------------------------ OMB APPROVAL ------------------------ OMB Number: 3235-0582 Expires: April 30, 2009 Estimated average burden hours per response..14.4 ------------------------ 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 811-21306 FRANKLIN MUTUAL RECOVERY FUND - ------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) 101 JOHN F. KENNEDY PARKWAY, SHORT HILLS, NJ 07078-2789 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) CRAIG S. TYLE, ONE FRANKLIN PARKWAY, SAN MATEO, CA 94403-1906 - ------------------------------------------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: (973) 912-2086 --------------------------- Date of fiscal year end: 3/31 ------------------ Date of reporting period: 6/30/08 ------------------ ITEM 1. PROXY VOTING RECORDS. ACE AVIATION HOLDINGS INC. Ticker: ACE.B Security ID: 00440P201 Meeting Date: JUN 30, 2008 Meeting Type: Annual/Special Record Date: MAY 30, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Establish Range for Board Size (5 to 15 For For Management Directors) 2 Elect Bernard Attali, Robert E. Brown, For For Management Michael M. Green, W. Brett Ingersoll, Pierre Marc Johnson, Richard H. McCoy, Robert A. Milton, David I. Richardson and Marvin Yontef as Directors 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 The Undersigned Hereby Certifies that the None Abstain Management Shares Represented by this Proxy are Owned and Controlled by a Canadian - -------------------------------------------------------------------------------- ACE AVIATION HOLDINGS INC. Ticker: ACE.B Security ID: 00440P300 Meeting Date: JUN 30, 2008 Meeting Type: Annual/Special Record Date: MAY 30, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Establish Range for Board Size (5 to 15 For For Management Directors) 2 Elect Bernard Attali, Robert E. Brown, For For Management Michael M. Green, W. Brett Ingersoll, Pierre Marc Johnson, Richard H. McCoy, Robert A. Milton, David I. Richardson and Marvin Yontef as Directors 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 The Undersigned Hereby Certifies that the None Abstain Management Shares Represented by this Proxy are Owned and Controlled by a Canadian - -------------------------------------------------------------------------------- ACXIOM CORPORATION Ticker: ACXM Security ID: 005125109 Meeting Date: DEC 21, 2007 Meeting Type: Annual Record Date: OCT 24, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Mary L. Good, Ph.D. For Did Not Management Vote 2 Elect Director Stephen M. Patterson For Did Not Management Vote 3 Elect Director Kevin M. Twomey For Did Not Management Vote 4 Amend Omnibus Stock Plan For Did Not Management Vote - -------------------------------------------------------------------------------- ALCOA INC. Ticker: AA Security ID: 013817101 Meeting Date: MAY 8, 2008 Meeting Type: Annual Record Date: FEB 11, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Joseph T. Gorman For Withhold Management 1.2 Elect Director Klaus Kleinfeld For For Management 1.3 Elect Director James W. Owens For For Management 1.4 Elect Director Ratan N. Tata For For Management 2 Ratify Auditor For For Management 3 Report on Global Warming Against Against Shareholder - -------------------------------------------------------------------------------- ALLIANCE DATA SYSTEMS CORP. Ticker: ADS Security ID: 018581108 Meeting Date: AUG 8, 2007 Meeting Type: Special Record Date: JUL 2, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- ALLIANCE DATA SYSTEMS CORP. Ticker: ADS Security ID: 018581108 Meeting Date: JUN 16, 2008 Meeting Type: Annual Record Date: APR 17, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Bruce K. Anderson For For Management 1.2 Elect Director Roger H. Ballou For For Management 1.3 Elect Director E.L. Draper Jr. For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ALTADIS S.A. (FORMERLY TABACALERA, S.A.) Ticker: ALT Security ID: E0432C106 Meeting Date: DEC 18, 2007 Meeting Type: Special Record Date: DEC 11, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Article 24 and 24.1 Re: Voting For For Management Rights and Adoption of Resolutions, and Disclosure of Results 2 Authorize Board to Ratify and Execute For For Management Approved Resolutions - -------------------------------------------------------------------------------- ALTRIA GROUP, INC. Ticker: MO Security ID: 02209S103 Meeting Date: MAY 28, 2008 Meeting Type: Annual Record Date: APR 4, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Elizabeth E. Bailey For For Management 2 Elect Director Gerald L. Baliles For For Management 3 Elect Director Dinyar S. Devitre For For Management 4 Elect Director Thomas F. Farrell II For For Management 5 Elect Director Robert E. R. Huntley For For Management 6 Elect Director Thomas W. Jones For For Management 7 Elect Director George Munoz For For Management 8 Elect Director Michael E. Szymanczyk For For Management 9 Ratify Auditors For For Management 10 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 11 Provide for Cumulative Voting Against For Shareholder 12 Adopt the Marketing and Advertising Against Against Shareholder Provisions of the U.S. Master Settlement Agreement Globally 13 Cease Advertising Campaigns Oriented to Against Against Shareholder Prevent Youth Smoking 14 Implement the "Two Cigarette" Marketing Against Against Shareholder Approach 15 Adopt Principles for Health Care Reform Against Against Shareholder - -------------------------------------------------------------------------------- ARMSTRONG WORLD INDUSTRIES, INC. Ticker: AWI Security ID: 04247X102 Meeting Date: JUN 23, 2008 Meeting Type: Annual Record Date: MAR 28, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James J. Gaffney For For Management 1.2 Elect Director Robert C. Garland For For Management 1.3 Elect Director Judith R. Haberkorn For For Management 1.4 Elect Director Michael D. Lockhart For For Management 1.5 Elect Director James J. O'Connor For For Management 1.6 Elect Director Russell F. Peppet For For Management 1.7 Elect Director Arthur J. Pergament For For Management 1.8 Elect Director John J. Roberts For For Management 1.9 Elect Director A.M. Sanders, Jr. For For Management 2 Ratify Auditors For For Management 3 Approve Non-Employee Director Restricted For For Management Stock Plan - -------------------------------------------------------------------------------- ASSISTED LIVING CONCEPTS, INC. Ticker: ALC Security ID: 04544X102 Meeting Date: MAY 5, 2008 Meeting Type: Annual Record Date: MAR 21, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Laurie A. Bebo For For Management 1.2 Elect Director Alan Bell For For Management 1.3 Elect Director Jesse C. Brotz For For Management 1.4 Elect Director Derek H.L. Buntain For For Management 1.5 Elect Director David J. Hennigar For Withhold Management 1.6 Elect Director Malen S. Ng For Withhold Management 1.7 Elect Director Melvin A. Rhinelander For For Management 1.8 Elect Director C.H. Roadman, II, M.D. For For Management 1.9 Elect Director Michael J. Spector For For Management 2 Amend Articles of Incorporation For For Management 3 Approve Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- BANCA ITALEASE S.P.A. Ticker: Security ID: T11845103 Meeting Date: SEP 8, 2007 Meeting Type: Special Record Date: SEP 6, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Fix Number of Directors on the Board; For For Management Elect Directors for the Three-Year Term 2007-2009; Determine Directors' Term and Remuneration 2 Appoint Internal Statutory Auditors for For For Management the Three-Year Term 2007-2009; Approve Remuneration of Auditors 1 Revoke Authorisation Given to the Board For For Management of Directors at the EGM Held on Nov. 9, 2006 to Increase Capital for the Part Not Implemented 2 Authorize the Board to Increase Capital For For Management in the Maximum Amount of EUR 700 Million with Preemptive Rights, within a One-Year Term 3 Amend Article 5 of the Bylaws to Reflect For For Management Changes in Capital - -------------------------------------------------------------------------------- BCE INC. Ticker: BCE Security ID: 05534B760 Meeting Date: SEP 21, 2007 Meeting Type: Special Record Date: AUG 10, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Acquisition of all Shares by the For For Management Purchaser - -------------------------------------------------------------------------------- BEA SYSTEMS, INC. Ticker: BEAS Security ID: 073325102 Meeting Date: MAR 18, 2008 Meeting Type: Annual Record Date: JAN 22, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dean O. Morton For Withhold Management 1.2 Elect Director Bruce A. Pasternack For Withhold Management 1.3 Elect Director Kiran M. Patel For Withhold Management 1.4 Elect Director George Reyes For Withhold Management 2 Ratify Auditors For For Management 3 Company Specific-Governance Related Against Against Shareholder 4 Declassify the Board of Directors Against For Shareholder - -------------------------------------------------------------------------------- BEA SYSTEMS, INC. Ticker: BEAS Security ID: 073325102 Meeting Date: APR 4, 2008 Meeting Type: Special Record Date: FEB 28, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- CADBURY