REMUNERATION REPORT     For       For          Management
3     ELECTION OF MR T SCHULTZ                For       Against      Management
4     ELECTION OF PROFESSOR G R T BOWKER      For       For          Management
5     RE-ELECTION OF MR H S BOTTOMLEY         For       For          Management
6     RE-ELECTION OF DR T ELDER               For       For          Management
7     RE-ELECTION OF MR G B SPEECHLY          For       For          Management
8     ALLOTMENT OF OPTIONS TO MR T S SCHULTZ, For       Against      Management
      EXECUTIVE DIRECTOR OF OPERATIONS
9     APPROVAL OF INCREASE IN TOTAL AMOUNT OF For       For          Management
      NON-EXECUTIVE DIRECTORS FEES
10    ADOPTION OF NEW CONSTITUTION            For       For          Management


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

CENTERRA GOLD INC.

Ticker:       CG             Security ID:  152006102
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  MAR 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Mr. Ian G. Austin as a Director   For       For          Management
      for the ensuing year
2     Elect Mr. Almazbek S. Djakypov as a     For       For          Management
      Director for the ensuing year
3     Elect Mr. O. Kim Goheen as a Director   For       Against      Management
      for the ensuing year
4     Elect Mr. Patrick M. James as a         For       For          Management
      Director for the ensuing year
5     Elect Mr. Stephen A. Lang as a Director For       For          Management
      for the ensuing year
6     Elect Mr. Sheryl K. Pressler as a       For       For          Management
      Director for the ensuing year
7     Elect Mr. Terry V. Rogers as a Director For       For          Management
      for the ensuing year
8     Elect Mr. Jack E. Thompson as a         For       For          Management
      Director for the ensuing year
9     Elect Mr. Bruce V. Walter as a Director For       For          Management
      for the ensuing year
10    Elect Mr. Anthony J. Webb as a Director For       For          Management
      for the ensuing year
11    Appoint KPMG LLP as the Auditors of the For       For          Management
      Corporation for the ensuing year and
      authorize the Directors to fix their
      remuneration to be paid to the Auditors


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

CENTERRA GOLD INC.

Ticker:       CG             Security ID:  152006201
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  MAR 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Mr. Ian G. Austin as a Director   For       For          Management
      for the ensuing year
2     Elect Mr. Almazbek S. Djakypov as a     For       For          Management
      Director for the ensuing year
3     Elect Mr. O. Kim Goheen as a Director   For       Against      Management
      for the ensuing year
4     Elect Mr. Patrick M. James as a         For       For          Management
      Director for the ensuing year
5     Elect Mr. Stephen A. Lang as a Director For       For          Management
      for the ensuing year
6     Elect Mr. Sheryl K. Pressler as a       For       For          Management
      Director for the ensuing year
7     Elect Mr. Terry V. Rogers as a Director For       For          Management
      for the ensuing year
8     Elect Mr. Jack E. Thompson as a         For       For          Management
      Director for the ensuing year
9     Elect Mr. Bruce V. Walter as a Director For       For          Management
      for the ensuing year
10    Elect Mr. Anthony J. Webb as a Director For       For          Management
      for the ensuing year
11    Appoint KPMG LLP as the Auditors of the For       For          Management
      Corporation for the ensuing year and
      authorize the Directors to fix their
      remuneration to be paid to the Auditors


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

CENTRAL SUN MINING INC

Ticker:       CSM            Security ID:  155432107
Meeting Date: MAR 20, 2009   Meeting Type: Special
Record Date:  FEB 17, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Arrangement for Merger with B2  For       For          Management
      Gold
2     Approve Reduction in Stated Capital     For       For          Management


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

COMPANIA DE MINAS BUENAVENTURA S.A.

Ticker:       BVN            Security ID:  204448104
Meeting Date: OCT 6, 2008    Meeting Type: Special
Record Date:  SEP 18, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Authorize Issuance of Bonds/Debentures  For       For          Management


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

COMPANIA DE MINAS BUENAVENTURA S.A.

Ticker:       BVN            Security ID:  204448104
Meeting Date: MAR 27, 2009   Meeting Type: Annual
Record Date:  MAR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Allocation of Income            For       For          Management
2     Approve Financial Statements and        For       For          Management
      Statutory Reports for Fiscal Year Ended
      December 31, 2008 and Discharge
      Directors
3     Elect External Auditors for Fiscal Year For       For          Management
      2009
4     Approve Payment of Cash Dividend        For       For          Management


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

EASTERN PLATINUM LTD.

Ticker:       ELR            Security ID:  276855103
Meeting Date: JUN 3, 2009    Meeting Type: Annual
Record Date:  APR 29, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve To Fix The Number Of Directors  For       For          Management
      Of The Board Of The Company At 8
2     Elect Ian Terry Rozier As A Director Of For       For          Management
      The Company For The Ensuing Year
3     Elect David W. Cohen As A Director Of   For       For          Management
      Company For The Ensuing Year
4     Elect Gordon Keep As A Director Of      For       For          Management
      Company For The Ensuing Year
5     Elect John Andrews As A Director Of     For       For          Management
      Company For The Ensuing Year
6     Elect John Hawkrigg As A Director Of    For       For          Management
      Company For The Ensuing Year
7     Elect J. Merfyn Roberts As A Director   For       For          Management
      Of Company For The Ensuing Year
8     Elect Robert J. Gayton As A Director Of For       For          Management
      Company For The Ensuing Year
9     Elect Zwelakhe Sisulu As A Director Of  For       For          Management
      Company For The Ensuing Year
10    Appoint Deloitte & Touche Llp As The    For       For          Management
      Auditors Of The Company For The Ensuing
      Year And Authorize The Directors To Fix
      The Auditor's Remuneration


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

ELDORADO GOLD CORP LTD.

Ticker:       ELD            Security ID:  284902103
Meeting Date: MAY 7, 2009    Meeting Type: Annual/Special
Record Date:  MAR 19, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Mr. John S. Auston as a Director  For       For          Management
      to hold office for the following year
2     Elect Mr. K. Ross Cory as a Director to For       For          Management
      hold office for the following year
3     Elect Mr. Robert R. Gilmore as a        For       For          Management
      Director to hold office for the
      following year
4     Elect Mr. Geoffrey A. Handley as a      For       For          Management
      Director to hold office for the
      following year
5     Elect Mr. Hugh C. Morris as a Director  For       For          Management
      to hold office for the following year
6     Elect Mr. Wayne D. Lenton as a Director For       For          Management
      to hold office for the following year
7     Elect Mr. Jonathan Rubenstein as a      For       For          Management
      Director to hold office for the
      following year
8     Elect Mr. Donald M. Shunka as a         For       For          Management
      Director to hold office for the
      following year
9     Elect Mr. Paul N. Wright as a Director  For       For          Management
      to hold office for the following year
10    Appoint PricewaterhouseCoopers LLP as   For       For          Management
      the Auditors of the Corporation for
      theensuing year
11    Authorize the Directors to fix the      For       For          Management
      Auditor s compensation
12    Adopt the amendments to the amended and For       For          Management
      restated Incentive Stock Option Plan
      for the employees, consultants and the
      Advisors and the amended and restated
      Incentive Stock Option Plan for the
      Officers and the Directors
13    Adopt New                               For       For          Management
      Bylaws/Articles/Charter/Declaration of
      Trust
14    Adopt the amendments to the Company s   For       For          Management
      Articles to permit shareholder
      meetingsto be held outside of Canada,
      as specified


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

FIRST URANIUM CORP.

