------------------------ OMB APPROVAL ------------------------ OMB Number: 3235-0582 Expires: March 31, 2006 Estimated average burden hours per response..14.4 ------------------------ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04892 ---------- TEMPLETON GROWTH FUND, INC. - ------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) 500 EAST BROWARD BLVD., FORT LAUDERDALE, FL 33394-3091 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) MURRAY L. SIMPSON, ONE FRANKLIN PARKWAY, SAN MATEO, CA 94403-1906 - -------------------------------------------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: (954) 527-7500 ---------------- Date of fiscal year end: 8/31 ------- Date of reporting period: 6/30/04 --------- ITEM 1. PROXY VOTING RECORD ABBEY NATIONAL PLC Ticker: ABYNY Security ID: GB0000044551 Meeting Date: APR 22, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 16.67 Pence Per For For Management Share 4.1 Elect Priscilla Vacassin as Director For For Management 4.2 Elect Angus Porter as Director For For Management 4.3 Elect Tony Wyatt as Director For For Management 4.4 Elect Gerard Murphy as Director For For Management 4.5 Elect Geoffrey Cooper as Director For For Management 5.1 Re-elect Yasmin Jetha as Director For For Management 5.2 Re-elect Mark Pain as Director For For Management 5.3 Re-elect Leon Allen as Director For For Management 6 Re-appoint Deloitte and Touche LLP as For For Management Auditors of the Company 7 Authorise Board to Fix Remuneration of For For Management the Auditors 8 Authorise EU Political Donations up to For For Management GBP 150,000 and EU Political Expenditure up to GBP 150,000 9 Authorise Issuance of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to GBP 703,722,815; USD 9,820,000; and EUR 10,000,000 10 Approve Abbey Performance Share Plan For For Management 11 Authorise 146,277,184 Ordinary Shares for For For Management Market Purchase 12.1 Authorise 125,000,000 8.625% Sterling For For Management Preference Shares for Market Purchase 12.2 Authorise 200,000,000 10.375% Sterling For For Management Preference Shares for Market Purchase 12.3 Authorise 18,000,000 Series B Dollar For For Management Preference Shares for Market Purchase 13 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 7,313,859 - -------------------------------------------------------------------------------- ABBOTT LABORATORIES Ticker: ABT Security ID: 002824100 Meeting Date: APR 23, 2004 Meeting Type: Annual Record Date: FEB 25, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Roxanne S. Austin For For Management 1.2 Elect Director H.Laurance Fuller For For Management 1.3 Elect Director Richard A. Gonzalez For For Management 1.4 Elect Director Jack M. Greenberg For For Management 1.5 Elect Director Jeffrey M. Leiden For For Management 1.6 Elect Director David A. Lord Owen For For Management 1.7 Elect Director Boone Powell Jr. For For Management 1.8 Elect Director Addison Barry Rand For For Management 1.9 Elect Director W.Ann Reynolds For For Management 1.10 Elect Director Roy S. Roberts For For Management 1.11 Elect Director William D. Smithburg For For Management 1.12 Elect Director John R. Walter For For Management 1.13 Elect Director Miles D. White For For Management 2 Ratify Auditors For For Management 3 Drug Pricing Against Against Shareholder 4 Report on Political Against Against Shareholder Contributions/Activities 5 Prohibit Awards to Executives Against Against Shareholder 6 Report on Operational Imact of HIV/AIDS, Against Against Shareholder TB, and Malaria Pandemic - -------------------------------------------------------------------------------- ACCOR Ticker: Security ID: FR0000120404 Meeting Date: APR 26, 2004 Meeting Type: Annual/Special Record Date: # 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 Special Auditors' Report For For Management Regarding Related-Party Transactions 4 Approve Allocation of Income and For For Management Dividends of EUR 1.575 per Share 5 Ratify Cooptation of Gabriele Galateri Di For Against Management Genola as Supervisory Board Member 6 Elect Francis Mayer as Supervisory Board For Against Management Member 7 Authorize Repurchase of Up to 18 Million For For Management Shares 8 Approve Reduction in Share Capital via For For Management Cancellation of Repurchased Shares 9 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 200 Million 10 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 100 Million 11 Authorize Capitalization of Reserves of For For Management Up to EUR 200 Million for Bonus Issue or Increase in Par Value 12 Set Global Limit for Capital Increase to For For Management Result from All Issuance Requests at EUR 300 Million 13 Approve Capital Increase Reserved for For For Management Employees Participating in Savings-Related Share Purchase Plan 14 Authorize Filing of Required For For Management Documents/Other Formalities - -------------------------------------------------------------------------------- ACE LTD. Ticker: ACE Security ID: G0070K103 Meeting Date: MAY 27, 2004 Meeting Type: Annual Record Date: APR 8, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Brian Duperreault For For Management 1.2 Elect Director Robert M. Hernandez For Withhold Management 1.3 Elect Director Peter Menikoff For For Management 1.4 Elect Director Robert Ripp For For Management 1.5 Elect Director Dermot F. Smurfit For Withhold Management 2 PROPOSAL TO APPROVE THE ACE LIMITED 2004 For For Management LONG-TERM INCENTIVE PLAN. 3 PROPOSAL TO RATIFY THE APPOINTMENT OF For For Management PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT ACCOUNTANTS OF ACE LIMITED FOR THE FISCAL YEAR ENDING DECEMBER 31, 2004. - -------------------------------------------------------------------------------- AKZO-NOBEL NV Ticker: AZKBF Security ID: NL0000009132 Meeting Date: APR 22, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2 Receive Report of Management Board None None Management 3.1 Approve Financial Statements and For For Management Statutory Reports 3.2 Approve Dividends For For Management 4.1 Approve Discharge of Management Board For For Management 4.2 Approve Discharge of Supervisory Board For For Management 5 Discussion about Company's Corporate None None Management Governance Policy 6.1 Approve Stock Option Plan for Management For For Management Board 6.2 Approve Restricted Stock Plan for For For Management Management Board 6.3 Approve Executive Stock Option Plan For For Management 6.4 Approve Maximum Number of Shares for LTIP For For Management 7 Elect Members of Management Board For For Management 8.1 Fix Number of Members of Supervisory For For Management Board 8.2 Elect Members of Supervisory Board For For Management 9 Authorize Board to Prepare Financial For For Management Statements in English 10 Grant Board Authority to Issue Authorized For For Management Yet Unissued Shares Restricting/Excluding Preemptive Rights 11 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital 12 Other Business (Non-Voting) None None Management - -------------------------------------------------------------------------------- ALBERTSON'S INC. Ticker: ABS Security ID: 013104104 Meeting Date: JUN 10, 2004 Meeting Type: Annual Record Date: APR 14, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Pamela G. Bailey For Withhold Management 1.2 Elect Director Teresa Beck For Withhold Management 1.3 Elect Director Beth M. Pritchard For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Require a Majority Vote for the Election Against For Shareholder of Directors 5 Amend Vote Requirements to Amend Against For Shareholder Articles/Bylaws/Charter 6 Submit Severance Agreement Against For Shareholder (Change-in-Control) to Shareholder Vote 7 Declassify the Board of Directors Against For Shareholder - -------------------------------------------------------------------------------- AMERISOURCEBERGEN CORP Ticker: ABC Security ID: 03073E105 Meeting Date: MAR 5, 2004 Meeting Type: Annual Record Date: JAN 12, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Edward E. Hagenlocker For Withhold Management 1.2 Elect Director Kurt J. Hilzinger For For Management - -------------------------------------------------------------------------------- AT&T WIRELESS SERVICES, INC. Ticker: AWE Security ID: 00209A106 Meeting Date: MAY 19, 2004 Meeting Type: Annual Record Date: MAR 22, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2.1 Elect Director Nobuharu Ono For For Management 2.2 Elect Director Carolyn M. Ticknor For For Management 2.3 Elect Director John D. Zeglis For For Management 3 Ratify Auditors For For Management 4 Limit Executive Compensation Against For Shareholder 5 Prohibit Awards to Executives Against For Shareholder 6 Require Affirmative Vote of a Majority of Against For Shareholder the Shares to Elect Directors - -------------------------------------------------------------------------------- AVENTIS SA (FORMERLY RHONE-POULENC ) Ticker: AVE.X Security ID: FR0000130460 Meeting Date: JUN 1, 2004 Meeting Type: Annual/Special Record Date: # 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 1.23 per Share 4 Approve Special Auditors' Report For For Management Regarding Related-Party Transactions 5 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital 6 Ratify Yves Nicolas as Alternate Auditor For For Management 7 Amend Article 7 to Reflect 2003 Legal For Against Management Changes Re: Shareholding Disclosure Requirement 8 Amend Article 11 to Set Term of For For Management Management Board Members at Three Years, Down From Five Years Previously 9 Amend Article 13 to Set Term of For For Management Supervisory Board Members at Three Years, Down From Five Years Previously 10 Reelect Jean-Marc Bruel as Supervisory For For Management Board Member 11 Reelect Martin Fruhauf as Supervisory For For Management Board Member 12 Reelect Serge Kampf as Supervisory Board For For Management Member 13 Reelect Hubert Markl as Supervisory Board For For Management Member 14 Reelect Gunter Metz as Supervisory Board For For Management Member 15 Reelect Didier Pineau-Valencienne as For For Management Supervisory Board Member 16 Reelect Seham Razzouqi as Supervisory For For Management Board Member 17 Reelect Michel Renault as Supervisory For For Management Board Member 18 Reelect Hans-Jurgen Schinzler as For For Management Supervisory Board Member 19 Reelect Marc Vienot as Supervisory Board For For Management Member 20 Authorize Filing of Required For For Management Documents/Other Formalities - -------------------------------------------------------------------------------- BAE SYSTEMS (FRM.BRITISH AEROSPACE PLC ) Ticker: Security ID: GB0002634946 Meeting Date: MAY 5, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 5.5 Pence Per For For Management Ordinary Share 4 Re-elect Ulrich Cartellieri as Director For For Management 5 Re-elect Lord Hesketh as Director For For Management 6 Re-elect Steven Mogford as Director For For Management 7 Re-elect George Rose as Director For For Management 8 Elect Michael Hartnall as Director For For Management 9 Re-appoint KPMG Audit Plc as Auditors of For For Management the Company 10 Authorise Board to Fix Remuneration of For For Management the Auditors 11 Authorise Issuance of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 19,748,171 12 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 3,825,091 13 Authorise 306,007,313 Ordinary Shares for For For Management Market Purchase 14 Amend Articles of Association Re: For For Management Treasury Shares - -------------------------------------------------------------------------------- BARRICK GOLD CORP. Ticker: ABX. Security ID: CA0679011084 Meeting Date: APR 22, 2004 Meeting Type: Annual/Special Record Date: MAR 4, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director H.L. Beck For For Management 1.2 Elect Director C.W.D. Birchall For For Management 1.3 Elect Director G. Cisneros For For Management 1.4 Elect Director M.A. Cohen For For Management 1.5 Elect Director P.A. Crossgrove For For Management 1.6 Elect Director P.C. Godsoe For For Management 1.7 Elect Director A.A. Macnaughton For For Management 1.8 Elect Director B. Mulroney For For Management 1.9 Elect Director A. Munk For For Management 1.10 Elect Director P. Munk For For Management 1.11 Elect Director J.L. Rotman For For Management 1.12 Elect Director J.E. Thompson For For Management 1.13 Elect Director G.C. Wilkins For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Approve Stock Option Plan (2004) up to 16 For For Management Million Common Shares - -------------------------------------------------------------------------------- BAYER AG Ticker: BAY Security ID: DE0005752000 Meeting Date: APR 30, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Financial Statements, Statutory For None Management Reports, and Board Reports; Approve Allocation of Income and Dividends of EUR 0.50 Per Share 2 Approve Discharge of Management Board For For Management 3 Approve Discharge of Supervisory Board For For Management 4 Approve Issuance of Convertible Bonds For For Management and/or Bonds with Warrants Attached up to Aggregate Nominal Amount of EUR 4 Billion with Preemptive Rights; Approve Creation of EUR 186.9 Million Pool of Conditional Capital to Guarantee Conversion Rights 5 Authorize Share Repurchase Program and For For Management Reissuance of Repurchased Shares 6 Approve Restructuring Plan For For Management 7 Approve