SCHWEPPES PLC Ticker: CSGWF Security ID: G17444152 Meeting Date: APR 11, 2008 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Final Dividend of 10.5 Pence Per For For Management Ordinary Share 3 Approve Remuneration Report For For Management 4 Re-elect Wolfgang Berndt as Director For For Management 5 Re-elect Lord Patten as Director For For Management 6 Re-elect Bob Stack as Director For For Management 7 Elect Guy Elliott as Director For For Management 8 Elect Ellen Marram as Director For For Management 9 Reappoint Deloitte & Touche LLP as For For Management Auditors of the Company 10 Authorise Board to Fix Remuneration of For For Management Auditors 11 Authorise Issue of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 87,100,490 12 Authorise Issue of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 13,197,043 13 Authorise 26,394,087 Ordinary Shares for For For Management Market Purchase - -------------------------------------------------------------------------------- CADBURY SCHWEPPES PLC Ticker: CSGWF Security ID: G17444152 Meeting Date: APR 11, 2008 Meeting Type: Court Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Scheme of Arrangement Proposed to For For Management be Made Between the Company and the Scheme Shareholders - -------------------------------------------------------------------------------- CADBURY SCHWEPPES PLC Ticker: CSGWF Security ID: G17444152 Meeting Date: APR 11, 2008 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Reduction and Subsequent Increase For For Management in Capital; Capitalise Reserves to Cadbury plc; Authorise Issue Equity with Rights up to GBP 87,100,490; Authorise Company to Issue and Allot One New Deferred Share to Cadbury plc; Amend Articles of Association 2 Approve Demerger of Americas Beverages; For For Management Approve Entry into the Demerger Agreements 3 Approve Reduction of Capital of Cadbury For For Management plc 4 Amend The Cadbury Schweppes Long Term For For Management Incentive Plan 2004, Bonus Share Retention Plan, Share Option Plan 2004, (New Issue) Share Option Plan 2004 and International Share Award Plan 5 Approve The Cadbury plc 2008 Share Option For For Management Plan, Long Term Incentive Plan, Bonus Share Retention Plan and International Share Award Plan 6 Approve The Cadbury plc 2008 and The For For Management Choices 2008 UK and Overseas Share Schemes 7 Authorise Directors of Cadbury plc to For For Management Establish Additional Employee Share Schemes for the Benefit of the Overseas Employees of Cadbury plc 8 Amend The Cadbury plc 2008 Long Term For For Management Incentive Plan - -------------------------------------------------------------------------------- CARLSBERG Ticker: CARL Security ID: K36628137 Meeting Date: MAR 10, 2008 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Report of Board (Non-Voting) None None Management 2 Approve Financial Statements and For For Management Statutory Report; Approve Discharge of Directors and Executive Board 3 Approve Allocation of Income and For For Management Dividends 4 Authorize Repurchase of Up to 10 Percent For For Management of Issued Share Capital 5a Approve DKK 3.2 Billion Increase in Share For For Management Capital with Preemptive Rights in Connection with Acquisition of Part of Scottish & Newcastle plc 5b Amend Articles Re: Meeting Notice For For Management Publication 5c Amend Articles Re: Admission to General For For Management Meeting 5d Approve Guidelines for Incentive-Based For For Management Compensation for Executive Management 6 Reelect Flemming Besenbacher, Per For For Management Oehrgaard, and Axel Michelsen as Directors; Elect Jess Soederberg as Director (Bundled) 7 Ratify KPMG C. Jespersen as Auditor For For Management 8 Authorize Board or Chairman of Meeting to For For Management Make Editorial Changes to Adopted Resolutions in Connection with Registration - -------------------------------------------------------------------------------- CARREFOUR Ticker: CA Security ID: F13923119 Meeting Date: APR 15, 2008 Meeting Type: Annual/Special Record Date: APR 10, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Discharge Directors 2 Accept Consolidated Financial Statements For For Management and Statutory Reports 3 Approve Transaction with Jose-Luis Duran For For Management 4 Approve Transaction with Gilles Petit For For Management 5 Approve Transaction with Guy Yraeta For For Management 6 Approve Transaction with Thierry Garnier For For Management 7 Approve Transaction with Javier Campo For For Management 8 Approve Transaction with Jose Maria For For Management Folache 9 Approve Transaction with Jacques Beauchet For For Management 10 Approve Allocation of Income and For For Management Dividends of EUR 1.08 per Share 11 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital 12 Approve Reduction in Share Capital via For For Management Cancellation of Repurchased Shares 13 Approve Employee Stock Purchase Plan For For Management 14 Authorize up to 0.2 Percent of Issued For For Management Capital for Use in Restricted Stock Plan - -------------------------------------------------------------------------------- CHECKFREE CORP. Ticker: CKFR Security ID: 162813109 Meeting Date: OCT 23, 2007 Meeting Type: Special Record Date: SEP 19, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- CLEAR CHANNEL COMMUNICATIONS, INC. Ticker: CCU Security ID: 184502102 Meeting Date: MAY 27, 2008 Meeting Type: Annual Record Date: APR 18, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Alan D. Feld For For Management 2 Elect Director Perry J. Lewis For For Management 3 Elect Director L. Lowry Mays For For Management 4 Elect Director Mark P. Mays For For Management 5 Elect Director Randall T. Mays For For Management 6 Elect Director B. J. McCombs For For Management 7 Elect Director Phyllis B. Riggins For For Management 8 Elect Director Theodore H. Strauss For For Management 9 Elect Director J. C. Watts For For Management 10 Elect Director John H. Williams For For Management 11 Elect Director John B. Zachry For For Management 12 Ratify Auditors For For Management 13 Adopt Policy for Engagement With Against Against Shareholder Proponents of Shareholder Proposals Supported by a Majority Vote 14 Require Independent Compensation Against Against Shareholder Committee 15 Adopt Anti Gross-up Policy Against Against Shareholder 16 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- COMMERCE BANCORP, INC. Ticker: CBH Security ID: 200519106 Meeting Date: FEB 6, 2008 Meeting Type: Special Record Date: DEC 14, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- COMMUNITY HEALTH SYSTEMS, INC. Ticker: CYH Security ID: 203668108 Meeting Date: MAY 20, 2008 Meeting Type: Annual Record Date: MAR 31, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director John A. Fry For For Management 2 Elect Director William Norris Jennings, For For Management M.D. 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CONTINENTAL AIRLINES, INC. Ticker: CAL Security ID: 210795308 Meeting Date: JUN 11, 2008 Meeting Type: Annual Record Date: APR 15, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kirbyjon H. Caldwell For For Management 1.2 Elect Director Lawrence W. Kellner For For Management 1.3 Elect Director Douglas H. McCorkindale For For Management 1.4 Elect Director Henry L. Meyer III For For Management 1.5 Elect Director Oscar Munoz For For Management 1.6 Elect Director George G.C. Parker For For Management 1.7 Elect Director Jeffery A. Smisek For For Management 1.8 Elect Director Karen Hastie Williams For For Management 1.9 Elect Director Ronald B. Woodard For For Management 1.10 Elect Director Charles A. Yamarone For For Management 2 Ratify Auditors For For Management 3 Affirm Political Nonpartisanship Against For Shareholder 4 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 5 Submit Severance Agreement (Change in Against For Shareholder Control) to Shareholder Vote 6 Note from Broadridge: Please vote ABSTAIN None Abstain Management if Stock Owned of Record or Beneficially by You is Owned and Controlled Only By U.S. Citizens, Or vote FOR if Such Stock is Owned or Controlled By any Person Who is Not a U.S. Citizen - -------------------------------------------------------------------------------- CSM NV Ticker: Security ID: N2366U201 Meeting Date: APR 23, 2008 Meeting Type: Annual Record Date: APR 4, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2 Receive Report of Management and None None Management Supervisory Board (Non-Voting) 3a Receive Explanation on Company's Reserves None None Management and Dividend Policy 3b Approve Financial Statements and For For Management Statutory Reports 3c Approve Dividends of EUR 0.88 Per Share For For Management 4 Approve Discharge of Management Board For For Management 5 Approve Discharge of Supervisory Board For For Management 6.1 Reelect M.P.M. de Raad to Supervisory For For Management Board 6.2 Reelect R. Pieterse to Supervisory Board For For Management 7 Approve Preparation of Regulated For For Management Information in the English Language 8a Grant Board Authority to Issue Shares Up For For Management To 10 Percent of Issued Capital Plus Additional 10 Percent in Case of Takeover/Merger 