Ticker:       FIU            Security ID:  33744R102
Meeting Date: SEP 10, 2008   Meeting Type: Annual
Record Date:  AUG 6, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Nigel R.G. Brunette      For       For          Management
1.2   Elect Director Patrick C. Evans         For       For          Management
1.3   Elect Director James P.W. Fisher        For       For          Management
1.4   Elect Director Robert M. Franklin       For       For          Management
1.5   Elect Director John W.W. Hick           For       For          Management
1.6   Elect Director Wayne S. Hill            For       For          Management
1.7   Elect Director Gordon T. Miller         For       For          Management
1.8   Elect Director Graham P. Wanblad        For       For          Management
2     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration


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

FIRST URANIUM CORP.

Ticker:       FIU            Security ID:  33744R201
Meeting Date: SEP 10, 2008   Meeting Type: Annual
Record Date:  AUG 6, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Nigel R.G. Brunette      For       For          Management
1.2   Elect Director Patrick C. Evans         For       For          Management
1.3   Elect Director James P.W. Fisher        For       For          Management
1.4   Elect Director Robert M. Franklin       For       For          Management
1.5   Elect Director John W.W. Hick           For       For          Management
1.6   Elect Director Wayne S. Hill            For       For          Management
1.7   Elect Director Gordon T. Miller         For       For          Management
1.8   Elect Director Graham P. Wanblad        For       For          Management
2     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration


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

FRANCO-NEVADA CORP.

Ticker:       FNV            Security ID:  351858204
Meeting Date: MAY 20, 2009   Meeting Type: Annual/Special
Record Date:  APR 7, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Pierre Lassonde As A Director Of  For       For          Management
      The Corporation
2     Elect David Harquail As A Director Of   For       For          Management
      The Corporation
3     Elect David R. Peterson As A Director   For       For          Management
      Of The Corporation
4     Elect Louis Gignac As A Director Of The For       For          Management
      Corporation
5     Elect Graham Farquharson As A Director  For       For          Management
      Of The Corporation
6     Elect Randall Oliphant As A Director Of For       For          Management
      The Corporation
7     Elect Derek W. Evans As A Director Of   For       For          Management
      The Corporation
8     Appoint Pricewaterhousecoopers Llp,     For       For          Management
      Chartered Accountants, As The Auditors
      Ofthe Corporation For The Ensuing Year
      And Authorize The Directors To Fix The
      Remuneration To Be Paid To The Auditors
9     Approve The Corporation's Restricted    For       For          Management
      Share Unit Plan


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

FRESNILLO PLC

Ticker:       FRES           Security ID:  G371E2108
Meeting Date: DEC 12, 2008   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Authorise 71,716,015 Ordinary Shares    For       For          Management
      for Market Purchase


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

FRESNILLO PLC

Ticker:       FRES           Security ID:  G371E2108
Meeting Date: MAY 27, 2009   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Final Dividend of 7.7 US Cents  For       For          Management
      Per Ordinary Share
3     Approve Remuneration Report             For       For          Management
4     Elect Alberto Bailleres as Director     For       For          Management
5     Elect Lord Cairns as Director           For       For          Management
6     Elect Javier Fernandez as Director      For       For          Management
7     Elect Fernando Ruiz as Director         For       For          Management
8     Elect Guy Wilson as Director            For       For          Management
9     Elect Juan Bordes as Director           For       For          Management
10    Elect Arturo Fernandez as Director      For       For          Management
11    Elect Rafael MacGregor as Director      For       For          Management
12    Elect Fernando Solana as Director       For       For          Management
13    Elect Jaime Lomelin as Director         For       For          Management
14    Appoint Ernst & Young LLP as Auditors   For       For          Management
      of the Company
15    Authorise the Audit Committee to Fix    For       For          Management
      Remuneration of Auditors
16    Authorise Issue of Equity or            For       For          Management
      Equity-Linked Securities with
      Pre-emptive Rights up to Aggregate
      Nominal Amount of USD 119,526,693
17    Subject to the Passing of Resolution    For       For          Management
      16, Authorise Issue of Equity or
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of USD 17,926,003.50
18    Authorise 71,716,015 Ordinary Shares    For       For          Management
      for Market Purchase
19    Approve That a General Meeting Other    For       For          Management
      Than an Annual General Meeting May Be
      Called on Not Less Than 14 Clear Days'
      Notice
20    Adopt New Articles of Association       For       For          Management


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

GABRIEL RESOURCES LTD.

Ticker:       GBU            Security ID:  361970106
Meeting Date: MAR 5, 2009    Meeting Type: Special
Record Date:  FEB 3, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Shareholder Rights Plan           For       Against      Management


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

GABRIEL RESOURCES LTD.

Ticker:       GBU            Security ID:  2842374
Meeting Date: JUN 24, 2009   Meeting Type: Annual
Record Date:  MAY 22, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Britt Banks As A Director         For       For          Management
2     Elect Marcel F. Deguire As A Director   For       For          Management
3     Elect Randy Engel As A Director         For       For          Management
4     Elect Raphael Girard As A Director      For       For          Management
5     Elect Alan R. Hill As A Director        For       For          Management
6     Elect Keith R. Hulley As A Director     For       For          Management
7     Elect Wayne Kirk As A Director          For       For          Management
8     Elect Igor Levental As A Director       For       For          Management
9     Elect Michael S. Parrett As A Director  For       For          Management
10    Elect Simon Prior-palmer As A Director  For       For          Management
11    Elect Ronald S. Simkus As A Director    For       For          Management
12    Elect A. Murray Sinclair As A Director  For       For          Management
13    Elect Alan R. Thomas As A Director      For       For          Management
14    Re-appoint Pricewaterhousecoopers Llp,  For       For          Management
      Chartered Accountants As The Auditors
      Of The Corporation And Authorize The
      Board Of Directors To Fix Their
      Remuneration


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

GAMMON GOLD INC

Ticker:       GAM            Security ID:  36467T106
Meeting Date: MAY 15, 2009   Meeting Type: Annual/Special
Record Date:  APR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Fred George, Rene Marion, Luis    For       For          Management
      Chavez, Patrick O'Neil, Kent
      Noseworthy, Canek Rangel, George
      Elliott, and Terry Cooper as Directors
2     Approve KPMG LLP as Auditors and        For       For          Management
      Authorize Board to Fix Their
      Remuneration
3     Approval of Issuance of Common Shares   For       For          Management
      to Executives in Lieu of Cash Bonus
4     Approve Employee Share Purchase Plan    For       Against      Management


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

GOLD FIELDS LIMITED

Ticker:       GFI            Security ID:  38059T106
Meeting Date: NOV 12, 2008   Meeting Type: Annual
Record Date:  OCT 10, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Year Ended June
      30, 2008
2     Reelect DN Murray as Director           For       For          Management
3     Reelect CI von Christerson as Director  For       For          Management
4     Reelect GM Wilson as Director           For       For          Management
5     Reelect AJ Wright as Director           For       For          Management
6     Place Authorized But Unissued Ordinary  For       For          Management
      Shares under Control of Directors
7     Place Authorized But Unissued           For       For          Management
      Non-Convertible Redeemable Shares under
      Control of Directors
8     Approve Issuance of Shares without      For       For          Management
      Preemptive Rights up to a Maximum of 10
      Percent of Issued Capital
9     Award Non-Executive Directors with      For       For          Management
      Share Rights in Accordance with The
      Gold Fields Limited 2005 Non-Executive
      Share Plan
10    Approve Increase in Directors' Fees     For       For          Management
11    Authorize Repurchase of Up to 20        For       For          Management
      Percent of Issued Share Capital


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

GOLDCORP INC.