Affiliation Agreements with For For Management Subsidiaries 8 Amend Articles Re: Renumeration of For For Management Supervisory Board Members 9 Ratify PWC Deutsche Revision AG as For For Management Auditors - -------------------------------------------------------------------------------- BCE INC. Ticker: BCE. Security ID: CA05534B1094 Meeting Date: MAY 26, 2004 Meeting Type: Annual/Special Record Date: APR 5, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Andre Berard For For Management 1.2 Elect Director Ronald Brenneman For For Management 1.3 Elect Director Richard Currie For For Management 1.4 Elect Director Anthony Fell For For Management 1.5 Elect Director Donna Kaufman For For Management 1.6 Elect Director Thomas Kierans For For Management 1.7 Elect Director Brian Levitt For For Management 1.8 Elect Director Edward Lumley For For Management 1.9 Elect Director Judith Maxwell For For Management 1.10 Elect Director John McArthur For For Management 1.11 Elect Director Thomas O'Neill For For Management 1.12 Elect Director Robert Pozen For For Management 1.13 Elect Director Michael Sabia For For Management 1.14 Elect Director Paul Tellier For For Management 1.15 Elect Director Victor Young For For Management 2 Appoint Deloitte & Touche LLP as Auditors For For Management 3 Disclose Director Nominee Directorships For For Shareholder for Past Five Years 4 Prohibit CEO from Sitting on Other Boards Against Against Shareholder 5 Disclose Total Value of Pension Benefits Against Against Shareholder of Senior Executives 6 Adopt By-Law Providing that Insiders Give Against Against Shareholder Notice of Stock Trades and Stock Option Exercises 7 Prohibit Auditors from Providing Against Against Shareholder Non-Audit Services - -------------------------------------------------------------------------------- BHP BILLITON PLC (FORMERLY BILLITON PLC) Ticker: Security ID: GB0000566504 Meeting Date: OCT 24, 2003 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports for BHP Billiton Ltd. 2 Accept Financial Statements and Statutory For For Management Reports for BHP Billiton Plc 3 Reelect David Brink as Director of BHP For For Management Billiton Ltd. 4 Reelect David Brink as Director of BHP For For Management Billiton Plc 5 Reelect Michael Chaney as Director of BHP For For Management Billiton Ltd. 6 Reelect Michael Chaney as Director of BHP For For Management Billiton Plc 7 Reelect Robin Renwick as Director of BHP For For Management Billiton Ltd. 8 Reelect Robin Renwick as Director of BHP For For Management Billiton Plc 9 Elect Mike Salamon as Director of BHP For For Management Billiton Ltd. 10 Elect Mike Salamon as Director of BHP For For Management Billiton Plc 11 Elect John Buchanan as Director of BHP For For Management Billiton Ltd. 12 Elect John Buchanan as Director of BHP For For Management Billiton Plc 13 Approve KPMG Audit Plc and For For Management PricewaterhouseCoopers LLP as Joint Auditors of BHP Billiton Plc and Authorize Board to Fix Their Remuneration 14 Authorize BHP Billiton Plc Issuance of For For Management Equity or Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of USD 265,926,499 15 Authorize BHP Billiton Plc Issuance of For For Management Equity or Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of USD 61,703,675 16 Authorize 246,814,700 Shares for BHP For For Management Billiton Plc Share Repurchase Program 17 Approve Remuneration Report For For Management 18 Approve Grant of Deferred Shares, Options For For Management and Performance Shares to Charles Goodyear under the BHP Billiton Ltd. Group Incentive Scheme 19 Approve Grant of Deferred Shares, Options For For Management and Performance Shares to Mike Salamon under the BHP Billiton Plc Group Incentive Scheme - -------------------------------------------------------------------------------- BOEING CO., THE Ticker: BA Security ID: 097023105 Meeting Date: MAY 3, 2004 Meeting Type: Annual Record Date: MAR 5, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John H. Biggs For For Management 1.2 Elect Director John E. Bryson For For Management 1.3 Elect Director Linda Z. Cook For For Management 1.4 Elect Director Rozanne L. Ridgway For For Management 2 Reduce Supermajority Vote Requirement For For Management 3 Ratify Auditors For For Management 4 Develop Ethical Criteria for Military Against Against Shareholder Contracts 5 Adopt Amended Workplace Code of Conduct Against Against Shareholder 6 Declassify the Board of Directors Against For Shareholder 7 Amend Vote Requirements to Amend Against For Shareholder Articles/Bylaws/Charter 8 Submit Severance Agreement Against Against Shareholder (Change-in-Control) to Shareholder Vote 9 Adopt a Policy that will Commit Executive Against Against Shareholder & Directors to Hold at least 75% of their Shares 10 Provide Employees Choice of Pension Plans Against Against Shareholder at Retirement or Termination - -------------------------------------------------------------------------------- BOWATER INC. Ticker: BOW Security ID: 102183100 Meeting Date: MAY 12, 2004 Meeting Type: Annual Record Date: MAR 15, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Arnold M. Nemirow For For Management 1.2 Elect Director Arthur R. Sawchuk For For Management 1.3 Elect Director Gordon D. Giffin For Withhold Management 1.4 Elect Director Douglas A. Pertz For For Management - -------------------------------------------------------------------------------- BP PLC (FORM. BP AMOCO PLC ) Ticker: BP.PP Security ID: GB0007980591 Meeting Date: APR 15, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Re-elect The Lord Browne of Madingley as For For Management Director 2 Re-elect Byron Grote as Director For For Management 3 Re-elect Michael Miles as Director For For Management 4 Re-elect Sir Robin Nicholson as Director For For Management 5 Re-elect Dick Olver as Director For For Management 6 Re-elect Sir Ian Prosser as Director For For Management 7 Elect Antony Burgmans as Director For For Management 8 Re-appoint Ernst and Young LLP as For For Management Auditors and Authorise Board to Fix Remuneration of Auditors 9 Amend Articles of Association Re: For For Management Treasury Shares and Annual Retirement of Directors 10 Authorise Issuance of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of USD 1,820 Million 11 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of USD 273 Million 12 Authorise 2.2 Billion Shares for Market For For Management Purchase 13 Authorise the Company to use Treasury For For Management Shares for the Purpose of the Employee Share Schemes Operated by the Company 14 Approve Remuneration Report For For Management 15 Approve Increase in Remuneration of For For Management Non-Executive Directors from GBP 1.5 Million to GBP 2.5 Million 16 Accept Financial Statements and Statutory For For Management Reports 17 Require the Company to Prepare a Report Against Against Shareholder Re: Mitigating Risks to Shareholder Value when Operating in Protected and Sensitive Areas - -------------------------------------------------------------------------------- BRAMBLES INDUSTRIES PLC Ticker: Security ID: GB0030616733 Meeting Date: OCT 21, 2003 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports for Brambles Industries Ltd. 2 Accept Financial Statements and Statutory For For Management Reports for Brambles Industries plc 3 Approve Remuneration Report For For Management 4 Reelect Roy Brown as Director of Brambles For For Management Industries Ltd. 5 Reelect Roy Brown as Director of Brambles For For Management Industries plc 6 Reelect CK Chow as Director of Brambles None None Management Industries Ltd. 7 Reelect CK Chow as Director of Brambles None None Management Industries plc 8 Reelect David Lees as Director of For For Management Brambles Industries Ltd. 9 Reelect David Lees as Director of For For Management Brambles Industries plc 10 Reelect Ron Milne as Director of Brambles For For Management Industries Ltd. 11 Reelect Ron Milne as Director of Brambles For For Management Industries plc 12 Ratify PricewaterhouseCoopers LLP as For For Management Auditors of Brambles Industries plc 13 Authorize Board to Fix Remuneration of For For Management Auditors 14 Authorize Brambles Industries plc For For Management Issuance of Equity or Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of GBP 8,812,882 15 Authorize Brambles Industries plc For For Management Issuance of Equity or Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of GBP 1,809,355 16 Authorize 72,374,235 Shares for Brambles For For Management Industries plc Share Repurchase Program 17 Approve Dividend Reinvestment Plan for For For Management Brambles Industries Ltd. 18 Approve Scrip Dividend Program for For For Management Brambles Industries plc 19 Amend Articles of Association Re: CREST For For Management - -------------------------------------------------------------------------------- BRISTOL-MYERS SQUIBB CO. Ticker: BMY Security ID: 110122108 Meeting Date: MAY 4, 2004 Meeting Type: Annual Record Date: MAR 8, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Peter R. Dolan For For Management 1.2 Elect Director Louis V. Gerstner, Jr. For For Management 1.3 Elect Director Leif Johansson For Withhold Management 2 Ratify Auditors For Against Management 3 Report on Political Against Against Shareholder Contributions/Activities 4 Cease Political Contributions/Activities Against Against Shareholder 5 Separate Chairman and CEO Positions Against For Shareholder 6 Report on Operational Impact of HIV/AIDS, Against Against Shareholder TB, and Malaria Pandemic 7 Require Affirmative Vote of a Majority of Against Against Shareholder the Shares to Elect Directors - -------------------------------------------------------------------------------- CADBURY SCHWEPPES PLC Ticker: CSG Security ID: GB0006107006 Meeting Date: MAY 21, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Final Dividend of 8.35 Pence Per For For Management Ordinary Share 3 Approve Remuneration Report For For Management 4 Re-elect John Sunderland as Director For For Management 5 Elect Ken Hanna as Director For For Management 6 Re-elect Rick Braddock as Director For For Management 7 Re-elect Roger Carr as Director For For Management 8 Re-elect David Thompson as Director For For Management 9 Re-appoint Deloitte and Touche LLP as For For Management Auditors of the Company 10 Authorise Board to Fix Remuneration of For For Management the Auditors 11 Authorise Issuance of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 85.27 Million 12 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 12.92 Million 13 Authorise 25.84 Million Ordinary Shares For For Management for Market Purchase 14 Amend Cadbury Schweppes Share Option Plan For For Management 1994 15 Amend Cadbury Schweppes plc 1997 For For Management Long-Term Incentive Plan 16 Approve Cadbury Schweppes Bonus Share For For Management Retention Plan 2004 17 Amend Overseas Employee Share Schemes For For Management 18 Authorise the Board to Establish Further For For Management Employees Share Plan or Plans - -------------------------------------------------------------------------------- CARNIVAL CORP. Ticker: CCL Security ID: 143658300 Meeting Date: APR 22, 2004 Meeting Type: Annual Record Date: FEB 23, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Micky Arison For For Management 1.2 Elect Director Amb Richard G. Capen Jr For For Management 1.3 Elect Director Robert H. Dickinson For For Management 1.4 Elect Director Arnold W. Donald For For Management 1.5 Elect Director Pier Luigi Foschi For For Management 1.6 Elect Director Howard S. Frank For For Management 1.7 Elect Director Baroness Hogg For For Management 1.8 Elect Director A. Kirk Lanterman For For Management 1.9 Elect Director Modesto A. Maidique For For Management 1.10 Elect Director John P. Mcnulty For For Management 1.11 Elect Director Peter Ratcliffe For For Management 1.12 Elect Director Sir John Parker For For Management 1.13 Elect Director Stuart Subotnick For For Management 1.14 Elect Director Uzi Zucker For For Management 2 Ratify Auditors For For Management 3 TO AUTHORIZE THE AUDIT COMMITTEE OF For For Management CARNIVAL PLC TO AGREE THE REMUNERATION OF THE INDEPENDENT AUDITORS. 4 TO RECEIVE THE ACCOUNTS AND REPORTS FOR For For Management CARNIVAL PLC FOR THE FINANCIAL PERIOD ENDED NOVEMBER 30, 2003. 5 TO APPROVE THE DIRECTORS REMUNERATION For For Management REPORT OF CARNIVAL PLC. 6 TO APPROVE LIMITS ON THE AUTHORITY TO For For Management ALLOT SHARES BY CARNIVAL PLC. 7 TO APPROVE THE DISAPPLICATION OF For For Management PRE-EMPTION RIGHTS FOR CARNIVAL PLC SHARES. - -------------------------------------------------------------------------------- CHECK POINT SOFTWARE TECHNOLOGIES INC Ticker: CHKP Security ID: M22465104 Meeting Date: JUL 31, 2003 Meeting Type: Annual Record Date: JUN 23, 2003 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Gil Shwed, Marius Nacht, David For For Management Rubner, Alex Serge Vieux, and Dr. Tal Shavit as Directors 2 Elect Irwin Federman and Ray Rothrock as For For Management External Directors 3 Authorization for Chairman of the Board For For Management to Serve as Chairman of the Board and Cheif Executive Officer 4 Accept Financial Statements for the Year For For Management Ended December 31, 2002 5 Approve Kost Forer & Gabbay as Auditors For For Management and Authorize Board to Fix Their Remuneration 6 Approve Options to Purchase Two Million For For Management Shares to Gil Shwed, Director and Officer, and One Million Shares to Marius Nacht, Director and Officer - -------------------------------------------------------------------------------- CHECK POINT SOFTWARE TECHNOLOGIES INC Ticker: CHKP Security ID: M22465104 Meeting Date: JUN 30, 2004 Meeting Type: Annual Record Date: MAY 21, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 ELECTION OF DIRECTORS (OTHER THAN OUTSIDE For For Management DIRECTORS): (NOTE: DIRECTORS ARE ELECTED AS A GROUP, NOT INDIVIDUALLY): GIL SHWED, MARIUS NACHT, DAVID RUBNER, TAL SHAVIT. 