8b Authorize Board to Exclude Preemptive For For Management Rights from Issuance under Item 8a 8c Grant Board Authority to Issue Cumulative For For Management Financing Preference Shares Up To 10 Percent of Issued Capital Plus Additional 10 Percent in Case of Takeover/Merger 9 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital 10 Approve Reduction in Share Capital by For For Management Cancelling Shares 11 Ratify Deloitte Accountants BV as For For Management Auditors 12 Allow Questions None None Management 13 Close Meeting None None Management - -------------------------------------------------------------------------------- CVS CAREMARK CORP Ticker: CVS Security ID: 126650100 Meeting Date: MAY 7, 2008 Meeting Type: Annual Record Date: MAR 12, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Edwin M. Banks For For Management 2 Elect Director C. David Brown II For For Management 3 Elect Director David W. Dorman For For Management 4 Elect Director Kristen E. Gibney Williams For For Management 5 Elect Director Marian L. Heard For For Management 6 Elect Director William H. Joyce For For Management 7 Elect Director Jean-Pierre Million For For Management 8 Elect Director Terrence Murray For For Management 9 Elect Director C.A. Lance Piccolo For For Management 10 Elect Director Sheli Z. Rosenberg For For Management 11 Elect Director Thomas M. Ryan For For Management 12 Elect Director Richard J. Swift For For Management 13 Ratify Auditors For For Management 14 Amend Articles/Bylaws/Charter -- Call Against Against Shareholder Special Meetings 15 Adopt Anti Gross-up Policy Against For Shareholder 16 Report on Political Contributions Against For Shareholder - -------------------------------------------------------------------------------- CYPRESS SEMICONDUCTOR CORP. Ticker: CY Security ID: 232806109 Meeting Date: MAY 9, 2008 Meeting Type: Annual Record Date: MAR 11, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director T.J. Rodgers For Did Not Management Vote 1.2 Elect Director W. Steve Albrecht For Did Not Management Vote 1.3 Elect Director Eric A. Benhamou For Did Not Management Vote 1.4 Elect Director Lloyd Carney For Did Not Management Vote 1.5 Elect Director James R. Long For Did Not Management Vote 1.6 Elect Director J. Daniel Mccranie For Did Not Management Vote 1.7 Elect Director Evert Van De Ven For Did Not Management Vote 2 Ratify Auditors For Did Not Management Vote 3 Amend Omnibus Stock Plan For Did Not Management Vote 4 Approve Executive Incentive Bonus Plan For Did Not Management Vote - -------------------------------------------------------------------------------- DELTA AIR LINES, INC. Ticker: DAL Security ID: 247361702 Meeting Date: JUN 3, 2008 Meeting Type: Annual Record Date: APR 18, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Richard H. Anderson For Against Management 2 Elect Director John S. Brinzo For Against Management 3 Elect Director Daniel A. Carp For Against Management 4 Elect Director Eugene I. Davis For For Management 5 Elect Director Richard Karl Goeltz For Against Management 6 Elect Director David R. Goode For Against Management 7 Elect Director Victor L. Lund For Against Management 8 Elect Director Walter E. Massey For Against Management 9 Elect Director Paula Rosput Reynolds For Against Management 10 Elect Director Kenneth C. Rogers For Against Management 11 Elect Director Kenneth B. Woodrow For Against Management 12 Ratify Auditors For For Management - -------------------------------------------------------------------------------- DOMTAR CORP. Ticker: UFS Security ID: 257559104 Meeting Date: MAY 6, 2008 Meeting Type: Annual Record Date: MAR 18, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Declassify the Board of Directors For For Management 2 Provide Majority Vote for Removal of For For Management Directors 3 Reduce Supermajority Vote Requirement for For For Management Amendments 4 Adopt Majority Voting for Uncontested For For Management Election of Directors 5 Ratify Auditors For For Management 6 Amend Executive Incentive Bonus Plan For For Management 7 Amend Omnibus Stock Plan For For Management 8.1 Elect Director Jack C. Bingleman For For Management 8.2 Elect Director Marvin D. Cooper For For Management 8.3 Elect Director W. Henson Moore For For Management 8.4 Elect Director Richard Tan For For Management - -------------------------------------------------------------------------------- EMC CORP. Ticker: EMC Security ID: 268648102 Meeting Date: MAY 21, 2008 Meeting Type: Annual Record Date: MAR 20, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael W. Brown For For Management 1.2 Elect Director Michael J. Cronin For For Management 1.3 Elect Director Gail Deegan For For Management 1.4 Elect Director John R. Egan For For Management 1.5 Elect Director W. Paul Fitzgerald For For Management 1.6 Elect Director Olli-Pekka Kallasvuo For For Management 1.7 Elect Director Edmund F. Kelly For For Management 1.8 Elect Director Windle B. Priem For For Management 1.9 Elect Director Paul Sagan For For Management 1.10 Elect Director David N. Strohm For For Management 1.11 Elect Director Joseph M. Tucci For For Management 2 Ratify Auditors For For Management 3 Adopt Majority Voting for Uncontested For For Management Election of Directors 4 Reduce Supermajority Vote Requirement For For Management - -------------------------------------------------------------------------------- EUTELSAT COMMUNICATIONS Ticker: Security ID: F3692M128 Meeting Date: NOV 9, 2007 Meeting Type: Annual/Special Record Date: NOV 6, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Accept Consolidated Financial Statements For For Management and Statutory Reports 3 Approve Treatment of Losses For For Management 4 Approve Dividends of EUR 0.58 per Share For For Management 5 Approve Special Auditors' Report For For Management Regarding Related-Party Transactions 6 Approve Discharge of Board and President For For Management 7 Ratify Appointment of Tobias Martinez For For Management Gimeno as Director 8 Ratify Appointment of Carlos Sagasta For For Management Reussi as Director 9 Ratify Appointment of Carlos Espinos For For Management Gomez as Director 10 Ratify Appointment of Andrea Luminari as For For Management Director 11 Ratify Appointment of CDC Infrastructure For For Management SA, Represented by Luis Marini Portugal, as Director 12 Ratify Appointment of Jean-Luc For For Management Archambault as Director 13 Ratify Appointment of Bernard Mabille as For For Management Director 14 Ratify Appointment of Pier Francesco For For Management Guarguaglini as Director 15 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital 16 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 120 Million 17 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 120 Million 18 Authorize Board to Increase Capital in For For Management the Event of Additional Demand Related to Delegations Submitted to Shareholder Vote Above 19 Authorize Capitalization of Reserves of For For Management Up to EUR 100 Million for Bonus Issue or Increase in Par Value 20 Authorize Board to Issue Free Warrants For Against Management with Preemptive Rights During a Public Tender Offer or Share Exchange 21 Authorize Capital Increase of Up to EUR For For Management 120 Million for Future Exchange Offers 22 Authorize Capital Increase of up to 10 For For Management Percent of Issued Capital for Future Acquisitions 23 Authorize Issuance of Equity Upon For Against Management Conversion of a Subsidiary's Equity-Linked Securities 24 Approve Issuance of Securities For Against Management Convertible into Debt 25 Amend Employee Savings-Related Share For For Management Purchase Plan 26 Authorize up to 4 Percent of Issued For For Management Capital for Use in Restricted Stock Plan 27 Approve Stock Option Plans Grants For For Management 28 Approve Reduction in Share Capital via For For Management Cancellation of Repurchased Shares 29 Amend Articles of Association Re: Record For For Management Date 30 Authorize Filing of Required For For Management Documents/Other Formalities - -------------------------------------------------------------------------------- EXTERRAN HOLDINGS, INC. Ticker: EXH Security ID: 30225X103 Meeting Date: MAY 6, 2008 Meeting Type: Annual Record Date: MAR 18, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Janet F. Clark For For Management 1.2 Elect Director Ernie L. Danner For For Management 1.3 Elect Director Uriel E. Dutton For For Management 1.4 Elect Director Gordon T. Hall For For Management 1.5 Elect Director J.W.G. Honeybourne For For Management 1.6 Elect Director John E. Jackson For For Management 1.7 Elect Director William C. Pate For For Management 1.8 Elect Director Stephen M. Pazuk For For Management 1.9 Elect Director Stephen A. Snider For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- FIRST DATA CORP. Ticker: FDC Security ID: 319963104 Meeting Date: JUL 31, 2007 Meeting Type: Special Record Date: JUN 21, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- FORTIS SA/NV Ticker: Security ID: B4399L102 Meeting Date: AUG 6, 2007 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2 Approve Acquisition For For Management 3.1 Receive Special Report None