Ticker:       G              Security ID:  380956409
Meeting Date: MAY 22, 2009   Meeting Type: Annual
Record Date:  MAR 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ian W. Telfer            For       For          Management
1.2   Elect Director Douglas M. Holtby        For       For          Management
1.3   Elect Director Charles A. Jeannes       For       For          Management
1.4   Elect Director John P. Bell             For       For          Management
1.5   Elect Director Lawrence I. Bell         For       For          Management
1.6   Elect Director Beverley A. Briscoe      For       For          Management
1.7   Elect Director Peter J. Dey             For       For          Management
1.8   Elect Director P. Randy Reifel          For       For          Management
1.9   Elect Director A. Dan Rovig             For       For          Management
1.10  Elect Director Kenneth F. Williamson    For       For          Management
2     Approve Deloitte & Touche LLP as        For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration


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

GOLDCORP INC.

Ticker:       G              Security ID:  380956409
Meeting Date: MAY 22, 2009   Meeting Type: Annual
Record Date:  MAR 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Mr. Ian W. Telfer As A Director   For       For          Management
      Of The Company For The Ensuing Year
2     Elect Mr. Douglas M. Holtby As A        For       For          Management
      Director Of The Company For The Ensuing
      Year
3     Elect Mr. Charles A. Jeannes As A       For       For          Management
      Director Of The Company For The Ensuing
      Year
4     Elect Mr. John P. Bell As A Director Of For       For          Management
      The Company For The Ensuing Year
5     Elect Mr. Lawrence I. Bell As A         For       For          Management
      Director Of The Company For The Ensuing
      Year
6     Elect Ms. Beverley A. Briscoe As A      For       For          Management
      Director Of The Company For The Ensuing
      Year
7     Elect Mr. Peter J. Dey As A Director Of For       For          Management
      The Company For The Ensuing Year
8     Elect Mr. P. Randy Reifel As A Director For       For          Management
      Of The Company For The Ensuing Year
9     Elect Mr. A. Dan Rovig As A Director Of For       For          Management
      The Company For The Ensuing Year
10    Elect Mr. Kenneth F. Williamson As A    For       For          Management
      Director Of The Company For The Ensuing
      Year
11    Appoint Deloitte & Touche Llp,          For       For          Management
      Chartered Accountants, As The Auditors
      Of The Company For The Ensuing Year And
      Authorize The Directors To Fix Their
      Remuneration


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

GOLDEN STAR RESOURCES LTD.

Ticker:       GSC            Security ID:  38119T104
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 11, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James E. Askew           For       For          Management
1.2   Elect Director David K. Fagin           For       Withhold     Management
1.3   Elect Director Lars-Eric Johansson      For       For          Management
1.4   Elect Director Ian MacGregor            For       For          Management
1.5   Elect Director Thomas G. Mair           For       For          Management
1.6   Elect Director Michael P. Martineau     For       For          Management
1.7   Elect Director Michael A. Terrell       For       For          Management
2     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration


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

GOLDEN STAR RESOURCES LTD.

Ticker:       GSC            Security ID:  38119T104
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 11, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director James E. Askew           For       Did Not Vote Management
2     Elect Director David K. Fagin           For       Did Not Vote Management
3     Elect Director Lars-Eric Johansson      For       Did Not Vote Management
4     Elect Director Ian MacGregor            For       Did Not Vote Management
5     Elect Director Thomas G. Mair           For       Did Not Vote Management
6     Elect Director Michael P. Martineau     For       Did Not Vote Management
7     Elect Director Michael A. Terrell       For       Did Not Vote Management
8     Approve PricewaterhouseCoopers LLP as   For       Did Not Vote Management
      Auditors and Authorize Board to Fix
      Their Remuneration


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

GREAT BASIN GOLD LTD.

Ticker:       GBG            Security ID:  390124105
Meeting Date: JUN 22, 2009   Meeting Type: Annual
Record Date:  MAY 14, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Patrick R. Cooke As A Director Of For       For          Management
      The Company For The Ensuing Year
2     Elect T. Barry Coughlan As A Director   For       For          Management
      Of The Company For The Ensuing Year
3     Elect Ferdinand Dippenaar As A Director For       For          Management
      Of The Company For The Ensuing Year
4     Elect David M.s. Elliott As A Director  For       For          Management
      Of The Company For The Ensuing Year
5     Elect Wayne Kirk As A Director Of The   For       For          Management
      Company For The Ensuing Year
6     Elect Sipho A. Nkosi As A Director Of   For       Against      Management
      The Company For The Ensuing Year
7     Elect Walter Segsworth As A Director Of For       For          Management
      The Company For The Ensuing Year
8     Elect Ronald W. Thiessen As A Director  For       For          Management
      Of The Company For The Ensuing Year
9     Appoint Pricewaterhousecoopers Llp As   For       For          Management
      The Auditor Of The Company For The
      Ensuing Year


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

HARMONY GOLD MINING LTD.

Ticker:       HGMCF          Security ID:  S34320101
Meeting Date: NOV 24, 2008   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Year Ended June
      30, 2008
2     Elect KV Dicks as Director Appointed    For       For          Management
      During the Year
3     Elect CM Diara as Director Appointed    For       For          Management
      During the Year
4     Reelect CML Savage as Director          For       For          Management
5     Reelect F Abbott as Director            For       For          Management
6     Reappoint PricewaterhouseCoopers inc.   For       For          Management
      as External Auditors
7     Approve Remuneration of Non-Executive   For       For          Management
      Directors
8     Place up to 10 Percent of Authorized    For       For          Management
      But Unissued Shares under Control of
      Directors
9     Approve Issuance of Shares without      For       For          Management
      Preemptive Rights up to a Maximum of 10
      Percent of Issued Capital


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

HARMONY GOLD MINING LTD.

Ticker:       HMY            Security ID:  413216300
Meeting Date: NOV 24, 2008   Meeting Type: Annual
Record Date:  OCT 10, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Year Ended June
      30, 2008
2     Elect KV Dicks as Director Appointed    For       For          Management
      During the Year
3     Elect CM Diara as Director Appointed    For       For          Management
      During the Year
4     Reelect CML Savage as Director          For       For          Management
5     Reelect F Abbott as Director            For       For          Management
6     Reappoint PricewaterhouseCoopers Inc.   For       For          Management
      as External Auditors
7     Approve Remuneration of Non-Executive   For       For          Management
      Directors
8     Place Authorized But Unissued Shares    For       For          Management
      under Control of Directors Representing
      up to 10  Percent of Issued Capital
9     Approve Issuance of Shares without      For       For          Management
      Preemptive Rights up to a Maximum of 10
      Percent of Issued Capital


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

HECLA MINING CO.