2 TO RATIFY THE CONSOLIDATED FINANCIAL For For Management STATEMENTS OF THE COMPANY FOR THE YEAR ENDED DECEMBER 31, 2003. 3 TO RATIFY THE APPOINTMENT AND For For Management COMPENSATION OF THE COMPANY S INDEPENDENT PUBLIC ACCOUNTANTS. 4 TO APPROVE AMENDMENT TO DIRECTORS For For Management COMPENSATION. 5 TO APPROVE EXECUTIVE OFFICERS For For Management COMPENSATION. - -------------------------------------------------------------------------------- CHEUNG KONG HOLDINGS Ticker: CHEUY Security ID: HK0001000014 Meeting Date: MAY 20, 2004 Meeting Type: Annual Record Date: MAY 18, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Final Dividend of HK$1.30 Per For For Management Share 3a Reelect Chung Sun Keung, Davy as Director For For Management 3b Reelect Ip Tak Chuen, Edmond as Director For For Management 3c Reelect Chiu Kwok Hung, Justin as For For Management Director 3d Reelect Chow Kun Chee, Roland as Director For For Management 3e Reelect Wong Yick-ming, Rosanna as For For Management Director 3f Reelect Yeh Yuan Chang, Anthony as For For Management Director 4 Reappoint Deloitte Touche Tohmatsu as For For Management Auditors and Authorize Board to Fix Their Remuneration 5a Approve Issuance of Equity or For Against Management Equity-Linked Securities without Preemptive Rights 5b Approve Repurchase of Up to 10 Percent of For For Management Issued Capital 5c Authorize Reissuance of Repurchased For For Management Shares - -------------------------------------------------------------------------------- CHEUNG KONG HOLDINGS Ticker: CHEUY Security ID: HK0001000014 Meeting Date: MAY 20, 2004 Meeting Type: Special Record Date: MAY 18, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Articles Re: Nomination of For For Management Directors, Voting at Meetings, Issuance of Share Certificate, Removal of Director by Ordinary Resolution - -------------------------------------------------------------------------------- CHINA MOBILE (HONG KONG) LIMITED Ticker: Security ID: HK0941009539 Meeting Date: JUN 16, 2004 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Sale and Purchase Agreement For For Management Between China Mobile (Hong Kong) Ltd., China Mobile Hong Kong (BVI) Ltd. and China Mobile Communications Corp. - -------------------------------------------------------------------------------- CHINA MOBILE (HONG KONG) LIMITED Ticker: Security ID: HK0941009539 Meeting Date: JUN 16, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Final Dividend of HK$0.20 Per For For Management Share 3 Elect Directors For For Management 4 Reappoint Auditors and Authorize Board to For For Management Fix Their Remuneration 5 Approve Remuneration of HK$180,000 for For For Management Each Director 6 Approve Repurchase of Up to 10 Percent of For For Management Issued Capital 7 Approve Issuance of Equity or For Against Management Equity-Linked Securities without Preemptive Rights 8 Authorize Reissuance of Repurchased For For Management Shares 9 Amend Articles Re: Voting at General For For Management Meetings, Retirement of Directors, Nomination of Directors, Material Interest of Directors in Contracts Entered into by the Company - -------------------------------------------------------------------------------- CIGNA CORP. Ticker: CI Security ID: 125509109 Meeting Date: APR 28, 2004 Meeting Type: Annual Record Date: MAR 1, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert H. Campbell For For Management 1.2 Elect Director Jane E. Henney, M.D. For For Management 1.3 Elect Director Charles R. Shoemate For For Management 1.4 Elect Director Louis W. Sullivan, M.D. For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- DBS GROUP HOLDINGS LTD. (FORMERLY DEVELOPMENT BANK OF SINGAPORE) Ticker: Security ID: SG1L01001701 Meeting Date: APR 30, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Adopt Financial Statements and Directors' For For Management and Auditors' Reports 2a Declare Final Dividend of SGD 0.16 Per For For Management Ordinary Share 2b Declare Final Dividend of SGD 0.16 Per For For Management Non-Voting Convertible Preference Share 2c Declare Final Dividend of SGD 0.16 Per For For Management Non-Voting Redeemable Convertible Preference Share 3 Approve Directors' Fees of SGD 647,851 For For Management for the Year Ended Dec. 31, 2003 4 Reappoint Ernst & Young as Auditors and For For Management Authorize Board to Fix Their Remuneration 5a Reelect S. Dhanabalan as Director For For Management 5b Reelect Bernard Chen Tien Lap as Director For For Management 5c Reelect Fock Siew Wah as Director For For Management 5d Reelect Kwa Chong Seng as Director For For Management 5e Reelect Narayana Murthy as Director For For Management 5f Reelect Frank Wong Kwong Shing as For For Management Director 5g Reappoint Thean Lip Ping as Director For For Management 6a Approve Issuance of Shares and Grant of For Against Management Options Pursuant to the Share Option Plan 6b Approve Issuance of Shares and Grant of For Against Management Options Pursuant to the Performance Share Plan 6c Approve Issuance of Shares without For For Management Preemptive Rights - -------------------------------------------------------------------------------- DBS GROUP HOLDINGS LTD. (FORMERLY DEVELOPMENT BANK OF SINGAPORE) Ticker: Security ID: SG1L01001701 Meeting Date: APR 30, 2004 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Articles of Association For For Management 2 Approve Issuance of Shares without For For Management Preemptive Rights 3 Authorize Share Repurchase Program For For Management - -------------------------------------------------------------------------------- DIRECTV GROUP, INC, THE Ticker: DTV Security ID: 25459L106 Meeting Date: JUN 2, 2004 Meeting Type: Annual Record Date: APR 14, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director K. Rupert Murdoch For For Management 1.2 Elect Director Neil R. Austrian For For Management 1.3 Elect Director Charles R. Lee 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 - -------------------------------------------------------------------------------- DTE ENERGY CO. Ticker: DTE Security ID: 233331107 Meeting Date: APR 29, 2004 Meeting Type: Annual Record Date: MAR 1, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Anthony F. Earley, Jr. For For Management 1.2 Elect Director Allan D. Gilmour For For Management 1.3 Elect Director Frank M. Hennessey For For Management 1.4 Elect Director Gail J. McGovern For Against Management 1.5 Elect Director Josue Robles, Jr. For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- E.ON AG (FORMERLY VEBA AG) Ticker: VEBA Security ID: DE0007614406 Meeting Date: APR 28, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Financial Statements and None None Management Statutory Reports 2 Approve Allocation of Income and For For Management Dividends of EUR 2.00 per Share 3 Approve Discharge of Management Board For For Management 4 Approve Discharge of Supervisory Board For For Management 5 Amend Articles Re: Allow for the Issuance For For Management of Dividends in Kind 6 Approve Affiliation Agreements with For For Management Subsidiaries (E.ON Nordic Holding GmbH) 7 Authorize Share Repurchase Program and For For Management Reissuance of Repurchased Shares 8 Ratify PwC Deutsche Revision AG as For For Management Auditors - -------------------------------------------------------------------------------- ELECTRABEL Ticker: Security ID: BE0003637486 Meeting Date: JUL 4, 2003 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Report Regarding End of Joint None Did Not Management Venture CPTE, Between Electrabel and SPE Vote 2 Receive Directors' Report None Did Not Management Vote 3 Receive Auditors' Report None Did Not Management Vote 4 Approve Absorption of Assets and For Did Not Management Liabilities of CPTE by Electrabel and SPE Vote 5 Approve Issuance of 18 Shares to For Did Not Management Laborelec in Connection with End of Joint Vote Venture CPTE 6 Receive Report Regarding Terms of None Did Not Management Absorption Vote 7 Amend Articles to Reflect Changes in For Did Not Management Capital Vote - -------------------------------------------------------------------------------- ELECTRONIC DATA SYSTEMS CORP. Ticker: EDS Security ID: 285661104 Meeting Date: MAY 25, 2004 Meeting Type: Annual Record Date: MAR 29, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Roger A. Enrico For For Management 1.2 Elect Director Ellen M. Hancock For For Management 1.3 Elect Director C. Robert Kidder For Withhold Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors Against For Shareholder 4 Submit Shareholder Rights Plan (Poison Against For Shareholder Pill) to Shareholder Vote 5 Amend Vote Requirements to Amend Against For Shareholder Articles/Bylaws/Charter - -------------------------------------------------------------------------------- ENDESA S.A. Ticker: Security ID: ES0130670112 Meeting Date: APR 1, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Discharge Directors 2 Approve Allocation of Income and For For Management Dividends 3 Amend Articles 16 and 33 Re: Issue of For For Management Debt and Right to Information, and Include New Article Re: Remote Voting 4 Amend General Meeting Guidelines via For For Management Amendment to Articles 9 (Right to Information), 12 (Public Request for Representation) and 18 (Interventions), and New Article Re: Remote Voting 5 Elect Management Board For For Management 6 Approve Auditors For For Management 7 Authorize Share Repurchase For For Management 8 Authorize Board to Ratify and Execute For For Management Approved Resolutions 9 Information Re: Board Guidelines For For Management - -------------------------------------------------------------------------------- ENI SPA Ticker: E Security ID: IT0003132476 Meeting Date: MAY 25, 2004 Meeting Type: Annual/Special Record Date: MAY 20, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements, Consolidated For For Management Accounts, and Statutory Reports 2 Approve Allocation of Income For For Management 3 Authorize Share Repurchase Program For For Management 4 Elect External Auditors for the For For Management Three-Year Term 2004-2006 and Fix Remuneration of Auditors 5 Amend Article 2 of the Set of Rules For For Management Governing General Meetings of Eni Spa 6 Approve Remuneration of Directors For For Management 1 Amend Articles To Reflect New Italian For Against Management Company Law Regulations 2 Amend Articles 17, 19, and 28 of the For For Management Company's Bylaws - -------------------------------------------------------------------------------- FLORIDA EAST COAST INDUSTRIES, INC. Ticker: FLA Security ID: 340632108 Meeting Date: JUN 3, 2004 Meeting Type: Annual Record Date: APR 16, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert W. Anestis For For Management 1.2 Elect Director Robert D. Fagan For For Management 1.3 Elect Director David M. Foster For For Management 1.4 Elect Director Allen C. Harper For For Management 1.5 Elect Director Adolfo Henriques For Withhold Management 1.6 Elect Director James E. Jordan For For Management 1.7 Elect Director Gilbert H. Lamphere For For Management 1.8 Elect Director John S. Lord For For Management 1.9 Elect Director Joseph Nemec For Withhold Management 1.10 Elect Director Herbert H. Peyton For For Management 1.11 Elect Director James J. Pieczynski For For Management 1.12 Elect Director W. L. Thornton For For Management - -------------------------------------------------------------------------------- GENERAL MILLS, INC. Ticker: GIS Security ID: 370334104 Meeting Date: SEP 22, 2003 Meeting Type: Annual Record Date: JUL 24, 2003 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Stephen R. Demeritt For For Management 1.2 Elect Director Livio D. DeSimone For For Management 1.3 Elect Director William T. Esrey For For Management 1.4 Elect Director Raymond V. Gilmartin For For Management 1.5 Elect Director Judith Richards Hope For For Management 1.6 Elect Director Robert L. Johnson For For Management 1.7 Elect Director John M. Keenan For For Management 1.8 Elect Director Heidi G. Miller For For Management 1.9 Elect Director Hilda Ochoa-Brillembourg For For Management 1.10 Elect Director Stephen W. Sanger For For Management 1.11 Elect Director A. Michael Spence For For Management 1.12 Elect Director Dorothy A. Terrell For For Management 1.13 Elect Director Raymond G. Viault For For Management 1.14 Elect Director Paul S. Walsh For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- GLAXOSMITHKLINE PLC (FORMERLY GLAXO WELLCOME PLC ) Ticker: SBH Security ID: GB0009252882 Meeting Date: MAY 17, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Elect Lawrence Culp as Director For For Management 4 Elect Crispin Davis as Director For For Management 5 Elect Sir Robert Wilson as Director For For Management 6 Elect Tachi Yamada as Director