None Management 3.2.1 Approve Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights 3.2.2 Issue Shares in Connection with For For Management Acquisition 3.2.3 Amend Articles Regarding Change of Words For For Management 3.3 Authorize Implementation of Approved For For Management Resolutions and Filing of Required Documents/Formalities at Trade Registry 4 Closing of the Meeting None None Management 1 Opening None None Management 2 Approve Acquisition For For Management 3.1 Increase Authorized Common Stock For For Management 3.2 Authorize Implementation of Approved For For Management Resolutions and Filing of Required Documents/Formalities at Trade Registry 4 Closing of the Meeting None None Management - -------------------------------------------------------------------------------- FORTIS SA/NV Ticker: Security ID: B4399L102 Meeting Date: APR 29, 2008 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2.1.1 Receive Directors' and Auditors' Reports None None Management (Non-Voting) 2.1.2 Receive Consolidated Financial Statements None None Management and Statutory Reports (Non-Voting) 2.1.3 Accept Financial Statements For For Management 2.1.4 Approve Allocation of Income For For Management 2.2.1 Receive Information on Dividend Policy None None Management 2.2.2 Approve Dividends of EUR 1.176 per Share For For Management 2.3.1 Approve Discharge of Directors For For Management 2.3.2 Approve Discharge of Auditors For For Management 3 Discussion on Company's Corporate None None Management Governance Structure 4.1.1 Reelect Maurice Lippens as Director For For Management 4.1.2 Reelect Jacques Manardo as Director For For Management 4.1.3 Reelect Rana Talwar as Director For For Management 4.1.4 Reelect Jean-Paul Votron as Director For For Management 4.2 Elect Louis Cheung Chi Yan as Director For For Management 4.3 Ratify KPMG as Auditors and Approve their For For Management Remuneration 5.1 Authorize Repurchase of Shares to Acquire For For Management Fortis Units 5.2 Approve Reissuance of Repurchased Fortis For For Management Units 6.1 Receive Special Board Report None None Management 6.2.1 Amend Articles Re: Increase Authorized For For Management Capital 6.2.2 Amend Articles Re: Textural Changes and For For Management Cancellation of Paragraph b) 7 Close Meeting None None Management 1 Open Meeting None None Management 2.1.1 Receive Directors' and Auditors' Reports None None Management (Non-Voting) 2.1.2 Receive Consolidated Financial Statements None None Management and Statutory Reports (Non-Voting) 2.1.3 Accept Financial Statements For For Management 2.2.1 Receive Explanation on Company's Reserves None None Management and Dividend Policy 2.2.2 Approve Dividends of EUR 1.176 per Share For For Management 2.3 Approve Discharge of Directors For For Management 3 Discussion on Company's Corporate None None Management Governance Structure 4.1.1 Elect Maurice Lippens as Director For For Management 4.1.2 Elect Jacques Monardo as Director For For Management 4.1.3 Elect Rana Talwar as Director For For Management 4.1.4 Elect Jean-Paul Votron as Director For For Management 4.2 Elect Louis Cheung Chi Yan as Director For For Management 4.3 Ratify KPMG Accountants as Auditors For For Management 5 Authorize Repurchase of Shares to Acquire For For Management Fortis Units 6.1 Amend Articles Re: Statutory Seat For For Management 6.2 Amend Articles Re: Authorized Capital For For Management 6.3 Authorize Implementation of Approved For For Management Resolutions and Filing of Required Documents/Formalities at Trade Registry 7 Close Meeting None None Management - -------------------------------------------------------------------------------- GENERAL MOTORS CORP. Ticker: GM Security ID: 370442105 Meeting Date: JUN 3, 2008 Meeting Type: Annual Record Date: APR 4, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Percy N. Barnevik For For Management 1.2 Elect Director Erskine B. Bowles For For Management 1.3 Elect Director John H. Bryan For For Management 1.4 Elect Director Armando M. Codina For For Management 1.5 Elect Director Erroll B. Davis, Jr. For For Management 1.6 Elect Director George M.C. Fisher For For Management 1.7 Elect Director E. Neville Isdell For For Management 1.8 Elect Director Karen Katen For For Management 1.9 Elect Director Kent Kresa For For Management 1.10 Elect Director Ellen J. Kullman For For Management 1.11 Elect Director Philip A. Laskawy For For Management 1.12 Elect Director Kathryn V. Marinello For For Management 1.13 Elect Director Eckhard Pfeiffer For For Management 1.14 Elect Director G. Richard Wagoner, Jr. For For Management 2 Ratify Auditors For For Management 3 Publish Political Contributions Against Against Shareholder 4 Report on Political Contributions Against Against Shareholder 5 Adopt Principles for Health Care Reform Against Against Shareholder 6 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 7 Adopt Quantitative GHG Goals for Products Against Against Shareholder and Operations 8 Provide for Cumulative Voting Against For Shareholder 9 Amend Articles/Bylaws/Charter -- Call Against Against Shareholder Special Meetings 10 Performance-Based Awards Against Against Shareholder - -------------------------------------------------------------------------------- GOODYEAR TIRE & RUBBER CO., THE Ticker: GT Security ID: 382550101 Meeting Date: APR 8, 2008 Meeting Type: Annual Record Date: FEB 15, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James C. Boland For For Management 1.2 Elect Director James A. Firestone For For Management 1.3 Elect Director Robert J. Keegan For For Management 1.4 Elect Director W. Alan McCollough For For Management 1.5 Elect Director Steven A. Minter For For Management 1.6 Elect Director Denise M. Morrison For For Management 1.7 Elect Director Rodney O'Neal For For Management 1.8 Elect Director Shirley D. Peterson For For Management 1.9 Elect Director G. Craig Sullivan For For Management 1.10 Elect Director Thomas H. Weidemeyer For For Management 1.11 Elect Director Michael R. Wessel For For Management 2 Approve Omnibus Stock Plan For For Management 3 Approve Executive Incentive Bonus Plan For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- HILTON HOTELS CORP. Ticker: HLT Security ID: 432848109 Meeting Date: SEP 18, 2007 Meeting Type: Special Record Date: AUG 6, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- IBERDROLA S.A. Ticker: IBE Security ID: E6165F166 Meeting Date: APR 16, 2008 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Individual and Consolidated For For Management Financial Statements and Statutory Reports for Fiscal Year 2007 2 Approve Allocation of Income and For For Management Dividends 3 Receive Management's Report on Company For For Management and Consolidated Group 4 Approve Discharge of Directors For For Management 5 Ratify Appointment of Jose Luis Olivas For For Management Martinez as Board Member 6 Approve a System of Variable Compensation For For Management in Shares with a Component Linked to the Attainment of Annual Objectives and of the Strategic Plan 2008-2010 7 Approve EUR 34.9 Million Capital Increase For For Management Via Non-Rights Issuance of 46.6 Million of New Ordinary Shares at EUR 0.75 Nominal Value and Share Issuance Premium to be Determined; Amend Article 5 of Company By-laws Accordingly 8 Authorize Repurchase of Shares in the For For Management Amount of up to 5 Percent of Share Capital; Void Authorization Granted at the AGM held on March 29, 2007 9 Authorize the Board to Issue For For Management Bonds/Debentures/Other Debt Securities up to Aggregate Nominal Amount of EUR 20 Billion and Promissory Notes up to an Amount of EUR 6 Billion; Void Authorization Granted at the AGM held on March 29, 2007 10 Approve the Listing and Delisting of For For Management Shares, Debt Securities, Bonds, Promissory Notes, and Preferred Stock, in Spain and Foreign Secondary Markets; Void Authorization Granted at the AGM held on March 29, 2007 11 Authorize Board to Approve the Creation For For Management of Foundation; Void Authorization Granted at the AGM held on March 29, 2007 12 Authorize Board to Ratify and Execute For For Management Approved Resolutions - -------------------------------------------------------------------------------- IMPERIAL TOBACCO GROUP PLC Ticker: Security ID: G4721W102 Meeting Date: AUG 13, 2007 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Acquisition of Altadis, SA by For For Management Imperial Tobacco Overseas Holdings (3) Limited; Increase Authorised Capital from GBP 100M to GBP 5.604B; Authorise Issue of Equity with and without Pre-emptive Rights up to GBP 5.504B (Equity Bridge Facility) - -------------------------------------------------------------------------------- IMPERIAL TOBACCO GROUP PLC Ticker: Security ID: G4721W102 Meeting Date: JAN 29, 2008 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 48.5 Pence Per For For Management Share 4 Elect Alison Cooper as Director For For Management 5 Re-elect Gareth Davis as Director For For Management 6 Re-elect Robert Dyrbus as Director For For Management 7 Elect Michael Herlihy as Director For For Management 8 Re-elect Susan Murray as Director For For Management 9 Elect Mark Williamson