Ticker:       HL             Security ID:  422704106
Meeting Date: MAY 29, 2009   Meeting Type: Annual
Record Date:  MAR 31, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John H. Bowles           For       For          Management
1.2   Elect Director George R. Nethercutt,    For       For          Management
      Jr.
2     Ratify Auditors                         For       For          Management


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

HOCHSCHILD MINING PLC

Ticker:       HOC            Security ID:  G4611M107
Meeting Date: MAY 26, 2009   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Report             For       For          Management
3     Approve Final Dividend of USD 0.02 Per  For       For          Management
      Ordinary Share
4     Elect Miguel Aramburu as Director       For       For          Management
5     Elect Ignacio Rosado as Director        For       For          Management
6     Re-elect Jorge Born Jr as Director      For       For          Management
7     Re-elect Nigel Moore as Director        For       For          Management
8     Reappoint Ernst & Young LLP as Auditors For       For          Management
      of the Company
9     Authorise the Audit Committee to Fix    For       For          Management
      Remuneration of Auditors
10    Authorise Issue of Equity or            For       For          Management
      Equity-Linked Securities with
      Pre-emptive Rights Under a General
      Authority up to Aggregate Nominal
      Amount of GBP 25,612,510 and an
      Additional Amount Pursuant to a Rights
      Issue of up to GBP 25,612,510
11    Subject to the Passing of Resolution    For       For          Management
      10, Authorise Issue of Equity or
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 3,841,877
12    Authorise 30,735,022 Ordinary Shares    For       For          Management
      for Market Purchase
13    Approve That a General Meeting Other    For       For          Management
      Than an Annual General Meeting May Be
      Called on Not Less Than 14 Clear Days'
      Notice
14    Amend Articles of Association           For       For          Management
15    Revoke Any Limit in the Articles of     For       For          Management
      Association of the Company as to the
      Amount of Shares the Company Can Allot,
      Which is Deemed to be Imposed by Virtue
      of the Provisions on Authorised Share
      Capital in the Memorandum of
      Association


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

IAMGOLD CORPORATION

Ticker:       IMG            Security ID:  450913108
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  APR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect William D. Pugliese, Derek        For       Against      Management
      Bullock, Donald K. Charter, Joseph F.
      Conway, W. Robert Dengler, Mahendra
      Naik, John T. Shaw, John E. Caldwell,
      Peter C. Jones, and Guy G. Dufresne as
      Directors
2     Approve KPMG LLP as Auditors and        For       For          Management
      Authorize Board to Fix Their
      Remuneration


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

IAMGOLD CORPORATION

Ticker:       IMG            Security ID:  450913108
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  APR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect William D. Pugliese, Derek        For       Withhold     Management
      Bullock, Donald K. Charter, Joseph F.
      Conway, W. Robert Dengler, Mahendra
      Naik, John T. Shaw, John E. Caldwell,
      Peter C. Jones, and Guy G. Dufresne as
      Directors
2     Approve KPMG LLP as Auditors and        For       For          Management
      Authorize Board to Fix Their
      Remuneration


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

IMPALA PLATINUM HOLDINGS LTD.

Ticker:                      Security ID:  S37840113
Meeting Date: OCT 23, 2008   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Year Ended June
      30, 2008
2.1   Reelect MV Mennell as Director          For       For          Management
2.2   Reelect Dh Brown as Director            For       For          Management
2.3   Reelect TV Mokgatlha as Director        For       For          Management
2.4   Reelect LG Paton as Director            For       For          Management
2.5   Reelect LC van Vught as Director        For       For          Management
3     Approve Remuneration of Non-Executive   For       For          Management
      Directors
4     Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital


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

IMPALA PLATINUM HOLDINGS LTD.

Ticker:                      Security ID:  452553308
Meeting Date: OCT 23, 2008   Meeting Type: Annual
Record Date:  SEP 10, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     TO RECEIVE AND CONSIDER THE FINANCIAL   For       For          Management
      STATEMENTS FOR THE YEAR ENDED JUNE 30,
      2008.
2     TO RE-ELECT MV MENNELL AS DIRECTOR      For       For          Management
3     TO RE-ELECT DH BROWN AS DIRECTOR        For       For          Management
4     TO RE-ELECT TV MOKGATLHA AS DIRECTOR    For       For          Management
5     TO RE-ELECT LJ PATON AS DIRECTOR        For       For          Management
6     TO RE-ELECT LC VAN VUGHT AS DIRECTOR    For       For          Management
7     TO DETERMINE THE REMUNERATION OF NON    For       For          Management
      EXECUTIVE DIRECTORS.
8     TO AUTHORIZE THE RE-PURCHASE OF SHARES. For       For          Management


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

INTERNATIONAL MINERALS CORP.

Ticker:       IMZ            Security ID:  459875100
Meeting Date: NOV 21, 2008   Meeting Type: Annual/Special
Record Date:  OCT 7, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stephen J. Kay           For       For          Management
1.2   Elect Director Rod C. McKeen            For       For          Management
1.3   Elect Director Jorge Paz Durini         For       For          Management
1.4   Elect Director Gabriel Bianchi          For       For          Management
1.5   Elect Director Alan Matthews            For       For          Management
1.6   Elect Director Mike Smith               For       For          Management
1.7   Elect Director Roberto Baquerizo        For       For          Management
2     Approve Davidson & Company as Auditors  For       For          Management
      and Authorize Audit Committee to Fix
      Their Remuneration
3     Amend Stock Option Plan                 For       Against      Management


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

IVANHOE AUSTRALIA LTD.

Ticker:                      Security ID:  Q4980B103
Meeting Date: MAY 27, 2009   Meeting Type: Annual
Record Date:  MAY 25, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive the Financial Statements and    None      None         Management
      Statutory Reports for the Financial
      Year Ended Dec. 31, 2008
2     Approve the Remuneration Report for the For       Against      Management
      Financial Year Ended Dec. 31, 2008
3a    Elect William B Hayden as a Director    For       For          Management
3b    Elect Douglas J Kirwin as a Director    For       Against      Management
3c    Elect Peter G Meredith as a Director    For       For          Management
4     Approve the Grant of Performance Rights For       Against      Management
      to Future Non-Executive Director or
      Directors of the Company


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

IVANHOE MINES LTD.

Ticker:       IVN            Security ID:  2478014
Meeting Date: MAY 8, 2009    Meeting Type: Annual/Special
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Mr. Robert M. Friedland as a      For       For          Management
      Director
2     Elect Mr. David Huberman as a Director  For       Against      Management
3     Elect Mr. John Macken as a Director     For       For          Management
4     Elect Mr. Peter Meredith as a Director  For       For          Management
5     Elect Mr. Bret Clayton as a Director    For       For          Management
6     Elect Mr. Kjeld Thygesen as a Director  For       Against      Management
7     Elect Mr. Robert Hanson as a Director   For       Against      Management
8     Elect Mr. Markus Faber as a Director    For       Against      Management
9     Elect Mr. Howard Balloch as a Director  For       Against      Management
10    Elect Mr. David Korbin as a Director    For       Against      Management
11    Elect Mr. R. Edward Flood as a Director For       For          Management
12    Elect Mr. Livia Mahler as a Director    For       For          Management
13    Appoint Deloitte & Touche, LLP,         For       For          Management
      Chartered Accountants, as the Auditors
      of the Corporation at a remuneration to
      be fixed by the Board of Directors
14    Authorize the Corporation to amend and  For       Against      Management
      restate the Employees  and Directors
      Equity Incentive Plan


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

IVANHOE MINES LTD.