For For Management 7 Re-elect Sir Christopher Hogg as Director For For Management 8 Re-appoint PricewaterhouseCoopers LLP as For For Management Auditors of the Company 9 Authorise Board to Fix Remuneration of For For Management the Auditors 10 Authorise EU Political Donations up to For For Management Aggregate Nominal Amount of GBP 100,000 11 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 74,330,954 12 Authorise 594,647,632 Ordinary Shares for For For Management Market Purchase - -------------------------------------------------------------------------------- H. J. HEINZ CO. Ticker: HNZ Security ID: 423074103 Meeting Date: SEP 12, 2003 Meeting Type: Annual Record Date: JUL 18, 2003 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William R. Johnson For For Management 1.2 Elect Director Charles E. Bunch For For Management 1.3 Elect Director Mary C. Choksi For For Management 1.4 Elect Director Leonard S. Coleman, Jr. For For Management 1.5 Elect Director Peter H. Coors For For Management 1.6 Elect Director Edith E. Holiday For For Management 1.7 Elect Director Candace Kendle For For Management 1.8 Elect Director Dean R. O'Hare For For Management 1.9 Elect Director Lynn C. Swann For For Management 1.10 Elect Director Thomas J. Usher For For Management 1.11 Elect Director James M. Zimmerman For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- HCA, INC. Ticker: HCA Security ID: 404119109 Meeting Date: MAY 27, 2004 Meeting Type: Annual Record Date: APR 1, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director C. Michael Armstrong For For Management 1.2 Elect Director Magdalena H. Averhoff, For For Management M.D. 1.3 Elect Director Jack O. Bovender, Jr. For For Management 1.4 Elect Director Richard M. Bracken For For Management 1.5 Elect Director Martin Feldstein For For Management 1.6 Elect Director Thomas F. Frist, Jr., For For Management M.D. 1.7 Elect Director Frederick W. Gluck For For Management 1.8 Elect Director Glenda A. Hatchett For For Management 1.9 Elect Director Charles O. Holliday, Jr. For For Management 1.10 Elect Director T. Michael Long For For Management 1.11 Elect Director John H. McArthur For For Management 1.12 Elect Director Kent C. Nelson For For Management 1.13 Elect Director Frank S. Royal, M.D. For For Management 1.14 Elect Director Harold T. Shapiro For For Management 2 Ratify Auditors For For Management 3 Amend Management Stock Purchase Plan For For Management - -------------------------------------------------------------------------------- HEWLETT-PACKARD CO. Ticker: HPQ Security ID: 428236103 Meeting Date: MAR 17, 2004 Meeting Type: Annual Record Date: JAN 20, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director L.T. Babbio, Jr. For For Management 1.2 Elect Director P.C. Dunn For For Management 1.3 Elect Director C.S. Fiorina For For Management 1.4 Elect Director R.A. Hackborn For For Management 1.5 Elect Director G.A. Keyworth II For For Management 1.6 Elect Director R.E. Knowling, Jr. For For Management 1.7 Elect Director S.M. Litvack For Withhold Management 1.8 Elect Director R.L. Ryan For For Management 1.9 Elect Director L.S. Salhany For Withhold Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Expense Stock Options Against For Shareholder - -------------------------------------------------------------------------------- HITACHI LTD. Ticker: HIT Security ID: JP3788600009 Meeting Date: JUN 24, 2004 Meeting Type: Annual Record Date: MAR 31, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Articles to: Authorize Share For For Management Repurchases at Board's Discretion 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 2.12 Elect Director For For Management 2.13 Elect Director For For Management 2.14 Elect Director For For Management 3 Approve Executive Stock Option Plan For For Management - -------------------------------------------------------------------------------- HONGKONG ELECTRIC HOLDINGS LTD. Ticker: HGKGY Security ID: HK0006000050 Meeting Date: MAY 13, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Final Dividend of HK$1.13 Per For For Management Share 3a Reelect Francis Lee Lan-yee as Director For For Management 3b Reelect Frank J. Sixt as Director For For Management 4 Reappoint KPMG as Auditors and Authorize For For Management Board to Fix Their Remuneration 5 Approve Remuneration of Audit Committee For For Management Members at an Amount of HK$50,000 Each 6 Approve Issuance of Equity or For Against Management Equity-Linked Securities without Preemptive Rights 7 Approve Repurchase of Up to 10 Percent of For For Management Issued Capital 8 Authorize Reissuance of Repurchased For For Management Shares 9 Amend Articles Re: Change to Existing For For Management References and Definitions - -------------------------------------------------------------------------------- HSBC HOLDINGS PLC Ticker: Security ID: GB0005405286 Meeting Date: MAY 28, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2a Re-elect Lord Butler as Director For For Management 2b Re-elect Baroness Lydia Dunn as Director For For Management 2c Elect Rona Fairhead as Director For For Management 2d Re-elect William Fung as Director For For Management 2e Elect Michael Geoghegan as Director For For Management 2f Re-elect Sharon Hintze as Director For For Management 2g Re-elect John Kemp-Welch as Director For For Management 2h Re-elect Sir Mark Moody-Stuart as For For Management Director 2i Re-elect Helmut Sohmen as Director For For Management 3 Re-appoint KPMG Audit Plc as Auditors and For For Management Authorise Board to Fix Remuneration of Auditors 4 Approve Remuneration Report For For Management 5 Authorise 1,099,900,000 Ordinary Shares For For Management for Market Purchase 6 Auth. Issuance of Non-Cumulative Pref. For For Management Shares with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 100,000, USD 100,000 and EUR 100,000; and Auth. Issuance of Ord. Shares with Pre-emptive Rights up to Aggregate Nominal Amount of USD 1,099,900,000 7 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of USD 274,975,000 8 Approve Increase in Remuneration of For For Management Non-Executive Directors from GBP 35,000 to GBP 55,000 Per Annum - -------------------------------------------------------------------------------- IBERDROLA S.A. Ticker: Security ID: ES0144580018 Meeting Date: APR 2, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements, Allocation For For Management of Income and Dividends, and Discharge Directors 2 Adopt New Articles of Association For For Management 3 Approve General Meeting Guidelines; For For Management Information on Board Guidelines 4 Approve Merger by Absorption of For For Management Subsidiaries Iberdrola Gas S.A. and Star 21 Networks Espana, S.A. 5 Authorize Issuance of Convertible Bonds For For Management and/or Warrants without Preemptive Rights with a Maximum Limit of EUR 1 Billion 6 Authorize Issuance of Convertible Bonds For For Management and/or Warrants with Preemptive Rights with a Maximum Limit of EUR 1 Billion 7 Authorize Issuance of Bonds/Debentures up For For Management to Aggregate Nominal Amount of EUR 1.2 Billion, or EUR 1.5 Billion in the Case of Debentures 8 Authorize Repurchase of Shares and Reduce For For Management Capital Via Cancellation of Repurchased Shares 9 Approve Listing of Shares on Secondary For For Management Exchanges in Spain or Overseas 10 Approve Creation of Foundations For For Management 11 Approve Auditors For For Management 12 Ratify Appointment of Directors For For Management 13 Authorize Board to Ratify and Execute For For Management Approved Resolutions - -------------------------------------------------------------------------------- INTERNATIONAL PAPER CO. Ticker: IP Security ID: 460146103 Meeting Date: MAY 11, 2004 Meeting Type: Annual Record Date: MAR 17, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Martha F. Brooks For For Management 1.2 Elect Director James A. Henderson For For Management 1.3 Elect Director Robert D. Kennedy For For Management 1.4 Elect Director W. Craig McClelland For For Management 1.5 Elect Director Robert M. Amen For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Amend Omnibus Stock Plan For For Management 5 Limit Executive Compensation Against Against Shareholder - -------------------------------------------------------------------------------- INTERPUBLIC GROUP OF COMPANIES, INC., THE Ticker: IPG Security ID: 460690100 Meeting Date: MAY 18, 2004 Meeting Type: Annual Record Date: MAR 26, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David A. Bell For For Management 1.2 Elect Director Frank J. Borell For For Management 1.3 Elect Director Reginald K. Brack For Withhold Management 1.4 Elect Director Jill M. Considine For For Management 1.5 Elect Director Christopher J. Coughlin For Withhold Management 1.6 Elect Director John J. Donner, Jr. For For Management 1.7 Elect Director Richard A. Goldstein For For Management 1.8 Elect Director H. John Greenlaus For Withhold Management 1.9 Elect Director Michael I. Roth For Withhold Management 1.10 Elect Director J. Phillip Samper For Withhold Management 2 Approve Omnibus Stock Plan For For Management 3 Approve Non-Employee Director Omnibus For For Management Stock Plan 4 Ratify Auditors For For Management 5 MacBride Principles Against Against Shareholder - -------------------------------------------------------------------------------- J SAINSBURY PLC Ticker: Security ID: GB0007676405 Meeting Date: JUL 23, 2003 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 11.36 Pence Per For For Management Share 4 Reelect George Bull as Director For For Management 5 Reelect Peter Davis as Director For For Management 6 Reelect Roger Matthews as Director For For Management 7 Reelect Keith Butler-Wheelhouse as For For Management Director 8 Reelect June de Moller as Director For For Management 9 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration 10 Approve Increase in Authorized Capital to For For Management GBP 700,000,000 11 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of GBP 161,000,000 12 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of GBP 24,218,000 13 Authorize 193,750,000 Shares for Share For For Management Repurchase Program - -------------------------------------------------------------------------------- KOOKMIN BANK Ticker: KKBKY Security ID: KR7060000007 Meeting Date: MAR 23, 2004 Meeting Type: Annual Record Date: DEC 31, 2003 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Non-Consolidated Financial For For Management Statements and Disposition of Deficit, with No Dividends 2 Amend Articles of Incorporation For For Management 3 Elect Directors For For Management 4 Elect Members of Audit Committee For For Management 5 Approve Stock Option Grants For For Management - -------------------------------------------------------------------------------- KROGER CO., THE Ticker: KR Security ID: 501044101 Meeting Date: JUN 24, 2004 Meeting Type: Annual Record Date: APR 26, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John L. Clendenin For Withhold Management 1.2 Elect Director David B. Dillon For Withhold Management 1.3 Elect Director David B. Lewis For For Management 1.4 Elect Director Don W. McGeorge For For Management 1.5 Elect Director W. Rodney McMullen For For Management 1.6 Elect Director Susan M. Phillips For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors Against For Shareholder 4 Separate Chairman and CEO Positions Against For Shareholder 5 Submit Severance Agreement Against Against Shareholder (Change-in-Control) to Shareholder Vote - -------------------------------------------------------------------------------- KT CORP (FORMERLY KOREA TELECOM CORPORATION) Ticker: Security ID: 48268K101 Meeting Date: MAR 12, 2004 Meeting Type: Annual Record Date: DEC 31, 2003 # Proposal Mgt Rec Vote Cast Sponsor 1 APPROVAL OF BALANCE SHEET, INCOME For For Management STATEMENT AND STATEMENT OF APPROPRIATION OF RETAINED EARNINGS FOR THE 22ND FISCAL YEAR, AS SET FORTH IN THE COMPANY S NOTICE OF MEETING ENCLOSED HEREWITH. 2 APPROVAL OF THE AMENDMENT OF ARTICLES OF For For Management INCORPORATION, AS SET FORTH IN THE COMPANY S NOTICE OF MEETING ENCLOSED HEREWITH. 3 ELECTION OF MEMBERS OF THE AUDIT For For Management COMMITTEE, AS SET FORTH IN THE COMPANY S NOTICE OF MEETING ENCLOSED HEREWITH. 4 HI CHANG ROH (NOMINATED BY THE PRESIDENT For For Management WITH CONSENT OF BOARD OF DIRECTORS) 5 SUNG DEUK PARK (NOMINATED BY OUTSIDE For For Management DIRECTOR RECOMMENDATION COMMITTEE) 6 BYOUNG HOON LEE (SHAREHOLDER PROPOSAL - Against Against Shareholder PRACTICALLY INITIATED BY LABOR UNION OF KT) 7 APPROVAL OF LIMIT ON REMUNERATION OF For For Management DIRECTORS, AS SET FORTH IN THE COMPANY S NOTICE OF MEETING ENCLOSED HEREWITH. 