as Director For For Management 10 Reappoint PricewaterhouseCoopers LLP as For For Management Auditors of the Company 11 Authorize Board to Fix Remuneration of For For Management Auditors 12 Approve Political Donations to Political For For Management Organisations or Independent Election Candidates up to GBP 100,000 and Political Expenditure up to GBP 100,000 13 Approve that the Authority to the For For Management Directors or a Duly Authorised Committee to Grant Options over Ordinary Shares in the Company under the French Appendix to the Imperial Tobacco Group International Sharesave Plan be Extended by 38 Months 14 Authorise Issue of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 24,300,000 15 Authorise Issue of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 3,645,000 16 Authorise 72,900,000 Shares for Market For For Management Purchase 17 Adopt New Articles of Association For For Management 18 Amend Articles of Association Re: For For Management Directors' Conflicts of Interest - -------------------------------------------------------------------------------- JAPAN TOBACCO INC Ticker: 2914 Security ID: J27869106 Meeting Date: JUN 24, 2008 Meeting Type: Annual Record Date: MAR 31, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Allocation of Income, with a For For Management Final Dividend of JY 2600 2.1 Elect Director For For Management 2.2 Elect Director For For Management 2.3 Elect Director For For Management 2.4 Elect Director For For Management 2.5 Elect Director For For Management 2.6 Elect Director For For Management 2.7 Elect Director For For Management 2.8 Elect Director For For Management 2.9 Elect Director For For Management 2.10 Elect Director For For Management 2.11 Elect Director For For Management 3 Appoint Internal Statutory Auditor For For Management - -------------------------------------------------------------------------------- KINDRED HEALTHCARE, INC. Ticker: KND Security ID: 494580103 Meeting Date: MAY 22, 2008 Meeting Type: Annual Record Date: MAR 28, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Edward L. Kuntz For For Management 2 Elect Director Ann C. Berzin For For Management 3 Elect Director Thomas P. Cooper, M.D. For For Management 4 Elect Director Paul J. Diaz For For Management 5 Elect Director Garry N. Garrison For For Management 6 Elect Director Isaac Kaufman For For Management 7 Elect Director John H. Klein For For Management 8 Elect Director Eddy J. Rogers, Jr. For For Management 9 Amend Omnibus Stock Plan For For Management 10 Ratify Auditors For For Management - -------------------------------------------------------------------------------- KONINKLIJKE DSM N.V. Ticker: Security ID: N5017D122 Meeting Date: MAR 26, 2008 Meeting Type: Annual Record Date: MAR 4, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2 Receive Report of Management Board None None Management (Non-Voting) 3 Approve Financial Statements and For For Management Statutory Reports 4a Receive Explanation on Company's Reserves None None Management and Dividend Policy 4b Approve Dividends of EUR 1.20 Per Share For For Management 5a Approve Discharge of Management Board For For Management 5b Approve Discharge of Supervisory Board For For Management 6a Reelect C. Herkstroter to Supervisory For For Management Board 6b Reelect E. Kist to Supervisory Board For For Management 6c Elect L. Gunning-Schepers to Supervisory For For Management Board 7 Approve Remuneration Report Containing For For Management Remuneration Policy for Management Board Members 8a Grant Board Authority to Issue Shares Up For For Management To 10 Percent of Issued Capital Plus Additional 10 Percent in Case of Takeover/Merger 8b Authorize Board to Exclude Preemptive For For Management Rights from Issuance under Item 8a 9 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital 10 Approve Reduction of Issued Capital by For For Management Cancellation of Shares 11 Approve English as Language for the For For Management Annual Report and the Financial Statements 12 Other Business (Non-Voting) None None Management 13 Allow Questions None None Management - -------------------------------------------------------------------------------- KT&G CORP. (FORMERLY KOREA TOBACCO & GINSENG) Ticker: Security ID: Y49904108 Meeting Date: MAR 14, 2008 Meeting Type: Annual Record Date: DEC 31, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Appropriation of Income and For For Management Dividend of KRW 2,600 Per Share 2 Elect Two Inside Directors (Bundled) For For Management 3 Elect Three Outside Directors (Bundled) For For Management 4 Elect Lee Chang-Woo as Outside Director For For Management Who Is Also Member of Audit Committee 5 Approve Remuneration of Executive For For Management Directors and Independent Non-Executive Directors - -------------------------------------------------------------------------------- LSI CORP Ticker: LSI Security ID: 502161102 Meeting Date: MAY 14, 2008 Meeting Type: Annual Record Date: MAR 17, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Timothy Y. Chen For For Management 2 Elect Director Charles A. Haggerty For For Management 3 Elect Director Richard S. Hill For For Management 4 Elect Director Michael J. Mancuso For For Management 5 Elect Director John H.F. Miner For For Management 6 Elect Director Arun Netravali For For Management 7 Elect Director Matthew J. O'Rourke For For Management 8 Elect Director Gregorio Reyes For For Management 9 Elect Director Abhijit Y. Talwalkar For For Management 10 Ratify Auditors For For Management 11 Amend Omnibus Stock Plan For For Management 12 Amend Qualified Employee Stock Purchase For For Management Plan - -------------------------------------------------------------------------------- MEADWESTVACO CORP. Ticker: MWV Security ID: 583334107 Meeting Date: APR 28, 2008 Meeting Type: Annual Record Date: FEB 29, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael E. Campbell For Withhold Management 1.2 Elect Director Thomas W. Cole, Jr. For Withhold Management 1.3 Elect Director James M. Kilts For Withhold Management 1.4 Elect Director Susan J. Kropf For Withhold Management 1.5 Elect Director Douglas S. Luke For Withhold Management 1.6 Elect Director Robert C. McCormack For Withhold Management 1.7 Elect Director Timothy H. Powers For Withhold Management 1.8 Elect Director Edward M. Straw For Withhold Management 1.9 Elect Director Jane L. Warner For Withhold Management 2 Ratify Auditors For For Management 3 Adopt Majority Voting for Uncontested For For Management Election of Directors - -------------------------------------------------------------------------------- NORTHWESTERN CORP. Ticker: NWEC Security ID: 668074305 Meeting Date: AUG 8, 2007 Meeting Type: Annual Record Date: JUN 29, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Stephen P. Adik For For Management 1.2 Elect Director E. Linn Draper, Jr. For For Management 1.3 Elect Director Jon S. Fossel For For Management 1.4 Elect Director Michael J. Hanson For For Management 1.5 Elect Director Julia L. Johnson For For Management 1.6 Elect Director Philip L. Maslowe For For Management 1.7 Elect Director D. Louis Peoples For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NUMICO N.V.(FORMERLY NUTRICIA N.V.) Ticker: Security ID: N56369239 Meeting Date: SEP 26, 2007 Meeting Type: Special Record Date: SEP 6, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None Did Not Management Vote 2 Discuss Public Offer of Groupe Danone SA None Did Not Management for all Issued and Outstanding Shares of Vote the Company 3 Allow Questions None Did Not Management Vote 4 Close Meeting None Did Not Management Vote - -------------------------------------------------------------------------------- NUMICO N.V.(FORMERLY NUTRICIA N.V.) Ticker: Security ID: N56369239 Meeting Date: NOV 30, 2007 Meeting Type: Special Record Date: NOV 22, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None Did Not Management Vote 2 Receive Update on the Recommended Cash None Did Not Management Offer by Groupe Danone SA for all Issued Vote and Outstanding Shares 3 Approve Discharge of Members of the For Did Not Management Management Board Vote 4 Approve Discharge of Members of the For Did Not Management Supervisory Board Vote 5 Approve Remuneration Report For Did Not Management Vote 6a Elect Christian Neu to Management Board For Did Not Management Vote 6b Elect Francois Caquelin to Management For Did Not Management Board Vote 7a Elect Bernard Hours to Supervisory Board For Did Not Management Vote 7b Elect Jacques Vincent to Supervisory For Did Not Management Board Vote 7c Elect Emmanuel Faber to Supervisory Board For Did Not Management Vote 8 Amend Articles Re: Organization-Related For Did Not Management Vote 9 Approve Conversion into a Private Company For Did Not Management with Limited Liability and Amendment of Vote the Articles of Association in Connection Therewith, After Termination of Numico's Listing on Euronext Amsterdam, 10 Other Business (Non-Voting) None Did Not Management Vote 11 Close Meeting None Did Not Management Vote - -------------------------------------------------------------------------------- OMNICARE, INC. Ticker: OCR Security ID: 681904108 Meeting Date: MAY 23, 2008 Meeting Type: Annual Record Date: APR 4, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John T. Crotty For For Management 1.2 Elect Director Joel F. Gemunder For For Management 1.3 Elect Director Steven J. Heyer For For Management 1.4 Elect Director Sandra E. Laney For For Management 1.5 Elect Director Andrea R. Lindell For For Management 1.6 Elect Director James D. Shelton For For Management 1.7 Elect Director John H. Timoney For For Management 1.8 Elect Director Jeffrey W. Ubben For For Management 1.9 Elect Director Amy Wallman For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ORKLA ASA Ticker: Security ID: R67787102 Meeting Date: APR 24, 2008 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports; Approve Allocation of Income and Dividends of NOK 2.25 per Share 2 Approve NOK 9.4 Million Reduction in For For Management Share Capital via Share Cancellation 3 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital 4 Approve Creation of NOK 90 Million Pool For For Management of Capital without Preemptive Rights 5.1 Receive Information About Remuneration None None Management Policy And Other Terms of Employment For Executive Management 5.2 Approve Remuneration Policy And Other For For Management Terms of Employment For Executive Management 5.3 Approve Guidelines for Incentive-Based For For Management Compensation for Executive Management 6 Elect Nils-Henrik Pettersson, Gunn For For Management Waerstad, Lars Windfeldt, Anne Gudefin, Olaug Svarva, Dag Mejdell, Marianne Blystad, and Nils Selte as Members of Corporate Assembly; Elect Benedikte Bjoern and Ann Brautaset as Deputy Members of Corporate Assembly 7 Reelect Elisabeth Grieg, Idar Kreutzer, For For Management Leiv Askvig, and Olaug Svarva as Members of Nominating Committee 8 Approve Remuneration of Auditors For For Management - -------------------------------------------------------------------------------- OWENS CORNING Ticker: OC Security ID: 690742101 Meeting Date: DEC 6, 2007 Meeting Type: Annual Record Date: OCT 9, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ralph F. Hake For For Management 1.2 Elect Director F. Philip Handy For For Management 1.3 Elect Director Marc Sole For For Management 1.4 Elect Director Michael H. Thaman For For Management 1.5 Elect Director Daniel K.K. Tseung For For Management 2 Amend Omnibus Stock Plan For Abstain Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PERNOD RICARD Ticker: RI Security ID: F72027109 Meeting Date: NOV 7, 2007 Meeting Type: Annual/Special Record Date: NOV 2, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Accept Consolidated Financial Statements For For Management and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 2.52 per Share 4 Approve Special Auditors' Report For For Management Regarding Related-Party Transactions 5 Approve Special Auditors' Report For For Management Regarding Related-Party Transactions 6 Elect Nicole Bouton as Director For For Management 7 Approve Remuneration of Directors in the For For Management Aggregate Amount of EUR 670,000 8 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital 9 Approve Reduction in Share Capital via For For Management Cancellation of Repurchased Shares 10 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 170 Million 11 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 68 Million 12 Authorize Board to Increase Capital in For For Management the Event of Additional Demand Related to Delegation Submitted to Shareholder Vote Above 13 Authorize Capital Increase of up to 10 For For Management Percent of Issued Capital for Future Acquisitions 14 Authorize Capital Increase of Up to 20 For For Management Percent for Future Exchange Offers 15 Authorize Issuance of Debt Instruments Up For For Management to 5 Billion 16 Authorize Capitalization of Reserves of For For Management Up to EUR 170 Million for Bonus Issue or Increase in Par Value 17 Approve Stock Split For For Management 18 Authorize up to 1 Percent of Issued For For Management Capital for Use in Restricted Stock Plan 19 Authorize Board to Issue Free Warrants For Against Management with Preemptive Rights During a Public Tender Offer or Share Exchange 20 Approve Employee Savings-Related Share For For Management Purchase Plan 21 Amend Articles of Association Re: Record For For Management Date 22 Authorize Filing of Required For For Management Documents/Other Formalities - -------------------------------------------------------------------------------- PUGET ENERGY, INC. Ticker: PSD Security ID: 745310102 Meeting Date: APR 16, 2008 Meeting Type: Special Record Date: FEB 14, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- RESOLUTION PLC Ticker: Security ID: G7521P102 Meeting Date: NOV 5, 2007 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement with Friends For Against Management Provident Plc; Authorise Directors to Take All Necessary Steps to Implement the Merger; Increase Authorised Capital to GBP 86,314,390.40; Issue Equity with Pre-emptive Rights up to GBP 36,314,390.40 (Merger) 2 Approve Increase in Authorised Capital For Against Management from GBP 86,314,390.40 to GBP 110,000,000; Authorise Issue of Equity with Pre-emptive Rights up to GBP 23,308,178.35 3 Authorise Issue of Equity or For Against Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 3,531,542.15 4 Auth. Directors to Use All Reasonable For Against Management Endeavours to Ensure That the Scheme Becomes Effective and the Merger is Implemented According to the Scheme; Auth. Directors to Not Adopt Any Alternative Proposal Until the Scheme Becomes Effective 5 Approve Change of Company Name to Friends For Against Management Financial Group Plc 6 Approve Friends Financial Share Incentive For Against Management Plan 7 Amend Resolution 2005 Savings Related For Against Management Share Option Scheme 8 Approve Increase in the Maximum Number of For Against Management Directors of the Company to 16 - -------------------------------------------------------------------------------- RESOLUTION PLC Ticker: Security ID: G7521P102 Meeting Date: JAN 9, 2008 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Authorise Directors to Carry the Scheme For For Management into Effect; Approve Reduction and Subsequent Increase in Capital; Capitalise Reserves to Impala; Issue Equity with Rights up to the Aggregate Nominal Amount of the New Ordinary Shares; Amend Articles of Association 2 Authorise Directors to do All Such Acts For For Management to Ensure that the Scheme Becomes Effective and that the Acquisition is Implemented; Authorise Directors to Not Agree to Any Competing Proposal up to and Including the Date Upon which the Scheme Becomes Effective 3 Approve Brand Agreement Between Pearl For For Management Group Limited and Clive Cowdery, Chairman of the Company - -------------------------------------------------------------------------------- RESOLUTION PLC Ticker: Security ID: G7521P102 Meeting Date: JAN 9, 2008 Meeting Type: Court Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Scheme of Arrangement Proposed to For For Management be Made Between the Company and the Holders of Scheme Shares - -------------------------------------------------------------------------------- RIO TINTO PLC Ticker: RTP Security ID: 767204100 Meeting Date: APR 17, 2008 Meeting Type: Annual Record Date: MAR 12, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 TO RECEIVE THE FINANCIAL STATEMENTS AND For For Management THE REPORTS OF THE DIRECTORS AND AUDITORS FOR THE FULL YEAR ENDED 31 DECEMBER 2007. 2 APPROVAL OF THE REMUNERATION REPORT. For For Management 3 ELECTION OF RICHARD EVANS For For Management 4 ELECTION OF YVES FORTIER For For Management 5 ELECTION OF PAUL TELLIER For For Management 6 RE-ELECTION OF THOMAS ALBANESE For For Management 7 RE-ELECTION OF VIVIENNE COX For For Management 8 RE-ELECTION OF RICHARD GOODMANSON For For Management 9 RE-ELECTION OF PAUL SKINNER For For Management 10 REAPPOINT PRICEWATERHOUSECOOPERS LLP AS For For Management AUDITORS AND AUTHORISE THE AUDIT COMMITTEE TO DETERMINE THEIR REMUNERATION. 11 APPROVAL OF THE USE OF E-COMMUNICATIONS For For Management FOR SHAREHOLDER MATERIALS. 12 AUTHORITY TO ALLOT RELEVANT SECURITIES For For Management UNDER SECTION 80 OF THE COMPANIES ACT 1985. 13 AUTHORITY TO ALLOT EQUITY SECURITIES FOR For For Management CASH UNDER SECTION 89 OF THE COMPANIES ACT 1985. 14 AUTHORITY TO PURCHASE RIO TINTO PLC For For Management SHARES BY THE COMPANY OR RIO TINTO LIMITED. 15 DIRECTOR S CONFLICTS OF INTERESTS- For For Management AMENDMENT TO THE COMPANY S ARTICLES OF ASSOCIATION. 