Ticker:       IVN            Security ID:  46579N103
Meeting Date: MAY 8, 2009    Meeting Type: Annual/Special
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Mr. Robert M. Friedland as a      For       For          Management
      Director
2     Elect Mr. David Huberman as a Director  For       Against      Management
3     Elect Mr. John Macken as a Director     For       For          Management
4     Elect Mr. Peter Meredith as a Director  For       For          Management
5     Elect Mr. Bret Clayton as a Director    For       For          Management
6     Elect Mr. Kjeld Thygesen as a Director  For       Against      Management
7     Elect Mr. Robert Hanson as a Director   For       Against      Management
8     Elect Mr. Markus Faber as a Director    For       Against      Management
9     Elect Mr. Howard Balloch as a Director  For       Against      Management
10    Elect Mr. David Korbin as a Director    For       Against      Management
11    Elect Mr. R. Edward Flood as a Director For       For          Management
12    Elect Mr. Livia Mahler as a Director    For       For          Management
13    Appoint Deloitte & Touche, LLP,         For       For          Management
      Chartered Accountants, as the Auditors
      of the Corporation at a remuneration to
      be fixed by the Board of Directors
14    Authorize the Corporation to amend and  For       Against      Management
      restate the Employees  and Directors
      Equity Incentive Plan


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

JINSHAN GOLD MINES INC.

Ticker:       JIN            Security ID:  B00HBX0
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Zhaoxue Sun              For       For          Management
1.2   Elect Director Bing Liu                 For       For          Management
1.3   Elect Director Daniel Kunz              For       For          Management
1.4   Elect Director Ian He                   For       For          Management
1.5   Elect Director Yunfei Chen              For       For          Management
1.6   Elect Director Zhanming Wu              For       For          Management
2     Approve Deloitte & Touche LLP as        For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration


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

KINGSGATE CONSOLIDATED LIMITED

Ticker:       KCN            Security ID:  Q5318K103
Meeting Date: NOV 13, 2008   Meeting Type: Annual
Record Date:  NOV 11, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Ross Smyth-Kirk as Director       For       For          Management
2     Elect Craig Carracher as Director       For       For          Management
3     Approve Remuneration Report for the     For       For          Management
      Financial Year Ended June 30, 2008
4     Approve Increase in Remuneration of     For       For          Management
      Non-Executive Directors from A$500,000
      Per Annum to A$1 Million Per Annum
5     Approve Grant of 200,000 Options at an  For       For          Management
      Exercise Price of A$6.00 Each and
      200,000 Options at an Exercise Price of
      A$7.00 Each to Ross Smyth-Kirk,
      Chairman
6     Approve Grant of 100,000 Options at an  For       For          Management
      Exercise Price of A$6.00 Each and
      100,000 Options at an Exercise Price of
      A$7.00 Each to John Falconer,
      Non-Executive Director
7     Approve Grant of 100,000 Options at an  For       For          Management
      Exercise Price of A$6.00 Each and
      100,000 Options at an Exercise Price of
      A$7.00 Each to Peter McAleer,
      Non-Executive Director
8     Approve Grant of 100,000 Options at an  For       For          Management
      Exercise Price of A$6.00 Each and
      100,000 Options at an Exercise Price of
      A$7.00 Each to Craig Carracher,
      Non-Executive Director


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

KINROSS GOLD CORPORATION

Ticker:       K              Security ID:  496902404
Meeting Date: MAY 6, 2009    Meeting Type: Annual/Special
Record Date:  MAR 17, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Mr. John A. Brough as a Director  For       For          Management
      of the Company for the ensuing year
2     Elect Mr. Wilson N. Brumer as a         For       For          Management
      Director of the Company for the ensuing
      year
3     Elect Mr. Tye W. Burt as a Director of  For       For          Management
      the Company for the ensuing year
4     Elect Mr. John K. Carrington as a       For       For          Management
      Director of the Company for the ensuing
      year
5     Elect Mr. John M. H. Huxley as a        For       For          Management
      Director of the Company for the ensuing
      year
6     Elect Mr. John A. Keyes as a Director   For       For          Management
      of the Company for the ensuing year
7     Elect Mr. Catherine McLeod-Seltzer as a For       For          Management
      Director of the Company for the ensuing
      year
8     Elect Mr. George F. Michals as a        For       For          Management
      Director of the Company for the ensuing
      year
9     Elect Mr. John E. Oliver as a Director  For       For          Management
      of the Company for the ensuing year
10    Elect Mr. Terence C. W. Reid as a       For       For          Management
      Director of the Company for the ensuing
      year
11    Appoint KPMG LLP, Chartered             For       For          Management
      Accountants, as the Auditors of the
      Company for the ensuring year and
      authorize the Directors to fix their
      remuneration
12    Ratify the adoption of Shareholder      For       For          Management
      Rights Plan, as specified


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

LIHIR GOLD LTD.

Ticker:       LGL            Security ID:  Y5285N149
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAY 4, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for the Year Ended
      Dec. 31, 2008
2     Elect Alister Maitland as Director      For       For          Management
3     Elect Geoff Loudon as Director          For       For          Management
4     Approve PricewaterhouseCoppers as       For       For          Management
      Auditor
5     Approve Grant of 1.87 Million Share     For       For          Management
      Rights to Arthur Hood, Managing
      Director and Chief Executive Officer
      under the Lihir Executive Share Plan
6     Ratify Past Issue of 171.67 Million     For       For          Management
      Ordinary Shares with a Price of A$3.00
      Each to Professional and Sophisticated
      Investors Issued on March 12, 2009
7     Increase Maximum Aggregate              For       For          Management
      Non-Executive Remuneration from $1
      Million to $1.32 Million Effective
      Jan.1, 2009


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

LONMIN PLC

Ticker:       LMI            Security ID:  G56350112
Meeting Date: JAN 29, 2009   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Report             For       For          Management
3     Reappoint KPMG Audit plc as Auditors    For       For          Management
      and Authorise the Board to Determine
      Their Remuneration
4     Re-elect Sir John Craven as Director    For       For          Management
5     Re-elect Michael Hartnall as Director   For       For          Management
6     Re-elect Roger Phillimore as Director   For       For          Management
7     Authorise Issue of Equity or            For       For          Management
      Equity-Linked Securities with
      Pre-emptive Rights up to Aggregate
      Nominal Amount of USD 52,600,000
8     Authorise Issue of Equity or            For       For          Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of USD 7,800,000
9     Authorise 15,700,000 Ordinary Shares    For       For          Management
      for Market Purchase
10    Adopt New Articles of Association       For       For          Management
11    Amend Lonmin Stay and Prosper Plan      For       For          Management
12    Amend Lonmin plc Shareholder Value      For       For          Management
      Incentive Plan


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

MINERAL DEPOSITS LTD.

Ticker:       MDM            Security ID:  Q6154S101
Meeting Date: AUG 6, 2008    Meeting Type: Special
Record Date:  AUG 4, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Ratify Past Issuance of a Total of 63   For       For          Management
      Million Shares at A$0.77 Each to
      Institutional Investors Procured or
      Sourced by Euroz Securities Ltd and GMP
      Securities Europe LLP


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

MINERAL DEPOSITS LTD.