8 APPROVAL OF AMENDMENT OF MANAGEMENT For For Management CONTRACT, AS SET FORTH IN H THE COMPANY S NOTICE OF MEETING ENCLOSED HEREWITH. - -------------------------------------------------------------------------------- LLOYDS TSB GROUP PLC (FORMERLY TSB GROUP) Ticker: Security ID: GB0008706128 Meeting Date: MAY 21, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3a Elect Peter Ayliffe as Director For For Management 3b Elect Wolfgang Berndt as Director For For Management 3c Elect Angela Knight as Director For For Management 3d Elect Helen Weir as Director For For Management 4a Re-elect Ewan Brown as Director For For Management 4b Re-elect Eric Daniels as Director For For Management 4c Re-elect David Pritchard as Director For For Management 4d Re-elect Maarten van den Bergh as For For Management Director 5 Re-appoint PricewaterhouseCoopers LLP as For For Management Auditors of the Company 6 Authorise Board to Fix Remuneration of For For Management the Auditors 7 Authorise Issuance of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 334,068,329; USD 40,000,000; EUR 40,000,000 and JPY 1,250,000,000 8 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 70,913,582 9 Authorise 567 Million Ordinary Shares for For For Management Market Purchase 10 Adopt New Articles of Association For For Management 11 Approve Lloyds TSB Performance Share Plan For For Management and Amend Lloyds TSB Group No 2 Executive Share Options Scheme 1997 - -------------------------------------------------------------------------------- MICHELIN ET CIE. Ticker: Security ID: FR0000121261 Meeting Date: MAY 14, 2004 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Allocation of Income and For For Management Dividends of EUR 1.395 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 Reelect Eric Bourdais de Charbonniere as For For Management Supervisory Board Member 6 Reelect Francois Grappotte as Supervisory For For Management Board Member 7 Ratify PricewaterhouseCoopers Audit as For For Management Auditors 8 Ratify Pierre Coll as Alternate Auditor For For Management 9 Ratify Corevise as Auditors For For Management 10 Ratify Jacques Zaks as Alternate Auditor For For Management 11 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital 12 Approve Stock Option Plan Grants For For Management 13 Approve Capital Increase Reserved for For For Management Employees Participating in Savings-Related Share Purchase Plan - -------------------------------------------------------------------------------- NESTLE SA Ticker: NESAC Security ID: CH0012056047 Meeting Date: APR 22, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1a Accept Financial Statements and Statutory For For Management Reports 1b Accept Consolidated Financial Statements For For Management and Statutory Reports 2 Approve Discharge of Board and Senior For For Management Management 3 Approve Allocation of Income and For For Management Dividends of CHF 7.20 per Share 4a Elect Edward George as Directors For For Management 4b Elect Kaspar Villiger as Directors For For Management 4c Elect Rolf Haenggi as Directors For For Management 4d Elect Daniel Borel as Directors For For Management 4e Elect Carolina Mueller as Directors For For Management - -------------------------------------------------------------------------------- NINTENDO CO. LTD. Ticker: NTDOY Security ID: JP3756600007 Meeting Date: JUN 29, 2004 Meeting Type: Annual Record Date: MAR 31, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Allocation of Income, Including For For Management the Following Dividends: Interim JY 70, Final JY 70, Special JY 0 2 Amend Articles to: Authorize Share For For Management Repurchases at Board's Discretion 3.1 Elect Director For For Management 3.2 Elect Director For For Management 3.3 Elect Director For For Management 3.4 Elect Director For For Management 3.5 Elect Director For For Management 3.6 Elect Director For For Management 3.7 Elect Director For For Management 3.8 Elect Director For For Management 3.9 Elect Director For For Management 3.10 Elect Director For For Management 3.11 Elect Director For For Management 3.12 Elect Director For For Management 4.1 Appoint Internal Statutory Auditor For For Management 4.2 Appoint Internal Statutory Auditor For For Management 5 Approve Retirement Bonuses for Director For For Management and Statutory Auditor - -------------------------------------------------------------------------------- NIPPON TELEGRAPH & TELEPHONE CORP. Ticker: Security ID: JP3735400008 Meeting Date: JUN 29, 2004 Meeting Type: Annual Record Date: MAR 31, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Allocation of Income, Including For For Management the Following Dividends: Interim JY 2500, Final JY 2500, Special JY 0 2 Authorize Share Repurchase Program For For Management 3 Amend Articles to: Decrease Authorized For For Management Capital from 62.212 Million to 61.93 Million Shares to Reflect Share Repurchase 4.1 Elect Director For For Management 4.2 Elect Director For For Management 4.3 Elect Director For For Management 4.4 Elect Director For For Management 4.5 Elect Director For For Management 4.6 Elect Director For For Management 4.7 Elect Director For For Management 4.8 Elect Director For For Management 4.9 Elect Director For For Management 4.10 Elect Director For For Management 4.11 Elect Director For For Management 5 Appoint Internal Statutory Auditor For For Management 6 Approve Retirement Bonuses for Directors For For Management and Statutory Auditor - -------------------------------------------------------------------------------- NOBLE CORP Ticker: NE Security ID: G65422100 Meeting Date: APR 22, 2004 Meeting Type: Annual Record Date: MAR 4, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael A. Cawley For For Management 1.2 Elect Director Luke R. Corbett For For Management 1.3 Elect Director Jack E. Little For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NOMURA HOLDINGS INC. Ticker: NSLJ10 Security ID: JP3762600009 Meeting Date: JUN 25, 2004 Meeting Type: Annual Record Date: MAR 31, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Articles to: Authorize Share For For Management Repurchases at Board's Discretion 2 Approve Executive Stock Option Plan and For For Management Deep-Discount Stock Option Plan 3.1 Elect Director For For Management 3.2 Elect Director For For Management 3.3 Elect Director For For Management 3.4 Elect Director For For Management 3.5 Elect Director For For Management 3.6 Elect Director For For Management 3.7 Elect Director For For Management 3.8 Elect Director For For Management 3.9 Elect Director For For Management 3.10 Elect Director For For Management 3.11 Elect Director For For Management - -------------------------------------------------------------------------------- NORDEA BANK AB (FORMERLY NORDEA AB) Ticker: Security ID: SE0000427361 Meeting Date: MAR 31, 2004 Meeting Type: Annual Record Date: MAR 19, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Chairman of Meeting For For Management 2 Prepare and Approve List of Shareholders For For Management 3 Approve Agenda of Meeting For For Management 4 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting 5 Acknowledge Proper Convening of Meeting For For Management 6 Receive Financial Statements and None None Management Statutory Reports; Receive President's and Board Reports 7 Accept Financial Statements and Statutory For For Management Reports 8 Approve Allocation of Income and For For Management Dividends of EUR 0.25 Per Share 9 Approve Discharge of Board and President For For Management 10 Amend Articles Re: Reduce Directors' Term For For Management of Office from Two Years to One Year 11 Determine Number of Members (11) and For For Management Deputy Members (0) of Board 12 Approve Remuneration of Directors in the For For Management Aggregate Amount of EUR 950,000; Approve Remuneration of Auditors 13 Reelect Kjell Aamot, Hans Dahlberg, Bernt For For Management Magnusson, Joergen Hoeg Pedersen, and Maija Torkko as Directors 14.1 Authorize Chairman of Board to Appoint For Against Management Members of Nominating Committee 14.2 Shareholder Proposal: Authorize General Against For Shareholder Meeting to Elect Members of Nominating Committee 15 Approve EUR 32.3 Million Reduction in For For Management Share Capital via Share Cancellation 16 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital for Purposes Other Than Equity Trading 17 Authorize Repurchase of Up to Three For For Management Percent of Issued Share Capital for Equity Trading Purposes - -------------------------------------------------------------------------------- NORDEA BANK AB (FORMERLY NORDEA AB) Ticker: Security ID: SE0000427361 Meeting Date: OCT 22, 2003 Meeting Type: Special Record Date: OCT 10, 2003 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Chairman of Meeting For Did Not Management Vote 2 Prepare and Approve List of Shareholders For Did Not Management Vote 3 Approve Agenda of Meeting For Did Not Management Vote 4 Designate Inspector or Shareholder For Did Not Management Representative(s) of Minutes of Meeting Vote 5 Acknowledge Proper Convening of Meeting For Did Not Management Vote 6 Amend Articles Re: Change Company Name to For Did Not Management Nordea Bank AB; Amend Corporate Purpose; Vote Editorial Change 7 Authorize Repurchase of Up to Ten Percent For Did Not Management of Issued Share Capital Vote - -------------------------------------------------------------------------------- NOVARTIS AG Ticker: NVS Security ID: CH0012005267 Meeting Date: FEB 24, 2004 Meeting Type: Annual Record Date: FEB 4, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Discharge of the Board and Senior For For Management Management 3 Approve Allocation of Income and For For Management Dividends of CHF 1.00 per Share 4 Approve Transfer of CHF 360.9 Million For For Management from General Reserves to Free Reserves 5 Approve CHF 12.1 Million Reduction in For For Management Share Capital via Share Cancellation 6 Authorize Repurchase of up to Ten Percent For For Management of Issued Share Capital 7 Amend Articles Re: Reduce Board Terms For For Management from Four to Three Years 8.1 Approve Resignation of Walter Frehner and For For Management Heini Lippuner 8.2 Elect Helmut Sihler, Hans-Joerg Rudloff For For Management and Daniel Vasella as Directors 9 Ratify PricewaterhouseCoopers AG as For For Management Auditors - -------------------------------------------------------------------------------- PEARSON PLC Ticker: PSO Security ID: GB0006776081 Meeting Date: APR 30, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Final Dividend of 14.8 Pence Per For For Management Share 3 Re-elect Dennis Stevenson as Director For For Management 4 Re-elect John Makinson as Director For For Management 5 Re-elect Reuben Mark as Director For For Management 6 Re-elect Vernon Sankey as Director For For Management 7 Approve Remuneration Report For For Management 8 Re-appoint PricewaterhouseCoopers LLP as For For Management Auditors of the Company 9 Authorise Board to Fix Remuneration of For For Management the Auditors 10 Authorise Issuance of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 66,871,000 11 Approve Increase in Authorised Capital For For Management from GBP 294,500,000 to GBP 295,500,000 by the Creation of 4 Million Ordinary Shares of 25 Pence Each 12 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 10,030,000 13 Authorise 80 Million Ordinary Shares for For For Management Market Purchase 14 Adopt New Articles of Association For For Management 15 Amend Pearson plc UK Worldwide Save for For For Management Shares Plan - -------------------------------------------------------------------------------- PEPCO HOLDINGS, INC. Ticker: POM Security ID: 713291102 Meeting Date: MAY 21, 2004 Meeting Type: Annual Record Date: MAR 22, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jack B. Dunn, IV For For Management 1.2 Elect Director Richard B. McGlynn For For Management 1.3 Elect Director Peter F. O'Malley For For Management 1.4 Elect Director Frank K. Ross For For Management 1.5 Elect Director William T. Torgerson For For Management 2 Declassify the Board of Directors Against For Shareholder - -------------------------------------------------------------------------------- PFIZER INC. Ticker: PFE Security ID: 717081103 Meeting Date: APR 22, 2004 Meeting Type: Annual Record Date: FEB 27, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael S. Brown For For Management 1.2 Elect Director M. Anthony Burns For For Management 1.3 Elect Director Robert N. Burt For For Management 1.4 Elect Director W. Don Cornwell For For Management 1.5 Elect Director William H. Gray III For For Management 1.6 Elect Director Constance J. Horner For For Management 1.7 Elect Director William R. Howell For For Management 1.8 Elect Director Stanley O. Ikenberry For For Management 1.9 Elect Director George A. Lorch For For Management 1.10 Elect Director Henry A. Mckinnell For For Management 1.11 Elect Director Dana G. Mead For For Management 1.12 Elect Director Franklin D. Raines For For Management 1.13 Elect Director Ruth J. Simmons For For Management 1.14 Elect Director William C. Steere, Jr. For For Management 1.15 Elect Director Jean-Paul Valles For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Report on Operational Impact of HIV/AIDS, Against Against Shareholder TB, and Malaria Pandemic 5 Cease Political Contributions/Activities Against Against Shareholder 6 Report on Political Against Against Shareholder Contributions/Activities 7 Establish Term Limits for Directors Against Against Shareholder 8 Report on Drug Pricing Against Against Shareholder 9 Limit Awards to Executives Against Against Shareholder 10 Amend Animal Testing Policy Against Against Shareholder - -------------------------------------------------------------------------------- PHILIPS ELECTRONICS NV Ticker: PHG Security ID: NL0000009538 Meeting Date: MAR 25, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2.1 Approve Financial Statements and For For Management Statutory Reports 2.2 Receive Explanation of