16 AMENDMENTS TO THE TERMS OF THE DLC For For Management DIVIDEND SHARES. - -------------------------------------------------------------------------------- SIEMENS AG Ticker: SMAWF Security ID: D69671218 Meeting Date: JAN 24, 2008 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Supervisory Board Report, None None Management Corporate Governance Report, Remuneration Report, and Compliance Report for Fiscal 2006/2007 2 Receive Financial Statements and None None Management Statutory Reports for Fiscal 2006/2007 3 Approve Allocation of Income and For For Management Dividends of EUR 1.60 per Share 4.1 Postpone Discharge of Former Management For For Management Board Member Johannes Feldmayer for Fiscal 2006/2007 4.2 Approve Discharge of Former Management For Against Management Board Member Klaus Kleinfeld for Fiscal 2006/2007 4.3 Approve Discharge of Management Board For For Management Member Peter Loescher for Fiscal 2006/2007 4.4 Approve Discharge of Management Board For For Management Member Heinrich Hiesinger for Fiscal 2006/2007 4.5 Approve Discharge of Management Board For For Management Member Joe Kaeser for Fiscal 2006/2007 4.6 Approve Discharge of Management Board For Against Management Member Rudi Lamprecht for Fiscal 2006/2007 4.7 Approve Discharge of Management Board For Against Management Member Eduardo Montes for Fiscal 2006/2007 4.8 Approve Discharge of Management Board For For Management Member Juergen Radomski for Fiscal 2006/2007 4.9 Approve Discharge of Management Board For For Management Member Erich Reinhardt for Fiscal 2006/2007 4.10 Approve Discharge of Management Board For For Management Member Hermann Requardt for Fiscal 2006/2007 4.11 Approve Discharge of Management Board For Against Management Member Uriel Sharef for Fiscal 2006/2007 4.12 Approve Discharge of Management Board For Against Management Member Klaus Wucherer for Fiscal 2006/2007 4.13 Approve Discharge of Former Management For Against Management Board Member Johannes Feldmayer for Fiscal 2006/2007 If Discharge Should Not Be Postponed 5.1 Approve Discharge of Former Supervisory For Against Management Board Member Heinrich von Pierer for Fiscal 2006/2007 5.2 Approve Discharge of Supervisory Board For For Management Member Gerhard Cromme for Fiscal 2006/2007 5.3 Approve Discharge of Supervisory Board For For Management Member Ralf Heckmann for Fiscal 2006/2007 5.4 Approve Discharge of Supervisory Board For For Management Member Josef Ackermann for Fiscal 2006/2007 5.5 Approve Discharge of Supervisory Board For For Management Member Lothar Adler for Fiscal 2006/2007 5.6 Approve Discharge of Supervisory Board For For Management Member Gerhard Bieletzki for Fiscal 2006/2007 5.7 Approve Discharge of Supervisory Board For For Management Member John Coombe for Fiscal 2006/2007 5.8 Approve Discharge of Supervisory Board For For Management Member Hildegard Cornudet for Fiscal 2006/2007 5.9 Approve Discharge of Supervisory Board For For Management Member Birgit Grube for Fiscal 2006/2007 5.10 Approve Discharge of Supervisory Board For For Management Member Bettina Haller for Fiscal 2006/2007 5.11 Approve Discharge of Supervisory Board For For Management Member Heinz Hawreliuk for Fiscal 2006/2007 5.12 Approve Discharge of Supervisory Board For For Management Member Berthold Huber for Fiscal 2006/2007 5.13 Approve Discharge of Supervisory Board For For Management Member Walter Kroell for Fiscal 2006/2007 5.14 Approve Discharge of Supervisory Board For For Management Member Michael Mirow for Fiscal 2006/2007 5.15 Approve Discharge of Former Supervisory For For Management Board Member Wolfgang Mueller for Fiscal 2006/2007 5.16 Approve Discharge of Former Supervisory For For Management Board Member Georg Nassauer for Fiscal 2006/2007 5.17 Approve Discharge of Supervisory Board For For Management Member Thomas Rackow for Fiscal 2006/2007 5.18 Approve Discharge of Supervisory Board For For Management Member Dieter Scheitor for Fiscal 2006/2007 5.19 Approve Discharge of Supervisory Board For For Management Member Albrecht Schmidt for Fiscal 2006/2007 5.20 Approve Discharge of Supervisory Board For For Management Member Henning Schulte-Noelle for Fiscal 2006/2007 5.21 Approve Discharge of Supervisory Board For For Management Member Peter von Siemens for Fiscal 2006/2007 5.22 Approve Discharge of Supervisory Board For For Management Member Jerry Speyer for Fiscal 2006/2007 5.23 Approve Discharge of Supervisory Board For For Management Member Iain Vallance of Tummel for Fiscal 2006/2007 6 Ratify KPMG Deutsche For For Management Treuhand-Gesellschaft AG as Auditors for Fiscal 2007/2008 7 Authorize Share Repurchase Program and For For Management Reissuance or Cancellation of Repurchased Shares 8 Authorize Use of Financial Derivatives of For For Management up to 5 Percent of Issued Share Capital When Repurchasing Shares 9.1 Reelect Josef Ackermann to the For For Management Supervisory Board 9.2 Elect Jean-Louis Beffa to the Supervisory For For Management Board 9.3 Elect Gerd von Brandenstein to the For For Management Supervisory Board 9.4 Reelect Gerhard Cromme to the Supervisory For For Management Board 9.5 Elect Michael Diekmann to the Supervisory For For Management Board 9.6 Elect Hans Gaul to the Supervisory Board For For Management 9.7 Elect Peter Gruss to the Supervisory For For Management Board 9.8 Elect Nicola Leibinger-Kammueller to the For For Management Supervisory Board 9.9 Elect Hakan Samuelsson to the Supervisory For For Management Board 9.10 Reelect Iain Vallance of Tummel to the For For Management Supervisory Board - -------------------------------------------------------------------------------- SLM CORPORATION Ticker: SLM Security ID: 78442P106 Meeting Date: AUG 15, 2007 Meeting Type: Special Record Date: JUN 29, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- SLM CORPORATION Ticker: SLM Security ID: 78442P106 Meeting Date: MAY 8, 2008 Meeting Type: Annual Record Date: MAR 31, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Ann Torre Bates For For Management 2 Elect Director W.M. Diefenderfer III For For Management 3 Elect Director Diane Suitt Gilleland For For Management 4 Elect Director Earl A. Goode For For Management 5 Elect Director Ronald F. Hunt For For Management 6 Elect Director Albert L. Lord For For Management 7 Elect Director Michael E. Martin For For Management 8 Elect Director Barry A. Munitz For For Management 9 Elect Director Howard H. Newman For For Management 10 Elect Director A. Alexander Porter, Jr. For For Management 11 Elect Director Frank C. Puleo For For Management 12 Elect Director Wolfgang Schoellkopf For For Management 13 Elect Director Steven L. Shapiro For For Management 14 Elect Director Anthony P. Terracciano For For Management 15 Elect Director Barry L. Williams For For Management 16 Approve Increase in Size of Board For For Management 17 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SOCIETE GENERALE Ticker: GLE Security ID: F43638141 Meeting Date: MAY 27, 2008 Meeting Type: Annual/Special Record Date: MAY 22, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Allocation of Income and of For For Management Dividends of EUR 0.90 per Share 3 Accept Consolidated Financial Statements For For Management and Statutory Reports 4 Approve Special Auditors' Report For For Management Regarding Related-Party Transactions 5 Elect a Director None None Management 6 Reelect Michel Cicurel as Director For For Management 7 Reelect Luc Vandevelde as Director For For Management 8 Elect Nathalie Rachou as Director For For Management 9 Authorize Repurchase of Up to 10 Percent For For Management of Issued Share Capital 10 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 220 Million 11 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 100 Million 12 Authorize Board to Increase Capital in For For Management the Event of Additional Demand Related to Delegations Submitted to Shareholder Votes Above 13 Authorize Capital Increase of up to 10 For For Management Percent of Issued Capital for Future Acquisitions 14 Approve Employee Stock Purchase Plan For For Management 15 Approve Stock Option Plans Grants For For Management 16 Authorize up to 2 Percent of Issued For For Management Capital for Use in Restricted Stock Plan 17 Approve Reduction in Share Capital via For For Management Cancellation of Repurchased Shares 18 Authorize Filing of Required For For Management Documents/Other Formalities - -------------------------------------------------------------------------------- SOCIETE GENERALE Ticker: GLE Security ID: F8587L150 Meeting Date: MAY 27, 2008 Meeting Type: Annual/Special Record Date: MAY 22, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Allocation of Income and of For For Management Dividends of EUR 0.90 per Share 3 Accept Consolidated Financial Statements For For Management and Statutory Reports 4 Approve Special Auditors' Report For For Management Regarding Related-Party Transactions 5 Elect a Director None None Management 6 Reelect Michel Cicurel as Director For For Management 7 Reelect Luc Vandevelde as Director For For Management 8 Elect Nathalie Rachou as Director For For Management 9 Authorize Repurchase of Up to 10 Percent For For Management of Issued Share Capital 10 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 220 Million 11 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 100 Million 12 Authorize Board to Increase Capital in For For Management the Event of Additional Demand Related to Delegations Submitted to Shareholder Votes Above 13 Authorize Capital Increase of up to 10 For For Management Percent of Issued Capital for Future Acquisitions 14 Approve Employee Stock Purchase Plan For For Management 15 Approve Stock Option Plans Grants For For Management 16 Authorize up to 2 Percent of Issued For For Management Capital