Ticker:       MDM            Security ID:  Q6154S101
Meeting Date: NOV 27, 2008   Meeting Type: Annual
Record Date:  NOV 25, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Remuneration Report for the     For       Against      Management
      Financial Year Ended June 30, 2008
2     Elect Clever Gomes Da Fonseca as        For       Against      Management
      Director
3     Elect Martin Clyde Ackland as Director  For       Against      Management
4     Approve Issuance of Securities Pursuant For       Against      Management
      to the MDL Employee Option Plan
5     Approve Increase in Remuneration of     None      For          Management
      Non-Executive Directors From A$150,000
      to A$500,000 Per Annum
6     Amend Constitution by Adoption of a New For       For          Management
      Clause 23


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

MVELAPHANDA RESOURCES LTD (FORMERLY EAST DAGGAFONTEIN MINES

Ticker:       MVL            Security ID:  S53030110
Meeting Date: DEC 5, 2008    Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Year Ended June
      30, 2008
2.1   Reelect MS Ntsaluba as Director         For       For          Management
2.2   Reelect TMG Sexwale as Director         For       Against      Management
2.3   Reelect BR van Rooyen as Director       For       For          Management
2.4   Reelect MJ Willcox as Director          For       Against      Management
2.5   Reelect MSMM Xayiya as Director         For       Against      Management
3     Approve Remuneration of Directors for   For       For          Management
      Year Ended June 30, 2008
4     Approve Discharge of Management Board   For       For          Management
5     Approve PricewaterhouseCoopers Inc. as  For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration
6     Place Authorized But Unissued Shares    For       Against      Management
      under Control of Directors Pursuant to
      the Shares Schemes
7     Approve Issuance of Shares without      For       For          Management
      Preemptive Rights up to a Maximum of 5
      Percent of Issued Capital
8     Authorize Directors to Nominate         For       For          Management
      Relevant Persons
9     Authorize Repurchase of Up to 20        For       For          Management
      Percent of Issued Share Capital


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

NAUTILUS MINERALS INC.

Ticker:       NUS            Security ID:  639097104
Meeting Date: JUN 25, 2009   Meeting Type: Annual
Record Date:  MAY 21, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Stephen Rogers As A Director Of   For       For          Management
      The Company For The Ensuing Year
2     Elect A. Geoffrey Loudon As A Director  For       For          Management
      Of The Company For The Ensuing Year
3     Elect David De Witt As A Director Of    For       For          Management
      The Company For The Ensuing Year
4     Elect Russell Debney As A Director Of   For       For          Management
      The Company For The Ensuing Year
5     Elect A. Farhad Moshiri As A Director   For       Against      Management
      Of The Company For The Ensuing Year
6     Elect John O Reilly As A Director Of    For       For          Management
      The Company For The Ensuing Year
7     Appoint Pricewaterhousecoopers Llp,     For       For          Management
      Chartered Accountants, As The Auditors
      Ofthe Company For The Ensuing Year And
      Authorize The Directors To Fix Their
      Remuneration
8     Transact Any Other Business             For       Against      Management


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

NAUTILUS MINERALS INC.

Ticker:       NUS            Security ID:  B14X0Q7
Meeting Date: JUN 25, 2009   Meeting Type: Annual
Record Date:  MAY 21, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Stephen Rogers As A Director Of   For       For          Management
      The Company For The Ensuing Year
2     Elect A. Geoffrey Loudon As A Director  For       For          Management
      Of The Company For The Ensuing Year
3     Elect David De Witt As A Director Of    For       For          Management
      The Company For The Ensuing Year
4     Elect Russell Debney As A Director Of   For       For          Management
      The Company For The Ensuing Year
5     Elect A. Farhad Moshiri As A Director   For       Against      Management
      Of The Company For The Ensuing Year
6     Elect John O Reilly As A Director Of    For       For          Management
      The Company For The Ensuing Year
7     Appoint Pricewaterhousecoopers Llp,     For       For          Management
      Chartered Accountants, As The Auditors
      Ofthe Company For The Ensuing Year And
      Authorize The Directors To Fix Their
      Remuneration
8     Transact Any Other Business             For       Against      Management


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

NEVSUN RESOURCES LTD.

Ticker:       NSU            Security ID:  64156L101
Meeting Date: APR 27, 2009   Meeting Type: Annual/Special
Record Date:  MAR 19, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director R. Stuart Angus          For       For          Management
1.2   Elect Director John A. Clarke           For       For          Management
1.3   Elect Director Clifford T. Davis        For       For          Management
1.4   Elect Director Robert J. Gayton         For       For          Management
1.5   Elect Director Gary E.German            For       For          Management
1.6   Elect Director Gerard E. Munera         For       For          Management
2     Approve KPMG LLP as Auditors and        For       For          Management
      Authorize Board to Fix Their
      Remuneration
3     Re-approve all Unalloacted Options      For       Against      Management
      under the Stock Option Plan


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

NEW GOLD INC.

Ticker:       NGD            Security ID:  644535106
Meeting Date: MAY 13, 2009   Meeting Type: Annual/Special
Record Date:  APR 8, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Mr. James Estey As A Director Of  For       For          Management
      New Gold For The Ensuing Year
2     Elect Mr. Robert Gallagher As A         For       For          Management
      Director Of New Gold For The Ensuing
      Year
3     Elect Mr. Pierre Lassonde As A Director For       For          Management
      Of New Gold For The Ensuing Year
4     Elect Mr. Craig Nelsen As A Director Of For       For          Management
      New Gold For The Ensuing Year
5     Elect Mr. Paul Sweeney As A Director Of For       For          Management
      New Gold For The Ensuing Year
6     Elect Mr. Ian W. Telfer As A Director   For       For          Management
      Of New Gold For The Ensuing Year
7     Approve Deloitte & Touche LLP as        For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration
8     Authorize Issuance of Common Shares In  For       For          Management
      Connection with the Business
      Bombination with Western Goldfields
      Inc.
9     Fix Number of Directors at Ten and      For       For          Management
      Elect Randall Oliphant, Raymond
      Threlkeld, Vahan Kololian and Martyn
      Konig as Directors of Western
      Goldfields Inc.


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

NEWCREST MINING LTD.

Ticker:       NCM            Security ID:  Q6651B114
Meeting Date: OCT 30, 2008   Meeting Type: Annual
Record Date:  OCT 28, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive and Consider the Financial      None      None         Management
      Report of the Company and the Reports
      of the Directors and Auditors for the
      Year Ended June 30, 2008
2a    Elect Richard Knight as Director        For       For          Management
2b    Elect Don Mercer as Director            For       For          Management
3     Approve Remuneration Report for the     For       For          Management
      Year Ended June 30, 2008
4     Renew Partial Takeover Provision        For       For          Management
5     Approve Amendments to the Company's     For       For          Management
      Constitution


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

NEWMONT MINING CORP.

Ticker:       NEM            Security ID:  651639106
Meeting Date: APR 29, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Glen A. Barton           For       For          Management
1.2   Elect Director Vincent A. Calarco       For       For          Management
1.3   Elect Director Joseph A. Carrabba       For       For          Management
1.4   Elect Director Noreen Doyle             For       Withhold     Management
1.5   Elect Director Veronica M. Hagen        For       For          Management
1.6   Elect Director Michael S. Hamson        For       For          Management
1.7   Elect Director Robert J. Miller         For       For          Management
1.8   Elect Director Richard T. O'Brien       For       For          Management
1.9   Elect Director John B. Prescott         For       For          Management
1.10  Elect Director Donald C. Roth           For       For          Management
1.11  Elect Director James V. Taranik         For       For          Management
1.12  Elect Director Simon Thompson           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Articles/Bylaws/Charter -- Call   Against   Against      Shareholder
      Special Meetings
4     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


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

OREZONE RESOURCES INC.