Corporate None None Management Governance Structure 2.3 Receive Explanation of Policy on Reserves None None Management and Dividends 2.4 Approve Dividends of EUR 0.36 Per Share For For Management 2.5 Approve Discharge of Management Board For For Management 2.6 Approve Discharge of Supervisory Board For For Management 3.1 Reelect Elect K. van Miert to Supervisory For For Management Board 3.2 Elect E. Kist as New Member of For For Management Supervisory Board 4.1 Approve Remuneration Policy of Management For For Management Board 4.2 Amend 2003 Long-Term Incentive Plan For For Management Regarding Distribution of Shares: Allocate a Maximum of 2.5 Percent of Annual Pool of Shares Reserved for LTIP to Management Board on Annual Basis 5 Grant Board Authority to Issue Shares For For Management Restricting/Excluding Preemptive Rights Up to 20 Percent of Issued Capital 6 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital 7 Authorize Board to Set Record Date For For Management 8 Other Business (Non-Voting) None None Management 9 Close Meeting None None Management - -------------------------------------------------------------------------------- POSCO (FORMERLY POHANG IRON & STEEL) Ticker: PKX Security ID: KR7005490008 Meeting Date: MAR 12, 2004 Meeting Type: Annual Record Date: DEC 31, 2003 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Appropriation of Income, with a For For Management Year-End Dividend of KRW 5000 Per Share 2.1 Amend Articles of Incorporation Re: For For Management Cumulative Voting 2.2 Amend Articles of Incorporation Re: For For Management Corporate Governance 3.1.1 Elect Outside Director For For Management 3.1.2 Elect Outside Director For For Management 3.1.3 Elect Outside Director For For Management 3.1.4 Elect Outside Director For For Management 3.2.1 Elect Member of Audit Committee For For Management 3.2.2 Elect Member of Audit Committee For For Management 3.3.1 Elect Inside Director For For Management 3.3.2 Elect Inside Director For For Management 3.3.3 Elect Inside Director For For Management 3.3.4 Elect Inside Director For For Management 3.3.5 Elect Inside Director For For Management 4 Approve Limit on Remuneration of For For Management Directors - -------------------------------------------------------------------------------- REED ELSEVIER NV (FORMERLY ELSEVIER NV) Ticker: ELNVY Security ID: NL0000349488 Meeting Date: APR 29, 2004 Meeting Type: Annual Record Date: APR 22, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2 Documents Received None None Management 3 Receive Report of Management Board None None Management 4 Approve Financial Statements and For For Management Statutory Reports 5 Approve Dividends of EUR 0.30 per For For Management Ordinary Share 6 Discussion about Company's Corporate None None Management Governance Report 7.1 Approve Discharge of Management Board For For Management 7.2 Approve Discharge of Supervisory Board For For Management 8 Reelect Deloitte Accountants as Auditors For For Management 9.1 Reelect Lord Sharman as Member of For For Management Supervisory Board 9.2 Reelect R. Stomberg as Member of For For Management Supervisory Board 9.3 Reelect M. Tabaksblat as Member of For For Management Supervisory Board 10 Reelect G. van de Aast as Member of For For Management Management Board 11 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital 12.1 Grant Board Authority to Issue Shares Up For For Management to Ten Percent of Issued Share Capital 12.2 Grant Board Authority to Restrict/Exclude For For Management Preemptive Rights for Share Issuance under Item 12.1 13 Other Business None None Management 14 Close Meeting None None Management - -------------------------------------------------------------------------------- RENTOKIL INITIAL PLC(FORMERLY RENTOKIL GROUP PLC ) Ticker: Security ID: GB0007327124 Meeting Date: MAY 27, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 4.35 Pence Per For For Management Ordinary Share 4.1 Re-elect Edward Brown as Director For For Management 4.2 Re-elect Ronald Spinney as Director For For Management 4.3 Re-elect James Wilde as Director For For Management 5 Re-appoint PricewaterhouseCoopers LLP as For For Management Auditors and Authorise Board to Fix Remuneration of Auditors 6 Authorise 235,420,780 Ordinary Shares for For For Management Market Purchase 7 Other Business (Non-Voting) None None Management - -------------------------------------------------------------------------------- REPSOL YPF SA (FORMERLY REPSOL, S.A.) Ticker: REP Security ID: ES0173516115 Meeting Date: MAR 30, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements, Allocation For For Management of Income and Distribution of Dividend of EUR 0.40 Per Share, and Discharge Directors 2 Elect Management Board For For Management 3 Approve Deloitte & Touche Espana Auditors For For Management SL as Auditors 4 Authorize Repurchase of Shares up to a For For Management Maximum of Five Percent of Capital 5 Amend Articles Re: Legal Provisions For For Management Governing the Company, Shareholders Meeting, Right of Attendance, Representation, Board Composition, Administrators' Liability, and Debentures Issuance 6 Amend Articles Re: Regulations of the For For Management General Shareholder's Meeting 7 Authorize Board to Ratify and Execute For For Management Approved Resolutions - -------------------------------------------------------------------------------- REUTERS GROUP PLC (FORMERLY REUTERS HOLDINGS PLC) Ticker: Security ID: GB0002369139 Meeting Date: APR 22, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 6.15 Pence Per For For Management Share 4 Re-elect Tom Glocer as Director For For Management 5 Re-elect David Grigson as Director For For Management 6 Re-elect Sir Christopher Hogg as Director For For Management 7 Re-elect Ian Strachan as Director For For Management 8 Re-elect Charles Sinclair as Director For For Management 9 Re-appoint PricewaterhouseCoopers LLP as For For Management Auditors of the Company 10 Authorise Board to Fix Remuneration of For For Management the Auditors 11 Approve Increase in Remuneration for Each For For Management of the Non-Executive Directors from GBP 35,000 to GBP 50,000 Per Annum 12 Amend Long-Term Incentive Plan For For Management 13 Approve Restricted Share Plan For For Management 14 Approve Additional Restricted Share Plans For For Management 15 Approve Annual Bonus Profit Sharing Plan For For Management 16 Approve Additional Bonus Profit Sharing For For Management Plans 17 Authorise 143,254,000 Ordinary Shares for For For Management Market Purchase 18 Adopt New Articles of Association For For Management 19 Authorise Issuance of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 107,400,000 20 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 17,000,000 - -------------------------------------------------------------------------------- ROLLS-ROYCE GROUP PLC ( FORMERLY ROLLS-ROYCE PLC) Ticker: RYCEY Security ID: GB0032836487 Meeting Date: MAY 5, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Re-elect Euan Baird as Director For For Management 4 Elect Amy Bondurant as Director For For Management 5 Re-elect Peter Byrom as Director For For Management 6 Re-elect John Cheffins as Director For For Management 7 Elect Carl-Peter Forster as Director For For Management 8 Re-elect Colin Green as Director For For Management 9 Re-elect James Guyette as Director For For Management 10 Re-elect Michael Howse as Director For For Management 11 Re-elect Lord Moore of Lower Marsh as For For Management Director 12 Re-elect Sir Robin Nicholson as Director For For Management 13 Re-elect Sir John Rose as Director For For Management 14 Re-elect Andrew Shilston as Director For For Management 15 Elect Ian Strachan as Director For For Management 16 Re-elect Carl Symon as Director For For Management 17 Re-elect Sir John Weston as Director For For Management 18 Re-appoint KPMG Audit Plc as Auditors and For For Management Authorise Board to Fix Remuneration of Auditors 19 Authorise Issuance of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 111,843,332 20 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of GBP 16,776,499 21 Authorise 167,764,998 Shares for Market For For Management Purchase 22 Amend Articles of Association Re: Removal For For Management of Restrictions on the Company's Borrowing Power 23 Approve Rolls-Royce Group plc Performance For For Management Share Plan 24 Approve Increase in Authorised Capital For For Management from GBP 500,050,000.60 to GBP 1,500,050,000.60; Approve Issue of B Shares; and Amend Articles Re: B Shares 25 Approve Final Dividend of 5 Pence Per For For Management Share If Resolution 24 is Not Passed 26 Approve Scrip Dividend If Resolution 24 For For Management is Not Passed - -------------------------------------------------------------------------------- SAMSUNG ELECTRONICS CO. LTD. Ticker: SSNHY Security ID: KR7005930003 Meeting Date: FEB 27, 2004 Meeting Type: Annual Record Date: DEC 31, 2003 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Appropriation of Income, with Total Dividend of KRW 5500 Per Share 2.1 Elect Two Outside Directors For For Management 2.2 Appoint One Member of Audit Committee For For Management 2.3 Elect One Executive Director For For Management 3 Approve Limit on Remuneration of For For Management Directors - -------------------------------------------------------------------------------- SARA LEE CORP. Ticker: SLE Security ID: 803111103 Meeting Date: OCT 30, 2003 Meeting Type: Annual Record Date: SEP 2, 2003 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director J.T. Battenberg III For For Management 1.2 Elect Director Charles W. Coker For For Management 1.3 Elect Director James S. Crown For For Management 1.4 Elect Director Willie D. Davis For For Management 1.5 Elect Director Vernon E. Jordan, Jr. For For Management 1.6 Elect Director Laurette T. Koellner For For Management 1.7 Elect Director Cornelis J.A. Van Lede For For Management 1.8 Elect Director Joan D. Manley For For Management 1.9 Elect Director Cary D. McMillan For For Management 1.10 Elect Director C. Steven McMillan For For Management 1.11 Elect Director Rozanne L. Ridgway For For Management 1.12 Elect Director Richard L. Thomas For For Management 2 Ratify Auditors For For Management 3 Report on Charitable Contributions Against Against Shareholder 4 Implement and Monitor Code of Corporate Against Against Shareholder Conduct - ILO Standards - -------------------------------------------------------------------------------- SBC COMMUNICATIONS INC. Ticker: SBC Security ID: 78387G103 Meeting Date: APR 30, 2004 Meeting Type: Annual Record Date: MAR 2, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James E. Barnes For For Management 1.2 Elect Director James A. Henderson For For Management 1.3 Elect Director John B. McCoy For Withhold Management 1.4 Elect Director S. Donley Ritchey For Withhold Management 1.5 Elect Director Joyce M. Roche For For Management 1.6 Elect Director Patricia P. Upton For For Management 2 Ratify Auditors For For Management 3 Amend Bylaws For For Management 4 Report on Political Against Against Shareholder Contributions/Activities 5 Change Size of Board of Directors Against Against Shareholder - -------------------------------------------------------------------------------- SECURITAS AB Ticker: Security ID: SE0000163594 Meeting Date: APR 6, 2004 Meeting Type: Annual Record Date: MAR 26, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2 Elect Chairman of Meeting For For Management 3 Prepare and Approve List of Shareholders For For Management 4 Approve Agenda of Meeting For For Management 5 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting 6 Acknowledge Proper Convening of Meeting For For Management 7 Receive President's Report None None Management 8 Receive Financial Statements and None None Management Statutory Reports 9.1 Accept Financial Statements and Statutory For For Management Reports 9.2 Approve Allocation of Income and For For Management Dividends of SEK 2 Per Share 9.3 Approve Record Date (April 13, 2004) for For For Management Dividend 9.4 Approve Discharge of Board and President For For Management 10 Determine Number of Members (8) and For For Management Deputy Members (0) of Board 11 Approve Remuneration of Directors in the For For Management Aggregate Amount of SEK 3 Million; Approve Remuneration of Auditors 12 Reelect Thomas Berglund, Annika Bolin, For For Management Carl Douglas, Gustaf Douglas, Anders Frick, Berthold Lindqvist, Fredrik Palmstierna, and Melker Schoerling as Directors; Ratify PricewaterhouseCoopers AB as Auditors 13.1 Shareholder Proposal: Authorize General Against For Shareholder Meeting to Elect Members of Nominating Committee 13.2 Reelect Gustaf Douglas and Melker For Against Management Schoerling as Members of Nominating Committee 14 Close Meeting None None Management - -------------------------------------------------------------------------------- SHANGRI-LA-ASIA LTD. Ticker: Security ID: BMG8063F1068 Meeting Date: JUN 29, 2004 Meeting Type: Special Record Date: JUN 24, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Master Agreement For For Management - -------------------------------------------------------------------------------- SHANGRI-LA-ASIA LTD. Ticker: Security ID: BMG8063F1068 Meeting Date: MAY 25, 2004 Meeting Type: Annual Record Date: MAY 19, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Final