for Use in Restricted Stock Plan 17 Approve Reduction in Share Capital via For For Management Cancellation of Repurchased Shares 18 Authorize Filing of Required For For Management Documents/Other Formalities - -------------------------------------------------------------------------------- SYCAMORE NETWORKS, INC. Ticker: SCMR Security ID: 871206108 Meeting Date: JUL 30, 2007 Meeting Type: Annual Record Date: JUN 21, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert E. Donahue For For Management 1.2 Elect Director John W. Gerdelman For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SYCAMORE NETWORKS, INC. Ticker: SCMR Security ID: 871206108 Meeting Date: DEC 20, 2007 Meeting Type: Annual Record Date: OCT 22, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Craig R. Benson For For Management 1.2 Elect Director Gururaj Deshpande For For Management 2 Approve Reverse Stock Split For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TELE ATLAS NV Ticker: Security ID: N8501W101 Meeting Date: MAY 28, 2008 Meeting Type: Annual Record Date: MAY 23, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None Did Not Management Vote 2 Receive Announcements (non-voting) None Did Not Management Vote 3 Receive Report of Management Board None Did Not Management (Non-Voting) Vote 4 Approve Financial Statements For Did Not Management Vote 5 Approve Discharge of Management Board For Did Not Management Vote 6 Approve Discharge of Supervisory Board For Did Not Management Vote 7a Reelect George Schmitt to Supervisory For Did Not Management Board Vote 7b Reelect Charles Cotton to Supervisory For Did Not Management Board Vote 8 Ratify Auditors For Did Not Management Vote 9 Authorize Repurchase of Shares For Did Not Management Vote 10 Other Business (Non-Voting) None Did Not Management Vote 11 Close Meeting None Did Not Management Vote - -------------------------------------------------------------------------------- TEMPLE-INLAND INC. Ticker: TIN Security ID: 879868107 Meeting Date: MAY 2, 2008 Meeting Type: Annual Record Date: MAR 6, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Larry R. Faulkner For For Management 1.2 Elect Director Jeffrey M. Heller For For Management 1.3 Elect Director Doyle R. Simons For For Management 1.4 Elect Director W. Allen Reed For For Management 1.5 Elect Director J. Patrick Maley III For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TENET HEALTHCARE CORP. Ticker: THC Security ID: 88033G100 Meeting Date: MAY 8, 2008 Meeting Type: Annual Record Date: MAR 17, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John Ellis "Jeb" Bush For For Management 1.2 Elect Director Trevor Fetter For For Management 1.3 Elect Director Brenda J. Gaines For For Management 1.4 Elect Director Karen M. Garrison For For Management 1.5 Elect Director Edward A. Kangas For For Management 1.6 Elect Director J. Robert Kerrey For For Management 1.7 Elect Director Floyd D. Loop For For Management 1.8 Elect Director Richard R. Pettingill For For Management 1.9 Elect Director James A. Unruh For For Management 1.10 Elect Director J. McDonald Williams For For Management 2 Approve Omnibus Stock Plan For For Management 3 Amend Qualified Employee Stock Purchase For For Management Plan 4 Eliminate Supermajority Vote Requirement For For Management 5 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 6 Pay For Superior Performance Against Against Shareholder 7 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TIME WARNER CABLE INC. Ticker: TWC Security ID: 88732J108 Meeting Date: MAY 29, 2008 Meeting Type: Annual Record Date: APR 2, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David C. Chang For For Management 1.2 Elect Director James E. Copeland, Jr. For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TIME WARNER INC Ticker: TWX Security ID: 887317105 Meeting Date: MAY 16, 2008 Meeting Type: Annual Record Date: MAR 21, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director James L. Barksdale For For Management 2 Elect Director Jeffrey L. Bewkes For For Management 3 Elect Director Stephen F. Bollenbach For For Management 4 Elect Director Frank J. Caufield For For Management 5 Elect Director Robert C. Clark For For Management 6 Elect Director Mathias Dopfner For For Management 7 Elect Director Jessica P. Einhorn For For Management 8 Elect Director Reuben Mark For For Management 9 Elect Director Michael A. Miles For For Management 10 Elect Director Kenneth J. Novack For Against Management 11 Elect Director Richard D. Parsons For For Management 12 Elect Director Deborah C. Wright For For Management 13 Eliminate Supermajority Vote Requirement For For Management 14 Amend Executive Incentive Bonus Plan For For Management 15 Ratify Auditors For For Management 16 Require Independent Board Chairman Against For Shareholder - -------------------------------------------------------------------------------- TRANE INC. Ticker: TT Security ID: 892893108 Meeting Date: JUN 5, 2008 Meeting Type: Special Record Date: APR 23, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- TRUMP ENTERTAINMENT RESORTS INC Ticker: TRMP Security ID: 89816T103 Meeting Date: MAY 7, 2008 Meeting Type: Annual Record Date: MAR 17, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Edward H. D'Alelio For Withhold Management 1.2 Elect Director James J. Florio For Withhold Management 1.3 Elect Director Ivanka M. Trump For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TXU CORP. Ticker: TXU Security ID: 873168108 Meeting Date: SEP 7, 2007 Meeting Type: Annual Record Date: JUL 19, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management 3.1 Elect Director Leldon E. Echols For For Management 3.2 Elect Director Kerney Laday For For Management 3.3 Elect Director Jack E. Little For For Management 3.4 Elect Director Gerardo I. Lopez For For Management 3.5 Elect Director J. E. Oesterreicher For For Management 3.6 Elect Director Michael W. Ranger For For Management 3.7 Elect Director Leonard H. Roberts For For Management 3.8 Elect Director Glenn F. Tilton For For Management 3.9 Elect Director C. John Wilder For For Management 4 Ratify Auditors For For Management 5 Adopt Quantitative Emissions Goals Against Against Shareholder 6 Report on Political Contributions Against Against Shareholder - -------------------------------------------------------------------------------- TYCO ELECTRONICS LTD. Ticker: TEL Security ID: G9144P105 Meeting Date: MAR 10, 2008 Meeting Type: Annual Record Date: JAN 8, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Pierre R. Brondeau For For Management 1.2 Elect Director Ram Charan For For Management 1.3 Elect Director Juergen W. Gromer For For Management 1.4 Elect Director Robert M. Hernandez For For Management 1.5 Elect Director Thomas J. Lynch For For Management 1.6 Elect Director Daniel J. Phelan For For Management 1.7 Elect Director Frederic M. Poses For For Management 1.8 Elect Director Lawrence S. Smith For For Management 1.9 Elect Director Paula A. Sneed For For Management 1.10 Elect Director David P. Steiner For For Management 1.11 Elect Director Sandra S. Wijnberg For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- UAL CORPORATION Ticker: UAUA Security ID: 902549807 Meeting Date: JUN 12, 2008 Meeting Type: Annual Record Date: APR 14, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard J. Almeida For For Management 1.2 Elect Director Mary K. Bush For For Management 1.3 Elect Director W. James Farrell For For Management 1.4 Elect Director Walter Isaacson For For Management 1.5 Elect Director Robert D. Krebs For For Management 1.6 Elect Director Robert S. Miller For For Management 1.7 Elect Director James J. O'Connor For For Management 1.8 Elect Director Glenn F. Tilton For For Management 1.9 Elect Director David J. Vitale For For Management 1.10 Elect Director John H. Walker For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 5 Report on Charitable Contributions Against Against Shareholder - -------------------------------------------------------------------------------- VIRGIN MEDIA INC. Ticker: VMED Security ID: 92769L101 Meeting Date: MAY 21, 2008 Meeting Type: Annual Record Date: APR 3, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William R. Huff For For Management 1.2 Elect Director James F. Mooney For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- WEYERHAEUSER CO. Ticker: WY Security ID: 962166104 Meeting Date: APR 17, 2008 Meeting Type: Annual Record Date: FEB 22, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director John I. Kieckhefer For Against Management 2 Elect Director Arnold G. Langbo For Against Management 3 Elect Director Charles R. Williamson For Against Management 4 Require Independent Board Chairman Against For Shareholder 5 Ratify Auditors For For Management - ------------------------------------------------------------------------------- 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 MUTUAL RECOVERY FUND By (Signature and Title)*/s/GALEN G. VETTER ------------------------------------------------------ Galen G. Vetter, Chief Executive Officer - Finance and Administration Date AUGUST 27, 2008 ---------------- * PRINT THE NAME AND TITLE OF EACH SIGNING OFFICER UNDER HIS OR HER SIGNATURE.