Ticker:       OZN            Security ID:  685921108
Meeting Date: FEB 18, 2009   Meeting Type: Special
Record Date:  JAN 19, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Arrangement for Merger with     For       For          Management
      IAMGOLD Corp.


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

OXIANA LTD

Ticker:       OXR            Security ID:  Q7186A100
Meeting Date: JUL 18, 2008   Meeting Type: Special
Record Date:  JUL 16, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Change Company Name from Oxiana Limited For       For          Management
      to OZ Minerals Limited
2(i)  Elect Owen Hegarty as a Director        For       For          Management
2(ii) Elect Peter Mansell as a Director       For       For          Management
2(iii Elect Peter Cassidy as a Director       For       For          Management
2(iv) Elect Anthony Larkin as a Director      For       For          Management
2(v)  Elect Richard Knight as a Director      For       For          Management
2(vi) Elect Dean Pritchard as a Director      For       For          Management
3     Approve Increase in Remuneration of     None      For          Management
      Directors to a Maximum Amount of A$2.7
      Million Per Annum
4     Approve Owen Hegarty's Managing         For       For          Management
      Director and CEO Termination Payments


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

OZ MINERALS LTD

Ticker:       OZL            Security ID:  Q7161P106
Meeting Date: JUN 11, 2009   Meeting Type: Annual
Record Date:  JUN 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve the Sale of Company Assets to   For       For          Management
      China Minmetals Non-Ferrous Metals Co.
      Ltd.
2     Receive Financial Statements and        None      None         Management
      Statutory Reports for the Financial
      Year Ended Dec. 31, 2008
3(i)  Elect Michael Eager as a Director       For       For          Management
3(ii) Elect Stephen Mayne as a Director       Against   Against      Shareholder
4     Approve Remuneration Report for the     For       For          Management
      Financial Year Ended Dec. 31, 2008


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

PANAUST LTD

Ticker:                      Security ID:  Q7283A110
Meeting Date: APR 15, 2009   Meeting Type: Special
Record Date:  APR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Issuance of 75 Million Options  None      For          Management
      Exercisable at A$0.105 to Goldman Sachs
      JBWere Capital
2     Ratify Past Issuance  of 147.07 Million For       For          Management
      Shares at an Issue Price of A$0.15 to
      Institutional and Sophisticated
      Investors Made on Jan. 28, 2009


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

PANAUST LTD

Ticker:       PNA            Security ID:  Q7283A110
Meeting Date: MAY 22, 2009   Meeting Type: Annual
Record Date:  MAY 20, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Remuneration Report for the     For       For          Management
      Year Ended Dec. 31, 2008
2     Elect Garry Hounsell as Director        For       For          Management
3     Elect Geoffrey Billard as Director      For       For          Management
4     Elect Andrew Daley as Director          For       For          Management
5     Approve the Issue of 17.2 Million       For       For          Management
      Options with an Issue Price of A$0.30
      Each Under the PanAust Executives'
      Option Plan or 8 Million New Share
      Rights Under the PanAust Share Rights
      Plan to Gary Stafford, Managing
      Director
6     Approve the Issue of 75 Million Options For       For          Management
      with an Exercise Price of A$0.105 Each
      to Goldman Sachs JBWere Capital Markets
      Limited (GSJBW) As Partial Payment for
      the Subordinate Bridge Facilities
      Provided by GSJBW


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

POLYMETAL JT STK CO

Ticker:       POYMY          Security ID:  731789103
Meeting Date: NOV 18, 2008   Meeting Type: Special
Record Date:  OCT 17, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve New Edition of Charter          For       Against      Management
2     Approve Regulations on Remuneration of  For       For          Management
      Directors
3     Approve Related-Party Transactions      For       Against      Management


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

RANDGOLD RESOURCES LTD

Ticker:       GOLD           Security ID:  752344309
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  MAR 20, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Elect Christopher Coleman as Director   For       For          Management
3     Elect Jon Walden as Director            For       For          Management
4     Approve Remuneration Report             For       For          Management
5     Approve the Fees Payable to Directors   For       For          Management
6     Reappoint BDO Stoy Hayward LLP as       For       For          Management
      Auditors of the Company


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

RANDGOLD RESOURCES LTD.

Ticker:       GOLD           Security ID:  752344309
Meeting Date: JUL 28, 2008   Meeting Type: Special
Record Date:  JUN 24, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Randgold Resources Limited      For       For          Management
      Restricted Share Scheme


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

REAL GOLD MINING LTD

Ticker:                      Security ID:  G74099105
Meeting Date: APR 30, 2009   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports of the Company for
      the year ended 31 December 2008
2     Re-elect Wang Zhentian as an executive  For       Against      Management
      Director
3     Re-elect Qiu Haicheng as an executive   For       For          Management
      Director
4     Re-elect Ma Wenxue as an executive      For       For          Management
      Director
5     Re-elect Cui Jie as an executive        For       For          Management
      Director
6     Re-elect Lu Tianjun as an executive     For       For          Management
      Director
7     Re-elect Mak Kin Kwong as an            For       For          Management
      independent non-executive Director
8     Re-elect Zhao Enguang as an independent For       For          Management
      non-executive Director
9     Re-elect Xiao Zuhe as an independent    For       For          Management
      non-executive Director
10    Authorise the Board to Fix the          For       For          Management
      Directors' Remuneration for the year
      ending 31 December 2009
11    Re-appoint Deloitte Touche Tohmatsu as  For       For          Management
      the auditors of the Company and
      Authorise the Board to fix its
      Remuneration
12    Authorize Share Repurchase Program      For       For          Management
13    Approve Issuance of Equity or           For       Against      Management
      Equity-Linked Securities with or
      without Preemptive Rights
14    Authorize Reissuance of Repurchased     For       Against      Management
      Shares


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

RED BACK MINING INC.

Ticker:       RBI            Security ID:  756297107
Meeting Date: MAY 21, 2009   Meeting Type: Annual/Special
Record Date:  APR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Mr. Richard P. Clark As A         For       For          Management
      Director To Hold Office Until The Next
      Annualmeeting Of The Corporation
2     Elect Mr. Lukas H. Lundin As A Director For       For          Management
      To Hold Office Until The Next Annual
      Meeting Of The Corporation
3     Elect Mr. Robert F. Chase As A Director For       For          Management
      To Hold Office Until The Next Annual
      Meeting Of The Corporation
4     Elect Mr. Brian D. Edgar As A Director  For       For          Management
      To Hold Office Until The Next Annual
      Meeting Of The Corporation
5     Elect Mr. Michael W. Hunt As A Director For       For          Management
      To Hold Office Until The Next Annual
      Meeting Of The Corporation
6     Elect Mr. Harry N. Michael As A         For       For          Management
      Director To Hold Office Until The Next
      Annualmeeting Of The Corporation
7     Elect Mr. George L. Brack As A Director For       For          Management
      To Hold Office Until The Next Annual
      Meeting Of The Corporation
8     Appoint Pricewaterhousecoopoers Llp,    For       For          Management
      Chartered Accountants As The Auditors
      Ofthe Corporation For The Ensuing Year
      And Authorize The Directors To Fix
      Theirremuneration
9     Amend The Corporation S Stock Option    For       Against      Management
      Plan As Specified
10    Approve The Certain Stock Option Grants For       Against      Management
      To Insider Of The Corporation As
      Specified


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

ROYAL GOLD, INC.