Dividend of HK$0.08 Per For For Management Share 3a Reelect Giovanni Angelini as Director For For Management 3b Reelect Lui Man Shing as Director For For Management 3c Reelect Ho Kian Guan as Director For For Management 3d Reelect Roberto V. Ongpin as Director For For Management 3e Reelect Timothy David Dattels as Director For For Management 4 Fix Remuneration of Directors Including For For Management Fees Payable to Members of the Audit and Remuneration Committees 5 Reappoint PricewaterhouseCoopers as For For Management Auditors and Authorize Board to Fix Their Remuneration 6a Approve Issuance of Equity or For Against Management Equity-Linked Securities without Preemptive Rights 6b Approve Repurchase of Up to 10 Percent of For For Management Issued Capital 6c Authorize Reissuance of Repurchased For For Management Shares 7 Amend Bylaws Re: Voting at General For For Management Meetings, Nomination of Directors, Material Interest of Directors in Contracts Entered into by the Company, Electronic Communication - -------------------------------------------------------------------------------- SHELL TRANSPORT AND TRADING COMPANY PLC (THE) Ticker: SC Security ID: GB0008034141 Meeting Date: JUN 28, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Elect Malcolm Brinded as Director For For Management 4 Re-elect Eileen Buttle as Director For For Management 5 Re-elect Luis Giusti as Director For For Management 6 Re-elect Nina Henderson as Director For For Management 7 Re-elect Lord Oxburgh as Director For For Management 8 Re-appoint PricewaterhouseCoopers LLP as For For Management Auditors of the Company 9 Authorise Board to Fix Remuneration of For For Management the Auditors 10 Authorise 483 Million Ordinary Shares for For For Management Market Purchase - -------------------------------------------------------------------------------- SHIRE PHARMACEUTICALS GROUP PLC Ticker: Security ID: GB0007998031 Meeting Date: JUN 16, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Re-elect James Cavanaugh as Director For For Management 3 Re-elect Barry Price as Director For For Management 4 Elect Robin Buchanan as Director For For Management 5 Elect David Kappler as Director For For Management 6 Re-appoint Deloitte and Touche LLP as For For Management Auditors and Authorise Board to Fix Remuneration of Auditors 7 Approve Remuneration Report For For Management 8 Authorise Issuance of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 7,997,400 9 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 1,199,610 10 Authorise 47,985,315 Ordinary Shares for For For Management Market Purchase 11 Authorise the Company to Make EU For For Management Political Donations up to Aggregate Nominal Amount of GBP 25,000 and Incur EU Political Expenditure up to Aggregate Nominal Amount of GBP 25,000 - -------------------------------------------------------------------------------- SINGAPORE AIRLINES LIMITED Ticker: Security ID: SG1H95001506 Meeting Date: JUL 26, 2003 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Articles of Association For For Management 2 Approve Issuance of Shares without For For Management Preemptive Rights 3 Authorize Share Repurchase Program For For Management 4 Amend Employee Share Option Plan For Against Management 5 Approve Mandate for Transactions with For For Management Related Parties - -------------------------------------------------------------------------------- SINGAPORE AIRLINES LIMITED Ticker: Security ID: SG1H95001506 Meeting Date: JUL 26, 2003 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Adopt Financial Statements and Directors' For For Management and Auditors' Reports 2 Declare Final Dividend of SGD 0.09 Per For For Management Share 3 Elect Brian Pitman as Director For For Management 4a Reelect Fock Siew Wah as Director For For Management 4b Reelect Ho Kwon Ping as Director For For Management 5 Reelect Chew Choon Seng as Director For For Management 6 Reappoint Ernst & Young as Auditors and For For Management Authorize Board to Fix Their Remuneration 7 Approve Directors' Fees of SGD 571,000 For For Management for the Year Ended Mar. 31, 2003 8 Other Business (Voting) For Against Management - -------------------------------------------------------------------------------- SK TELECOM Ticker: Security ID: 78440P108 Meeting Date: MAR 12, 2004 Meeting Type: Annual Record Date: DEC 31, 2003 # Proposal Mgt Rec Vote Cast Sponsor 1 APPROVAL OF THE BALANCE SHEET, THE For For Management STATEMENT OF INCOME, AND THE STATEMENT OF APPROPRIATION OF RETAINED EARNINGS OF THE 20TH FISCAL YEAR, AS SET FORTH IN ITEM 1 OF THE COMPANY S AGENDA ENCLOSED HEREWITH. 2 APPROVAL OF THE AMENDMENT OF THE ARTICLES For For Management OF INCORPORATION, AS SET FORTH IN ITEM 2 OF THE COMPANY S AGENDA ENCLOSED HEREWITH. 3 APPROVAL OF THE CEILING AMOUNT OF THE For For Management REMUNERATION OF DIRECTORS, AS SET FORTH IN THE COMPANY S AGENDA ENCLOSED HEREWITH. 4 APPROVAL OF THE APPOINTMENT OF DIRECTORS, For For Management AS SET FORTH IN ITEM 3 OF THE COMPANY S AGENDA ENCLOSED HEREWITH. 5 APPROVAL OF THE APPOINTMENT OF OUTSIDE For For Management DIRECTORS WHO WILL BE AUDIT COMMITTEE MEMBERS, AS SET FORTH IN ITEM 3 OF THE COMPANY S AGENDA ENCLOSED HEREWITH. - -------------------------------------------------------------------------------- SK TELECOM Ticker: Security ID: KR7017670001 Meeting Date: MAR 12, 2004 Meeting Type: Annual Record Date: DEC 31, 2003 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Appropriation of Income and For For Management Dividends of KRW 5500 Per Share 2 Amend Articles of Incorporation For For Management 3 Approve Limit on Remuneration of For For Management Directors 4.1 Elect Director(s) For For Management 4.2 Elect Member(s) of Audit Committee For For Management - -------------------------------------------------------------------------------- SMITHS GROUP PLC (FORMERLY SMITHS INDUSTRIES PLC) Ticker: Security ID: GB0008182700 Meeting Date: NOV 11, 2003 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 17.25 Pence Per For For Management Share 4 Reelect K Butler-Wheelhouse as Director For For Management 5 Reelect J Ferrie as Director For For Management 6 Reelect J Horn-Smith as Director For For Management 7 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 8 Authorize Board to Fix Remuneration of For For Management Auditors 9 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of GBP 46,629,434 10 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of GBP 6,994,415 11 Authorize 55,955,321 Shares for Share For For Management Repurchase Program - -------------------------------------------------------------------------------- SONY CORP. Ticker: SNE Security ID: JP3435000009 Meeting Date: JUN 22, 2004 Meeting Type: Annual Record Date: MAR 31, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Articles to: Authorize Share For For Management Repurchases at Board's Discretion 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 Against Management 2.11 Elect Director For For Management 2.12 Elect Director For For Management 2.13 Elect Director For For Management 2.14 Elect Director For For Management 2.15 Elect Director For For Management 2.16 Elect Director For For Management 3 Approve Executive Stock Option Plan For For Management 4 Approve Stock Option Plan for Directors For For Management and Executives of Subsidiary Sony Communication Network 5 Amend Articles to Require Disclosure of Against For Shareholder Compensation Levels of Individual Directors and Executive Officers - -------------------------------------------------------------------------------- ST. JOE COMPANY, THE Ticker: JOE Security ID: 790148100 Meeting Date: MAY 18, 2004 Meeting Type: Annual Record Date: MAR 31, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael L. Ainslie For For Management 1.2 Elect Director Hugh M. Durden For Withhold Management 1.3 Elect Director Adam W. Herbert, Jr. For For Management 1.4 Elect Director Delores Kesler For For Management 1.5 Elect Director John S. Lord For For Management 1.6 Elect Director Walter L. Revell For For Management 1.7 Elect Director Peter S. Rummell For For Management 1.8 Elect Director Winfred L. Thornton For For Management 1.9 Elect Director William H. Walton, III For For Management 2 Eliminate Preemptive Rights For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- STANDARD CHARTERED PLC Ticker: Security ID: GB0004082847 Meeting Date: MAY 11, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Final Dividend of 36.49 US Cents For For Management Per Ordinary Share 3 Approve Remuneration Report For For Management 4 Elect Jamie Dundas as Director For For Management 5 Elect Ruth Markland as Director For For Management 6 Elect Paul Skinner as Director For For Management 7 Re-elect Mervyn Davies as Director For For Management 8 Re-elect Michael DeNoma as Director For For Management 9 Re-elect Rudolph Markham as Director For For Management 10 Re-elect Hugh Norton as Director For For Management 11 Re-appoint KPMG Audit Plc as Auditors of For For Management the Company 12 Authorise Board to Fix Remuneration of For For Management the Auditors 13 Authorise Issuance of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of USD 117,487,333 and up to USD 213,708,480 Pursuant to Rights Issues, Scrip Dividends, Share Schemes and Exchangeable Securities 14 Authorise Issuance of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount Equal to the Company's Share Capital Repurchased Under Item 16 15 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of USD 29,370,451 16 Authorise 117,487,333 Ordinary Shares for For For Management Market Purchase 17 Authorise 331,388 Non-Cumulative For For Management Preference Shares of USD 5 Each and 195,285,000 Non-Cumulative Preference Shares of GBP 1 Each for Market Purchase 18 Amend Standard Chartered 2001 Performance For For Management Share Plan 19 Adopt Standard Chartered 2004 UK For For Management Sharesave Scheme and the Standard Chartered 2004 International Sharesave Scheme - -------------------------------------------------------------------------------- STORA ENSO OYJ (FORMERLY ENSO OY) Ticker: Security ID: FI0009005961 Meeting Date: MAR 18, 2004 Meeting Type: Annual Record Date: MAR 8, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Receive Financial Statements None None Management 1.2 Receive Auditors' Report None None Management 1.3 Accept Financial Statements and Statutory For For Management Reports 1.4 Approve Allocation of Income and For For Management Dividends of EUR 0.45 Per Share 1.5 Approve Discharge of Board and President For For Management 1.6 Fix Number of Directors at 11 For For Management 1.7 Fix Number of Auditors For For Management 1.8 Approve Remuneration of Directors and For For Management Auditors 1.9 Reelect Krister Ahlstroem, Claes For For Management Dahlbaeck, Harald Einsmann, Bjoern Haegglund, Jukka Haermaelae, Barbara Kux, Ilkka Niemi, Paavo Pitkaenen, Jan Sjoeqvist, and Marcus Wallenberg; Elect Lee Chaden as New Director 1.10 Ratify PricewaterhouseCoopers as Auditors For For Management 2 Approve EUR 76.3 Million Reduction in For For Management Share Capital via Share Cancellation 3 Authorize Repurchase of Up to Five For For Management Percent of Issued Share Capital 4 Authorize Reissuance of Repurchased For For Management Shares - -------------------------------------------------------------------------------- SWIRE PACIFIC Ticker: Security ID: HK0019000162 Meeting Date: MAY 13, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Final Dividend of HK$1.02 Per A For For Management Share and HK$0.204 Per B Share 2a Reelect P.A. Johansen as Director For For Management 2b Reelect Adrian Swire as Director For For Management 3 Reappoint PricewaterhouseCoopers as For For Management Auditors and Authorize Board to Fix Their Remuneration 4 Approve Repurchase of Up to 10 Percent of For For Management Issued Capital 5 Approve Issuance of Equity or For Against Management Equity-Linked Securities without Preemptive Rights 6 Authorize Reissuance of Repurchased For For Management Shares 7 Amend Articles Re: Corporate For For Management Communications, Postponement of General Meetings, Editing Changes - -------------------------------------------------------------------------------- SWISS REINSURANCE (SCHWEIZERISCHE RUECKVERSICHERUNGS) Ticker: Security ID: CH0012332372 Meeting Date: MAY 14, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Discharge of Board and Senior For For Management Management 3 Approve Allocation of Income and For For Management Dividends of CHF 1.10 per Share 4 Approve Creation of CHF 2 Million Pool of For For Management Conditional Capital without Preemptive Rights 5.1a Reelect George Farr and Rajna Gibson as For For Management Directors 5.1b Elect Kaspar Villiger as Director For For Management 5.2 Reelect PricewaterhouseCoopers Ltd as For For Management Auditors - -------------------------------------------------------------------------------- SYNGENTA AG Ticker: Security ID: CH0011037469 Meeting Date: APR 27, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Discharge of Board and Senior For For Management Management 3 Approve Allocation of Income and Omission For For Management of Dividends 4 Approve CHF 191.4 Million Reduction in For For Management Share Capital via Reduction in Par Value and Repayment to Shareholders 5 Amend Articles Re: Submission of For For Management Shareholder