Ticker:       RGLD           Security ID:  780287108
Meeting Date: NOV 5, 2008    Meeting Type: Annual
Record Date:  SEP 16, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director M. Craig Haase           For       For          Management
1.2   Elect Director S. Oden Howell, Jr.      For       For          Management
1.3   Elect Director Donald Worth             For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management


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

SEMAFO INC.

Ticker:       SMF            Security ID:  2795371
Meeting Date: MAY 12, 2009   Meeting Type: Annual/Special
Record Date:  APR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Mr. Bryan A. Coates As A Director For       For          Management
2     Elect Mr. Pierre Claver Damiba As A     For       For          Management
      Director
3     Elect Mr. Benoit La Salle As A Director For       For          Management
4     Elect Mr. Jean Lamarre As A Director    For       For          Management
5     Elect Mr. John Leboutillier As A        For       For          Management
      Director
6     Elect Mr. Gilles Masson As A Director   For       For          Management
7     Elect Mr. Lawrence McBrearty As A       For       For          Management
      Director
8     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      Their RemunerationApprove Auditors and
      Authorize Board to Fix Their
      Remuneration
9     Amend Stock Option Plan                 For       Against      Management


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

SEMAFO INC.

Ticker:       SMF            Security ID:  816922108
Meeting Date: MAY 12, 2009   Meeting Type: Annual/Special
Record Date:  APR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Mr. Bryan A. Coates As A Director For       For          Management
2     Elect Mr. Pierre Claver Damiba As A     For       For          Management
      Director
3     Elect Mr. Benoit La Salle As A Director For       For          Management
4     Elect Mr. Jean Lamarre As A Director    For       For          Management
5     Elect Mr. John Leboutillier As A        For       For          Management
      Director
6     Elect Mr. Gilles Masson As A Director   For       For          Management
7     Elect Mr. Lawrence McBrearty As A       For       For          Management
      Director
8     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      Their RemunerationApprove Auditors and
      Authorize Board to Fix Their
      Remuneration
9     Amend Stock Option Plan                 For       Against      Management


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

SINO GOLD MINING LTD.

Ticker:       SGX            Security ID:  Q8505T101
Meeting Date: MAY 28, 2009   Meeting Type: Annual
Record Date:  MAY 26, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve the  Remuneration Report for    For       Against      Management
      the Financial Year Ended Dec. 31, 2008
2     Elect Hanjing Xu as a Director          For       For          Management
3     Elect Brian Davidson as a Director      For       Against      Management
4     Elect Liangang Li as a Director         For       For          Management
5     Authorise Options Pursuant to the       For       Against      Management
      Company's Executive and Employee Option
      Plan
6     Approve the Grant of 487,500 Options at None      Against      Management
      an Exercise Price  of A$4.35 Each to
      Jacob Klein, Executive Director,
      Pursuant to the Company's Executive and
      Employee Option Plan
7     Approve the Grant of 276,250 Options at None      Against      Management
      an Exercise Price of A$4.35 Each to
      Hanjing Xu, Executive Director,
      Pursuant to the Company's Executive and
      Employee Option Plan
8     Approve the Grant of 20,000 Options at  None      Against      Management
      an Exercise Price of A$4.35 Each to
      Thomas McKeith, Non-Executive Director,
      Pursuant to the Company's Executive and
      Employee Option Plan
9     Approve the Grant of 20,000 Options at  None      Against      Management
      an Exercise Price of A$4.35 Each to
      Liangang Li, Non-Executive Director,
      Pursuant to the Company's Executive and
      Employee Option Plan
10    Approve the Grant of 35,000 Options at  None      Against      Management
      an Exercise Price of A$4.35 Each to
      James Askew, Non-Executive Director,
      Pursuant to the Company's Executive and
      Employee Option Plan
11    Approve the Grant of 20,000 Options at  None      Against      Management
      an Exercise Price of A$4.35 Each to
      Peter Cassidy, Non-Executive Director,
      Pursuant to the Company's Executive and
      Employee Option Plan
12    Approve the Grant of 20,000 Options at  None      Against      Management
      an Exercise Price of A$4.35 Each to
      Brian Davidson, Non-Executive Director,
      Pursuant to the Company's Executive and
      Employee Option Plan
13    Approve the Grant of 20,000 Options at  None      Against      Management
      an Exercise Price of A$4.35 Each to
      Peter Housden, Non-Executive Director,
      Pursuant to the Company's Executive and
      Employee Option Plan


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

ST BARBARA LTD.

Ticker:       SBM            Security ID:  Q8744Q108
Meeting Date: MAY 5, 2009    Meeting Type: Special
Record Date:  MAY 3, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Ratify Past Issuance of 189.6 Million   For       None         Management
      Shares at an Issue Price of A$0.41 Each
      to Institutional and Professional
      Investors Made on March 3, 2009
2     Approve Grant of 1.51 Million Options   For       For          Management
      with an Exercise Price of A$0.40 Each
      to Tim Lehany, Managing Director and
      Chief Executive Officer


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

YAMANA GOLD INC.

Ticker:       YRI            Security ID:  98462Y100
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Peter Marrone            For       For          Management
1.2   Elect Director Patrick J. Mars          For       For          Management
1.3   Elect Director Juvenal Mesquita Filho   For       For          Management
1.4   Elect Director Antenor F. Silva, Jr.    For       For          Management
1.5   Elect Director Nigel Lees               For       For          Management
1.6   Elect Director Dino Titaro              For       For          Management
1.7   Elect Director John Begeman             For       For          Management
1.8   Elect Director Robert Horn              For       For          Management
1.9   Elect Director Richard Graff            For       For          Management
1.10  Elect Director Carl Renzoni             For       For          Management
2     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors


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

YAMANA GOLD INC.

Ticker:       YRI            Security ID:  98462Y100
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Mr. Peter Marrone as a Director   For       For          Management
2     Elect Mr. Patrick J. Mars as a Director For       For          Management
3     Elect Mr. Juvenal Mesquita Filho as a   For       For          Management
      Director
4     Elect Mr. Antenor F. Silva, Jr. as a    For       For          Management
      Director
5     Elect Mr. Nigel Lees as a Director      For       For          Management
6     Elect Mr. Dino Titaro as a Director     For       For          Management
7     Elect Mr. John Begeman as a Director    For       For          Management
8     Elect Mr. Robert Horn as a Director     For       For          Management
9     Elect Mr. Richard Graff as a Director   For       For          Management
10    Elect Mr. Carl Renzoni as a Director    For       For          Management
11    Appoint Deloitte and Touche LLP as the  For       For          Management
      Auditors






                              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) FRANKLIN GOLD AND PRECIOUS METALS FUND


By (Signature and Title)*/s/LAURA F. FERGERSON
                         ------------------------------------------------------
                         Laura F. Fergerson,
                         Chief Executive Officer - Finance and Administration

Date  AUGUST 27, 2009
      ----------------

* PRINT THE NAME AND TITLE OF EACH SIGNING OFFICER UNDER HIS OR HER SIGNATURE.