Proposals 6 Authorize Repurchase of up to Ten Percent For For Management of Issued Share Capital 7 Reelect Rupert Gasser, Heinz Imhof, and For For Management Michael Pragnell as Directors 8 Reelect Ernst and Young AG as Auditors For For Management - -------------------------------------------------------------------------------- TDC A/S (FORMERLY TELE DANMARK) Ticker: TLD Security ID: DK0010253335 Meeting Date: MAR 29, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Chairman of Meeting For For Management 2 Receive Report of Board None None Management 3 Accept Financial Statements and Statutory For For Management Reports 4 Approve Discharge of Management and Board For For Management 5 Approve Allocation of Income and For For Management Dividends of DKK 12 Per Share 6 Reelect Thorleif Krarup, Lloyd Kelley, For For Management James Callaway, Larry Boyle, Jonathan Klug, Niels Thomas Heering, Rick Moore, and Kurt Anker Nielsen as Directors; Elect Richard McCormick and William Caldwell as Deputy Directors 7 Ratify PricewaterhouseCoopers and Ernst & For For Management Young as Auditors 8 Extend Authorization to Create DKK 108.2 For For Management Million Pool of Conditional Capital without Preemptive Rights 9 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital 10 Other Business (Non-Voting) None None Management - -------------------------------------------------------------------------------- TELEFONICA S.A. (FORMERLY TELEFONICA DE ESPANA, S.A.) Ticker: TEF Security ID: ES0178430E18 Meeting Date: APR 29, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements, Allocation For For Management of Income, and Discharge Directors 2 Approve Dividend Per Share For For Management 3 Approve Auditors For For Management 4 Authorize Repurchase of Shares For For Management 5 Approve General Meeting Guidelines For For Management 6 Authorize Board to Ratify and Execute For For Management Approved Resolutions - -------------------------------------------------------------------------------- TEMPLE-INLAND INC. Ticker: TIN Security ID: 879868107 Meeting Date: MAY 7, 2004 Meeting Type: Annual Record Date: MAR 10, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Donald M. Carlton For For Management 1.2 Elect Director E. Linn Draper, Jr. For For Management 1.3 Elect Director Jeffrey M. Heller For For Management 1.4 Elect Director Kenneth M. Jastrow, II For For Management 1.5 Elect Director James A. Johnson For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TIME WARNER INC Ticker: TWX Security ID: 887317105 Meeting Date: MAY 21, 2004 Meeting Type: Annual Record Date: MAR 23, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James L. Barksdale For For Management 1.2 Elect Director Stephen F. Bollenbach For For Management 1.3 Elect Director Stephen M. Case For Withhold Management 1.4 Elect Director Frank J. Caufield For For Management 1.5 Elect Director Robert C. Clark For For Management 1.6 Elect Director Miles R. Gilburne For Withhold Management 1.7 Elect Director Carla A. Hills For Withhold Management 1.8 Elect Director Reuben Mark For For Management 1.9 Elect Director Michael A. Miles For For Management 1.10 Elect Director Kenneth J. Novack For Withhold Management 1.11 Elect Director Richard D. Parsons For For Management 1.12 Elect Director R. E. Turner For For Management 1.13 Elect Director Francis T. Vincent, Jr. For For Management 2 Ratify Auditors For Against Management 3 Adopt China Principles Against Against Shareholder 4 Report on Pay Disparity Against Against Shareholder - -------------------------------------------------------------------------------- TRANSCANADA CORP Ticker: TRP. Security ID: CA89353D1078 Meeting Date: APR 23, 2004 Meeting Type: Annual/Special Record Date: MAR 5, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director D.D. Baldwin For For Management 1.2 Elect Director W.K. Dobson For For Management 1.3 Elect Director P. Gauthier For For Management 1.4 Elect Director R.F. Haskayne For For Management 1.5 Elect Director K.L. Hawkins For For Management 1.6 Elect Director S.B. Jackson For For Management 1.7 Elect Director P.L. Joskow For For Management 1.8 Elect Director H.N. Kvisle For For Management 1.9 Elect Director D.P. O'Brien For For Management 1.10 Elect Director J.R. Paul For For Management 1.11 Elect Director H.G. Schaefer For For Management 1.12 Elect Director W.T. Stephens For For Management 2 Appoint KPMG LLP as Auditors and For For Management Authorize Board to Fix Remuneration of Auditors 3 Amend Stock Option Plan For For Management 4 Ratify, Confirm and Approve the For For Management Shareholder Rights Plan - -------------------------------------------------------------------------------- UBS AG Ticker: Security ID: CH0012032030 Meeting Date: APR 15, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Allocation of Income and For For Management Dividends of CHF 2.60 per Share 3 Approve Discharge of Board and Senior For For Management Management 4.1 Reelect Peter Davis as Director For For Management 4.2.1 Elect Stephan Haeringer as Director For For Management 4.2.2 Elect Helmut Panke as Director For For Management 4.2.3 Elect Peter Spuhler as Director For For Management 4.3 Ratify Ernst and Young as Auditors For For Management 5.1 Approve CHF 47.6 Million Reduction in For For Management Share Capital via Cancellation of Shares 5.2 Authorize Repurchase of Issued Share For For Management Capital - -------------------------------------------------------------------------------- UNILEVER N.V. Ticker: UN Security ID: NL0000009348 Meeting Date: MAY 12, 2004 Meeting Type: Annual Record Date: MAY 5, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Financial Statements and Report None None Management by Remuneration Committe 2 Approve Financial Statements and For For Management Allocation of Income and Dividends 3 Approve Discharge of Board of Directors For For Management 4 Discussion of Company's Corporate For For Management Governance Report; Amend Articles Re: Adopt One-Tier Board Structure; Enable Shareholders to Override Binding Nominations for Appointment of Directors; Other Changes 5.1 Elect A. Burgmans as Executive Director For For Management 5.2 Elect A. Butler as Executive Director For For Management 5.3 Elect P. Cescau as Executive Director For For Management 5.4 Elect K. Dadiseth as Executive Director For For Management 5.5 Elect NWA Fitzgerald KBE as Executive For For Management Director 5.6 Elect A. van Heemstra as Executive For For Management Director 5.7 Elect R. Markham as Executive Director For For Management 5.8 Elect C. van der Graaf as New Executive For For Management Director 6.1 Elect Rt Hon The Lord of Brittan of For For Management Spennithorne QC DL as Non-Executive Director 6.2 Elect Baroness Chalker of Wallasey as For For Management Non-Executive Director 6.3 Elect B. Collomb as Non-Executive For For Management Director 6.4 Elect W. Dik as Non-Executive Director For For Management 6.5 Elect O. Fanjul as Non-Executive Director For For Management 6.6 Elect C. Gonzalez as Non-Executive For For Management Director 6.7 Elect H. Kopper as Non-Executive Director For For Management 6.8 Elect Lord Simon of Highbury CBE as For For Management Non-Executive Director 6.9 Elect van der Veer as Non-Executive For For Management Director 7 Approve Remuneration of Non-Executive For For Management Directors in an Aggregate Amount of EUR 800,000 8 Ratify PricewaterhouseCoopers as Auditors For For Management 9 Grant Board Authority to Issue All For Against Management Authorized Yet Unissued Shares Restricting/Excluding Preemptive Rights 10 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital 11 Authorize Board to Set Record Date for a For For Management Period of Five Years 12 Allow Questions None None Management - -------------------------------------------------------------------------------- VOLKSWAGEN AG (VW) Ticker: VWAG Security ID: 5497168 Meeting Date: APR 22, 2004 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Announcement of Resolutions Passed at None None Management 2004 AGM Re: Issuance of New Shares 2 Approve Creation of EUR 400 Million Pool For For Management of Conditional Capital with Preemptive Rights 3 Announcement of Resolutions Passed at None None Management 2004 AGM Re: Issuance of New Bonds 4 Approve Issuance of Convertible Bonds For For Management and/or Bonds with Warrants Attached up to Aggregate Nominal Amount of EUR 5 Billion with Preemptive Rights; Approve Creation of EUR 100 Million Pool of Conditional Capital to Guarantee Conversion Rights - -------------------------------------------------------------------------------- VOLKSWAGEN AG (VW) Ticker: VWAG Security ID: DE0007664005 Meeting Date: APR 22, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Financial Statements and None None Management Statutory Reports 2 Approve Allocation of Income and For For Management Dividends of EUR 1.05 per Common Share and EUR 1.11 per Preferred Share 3 Approve Discharge of Management Board For For Management 4 Approve Discharge of Supervisory Board For For Management 5 Approve Creation of EUR 400 Million Pool For For Management of Conditional Capital with Preemptive Rights 6 Approve Issuance of Convertible Bonds For For Management and/or Bonds with Warrants Attached up to Aggregate Nominal Amount of EUR 5 Billion with Preemptive Rights; Approve Creation of EUR 100 Million Pool of Conditional Capital to Guarantee Conversion Rights 7 Authorize Share Repurchase Program and For For Management Reissuance of Repurchased Shares 8 Approve Affiliation Agreements with For For Management Subsidiaries (Volkswagen Coaching GmbH) 9 Ratify PwC Deutsche Revision AG as For For Management Auditors - -------------------------------------------------------------------------------- WASTE MANAGEMENT, INC. Ticker: WMI Security ID: 94106L109 Meeting Date: MAY 14, 2004 Meeting Type: Annual Record Date: MAR 19, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Pastora San Juan Cafferty For For Management 1.2 Elect Director Frank M. Clark, Jr. For For Management 1.3 Elect Director Robert S. Miller For For Management 1.4 Elect Director A. Maurice Myers For For Management 1.5 Elect Director John C. Pope For Withhold Management 1.6 Elect Director W. Robert Reum For For Management 1.7 Elect Director Steven G. Rothmeier For For Management 1.8 Elect Director David P. Steiner For For Management 1.9 Elect Director Carl W. Vogt For Withhold Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Approve Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- WILLIS GROUP HOLDINGS LTD Ticker: WSH Security ID: G96655108 Meeting Date: MAY 7, 2004 Meeting Type: Annual Record Date: MAR 9, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William W. Bradley For For Management 1.2 Elect Director Joseph A. Califano, Jr. For For Management 1.3 Elect Director James R. Fisher For Against Management 1.4 Elect Director Perry Golkin For Against Management 1.5 Elect Director Paul M. Hazen For Against Management 1.6 Elect Director Wendy E. Lane For For Management 1.7 Elect Director James F. Mccann For For Management 1.8 Elect Director Scott C. Nuttall For Against Management 1.9 Elect Director Joseph J. Plumeri For For Management 1.10 Elect Director Douglas B. Roberts For Against Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- WOLTERS KLUWER NV Ticker: WTKWY Security ID: NL0000395887 Meeting Date: APR 21, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2.1 Receive Report of Management Board None None Management 2.2 Receive Report of Supervisory Board None None Management 2.3 Approve Financial Statements and For For Management Statutory Reports 2.4 Approve Allocation of Income and For For Management Dividends of EUR 0.55 Per Share 3 Discussion about Company's Corporate None None Management Governance Report 4.1 Approve Discharge of Management Board For For Management 4.2 Approve Discharge of Supervisory Board For For Management 5.1 Reelect K. van Miert to Supervisory Board For For Management 5.2 Elect H. Scheffers to Supervisory Board For For Management 6.1 Approve Remuneration Policy for For For Management Management Board Members 6.2 Approve Long-Term Incentive Plan for For For Management Management Board Members 7 Grant Board Authority to Issue Up to 20 For For Management Percent of the Authorized Yet Unissued Shares Restricting/Excluding Preemptive Rights 8 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital 9 Other Business None None Management 10 Close Meeting None None Management - -------------------------------------------------------------------------------- XL CAPITAL LTD (FORMERLY EXEL LTD. ) Ticker: XL Security ID: G98255105 Meeting Date: APR 30, 2004 Meeting Type: Annual Record Date: MAR 15, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John Loudon For For Management 1.2 Elect Director Robert S. Parker For For Management 1.3 Elect Director Alan Z. Senter For For Management 2 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) TEMPLETON GROWTH FUND, INC. ------------------------------------------------------------------- By:(Signature and Title)*/s/JIMMY D. GAMBILL ------------------------------------------------------ Jimmy D. Gambill, Chief Executive Officer - Finance and Administration Date August 25, 2004 -------------------------------------------------------------------------- *Print the name and title of each signing officer under his or her signature.