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

                      FORM N-PX

ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
            MANAGEMENT INVESTMENT COMPANY

Investment Company Act File number: 811-03931

		Clipper Fund, Inc.
__________________________________________________________
     (Exact name of registrant as specified in charter)


CLIPPER FUND, INC.
2949 East Elvira Road, Suite 101
Tucson, Arizona 85756
__________________________________________________________
(Address of principal executive offices)	(Zip code)

Registrant's telephone number, including area code:

(800) 432-2504

Date of fiscal year end: 12/31

Date of reporting period: 07/01/2012-06/30/2013

			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.

Clipper Fund, Inc.
___________________________________________________________
                       (Registrant)


Person signing this Report on Behalf of reporting Registrant:

Name:     Kenneth C Eich
Title:    Principal Executive Officer
Phone:    (520) 806-7600
Signature, Place, and Date of Signing:
Kenneth C Eich, Arizona  August 26, 2013
******************************* FORM N-Px REPORT *******************************

ICA File Number: 811-03931
Reporting Period: 07/01/2012 - 06/30/2013
Clipper Fund, Inc.


================================= Clipper Fund =================================


ALLEGHANY CORPORATION  *

Ticker:       Y              Security ID:  017175100
Meeting Date: APR 26, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Stephen P. Bradley       For       For          Management
1b    Elect Director Karen Brenner            For       For          Management
1c    Elect Director Thomas S. Johnson        For       For          Management
1d    Elect Director James F. Will            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


* Notice of Votes made in Non-Conformance of Proxy Policy:
By written agreement Davis Advisors delivers a proxy to Alleghany Corporation
management empowering them to "Mirror Vote" all shares in excess of 9.9%.
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AMERICAN EXPRESS COMPANY

Ticker:       AXP            Security ID:  025816109
Meeting Date: APR 29, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Charlene Barshefsky      For       For          Management
1.2   Elect Director Ursula M. Burns          For       For          Management
1.3   Elect Director Kenneth I. Chenault      For       For          Management
1.4   Elect Director Peter Chernin            For       For          Management
1.5   Elect Director Anne Lauvergeon          For       For          Management
1.6   Elect Director Theodore J. Leonsis      For       For          Management
1.7   Elect Director Richard C. Levin         For       For          Management
1.8   Elect Director Richard A. McGinn        For       Withhold     Management
1.9   Elect Director Samuel J. Palmisano      For       For          Management
1.10  Elect Director Steven S Reinemund       For       For          Management
1.11  Elect Director Daniel L. Vasella        For       For          Management
1.12  Elect Director Robert D. Walter         For       For          Management
1.13  Elect Director Ronald A. Williams       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Require Independent Board Chairman      Against   Against      Shareholder


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AMERIPRISE FINANCIAL, INC.

Ticker:       AMP            Security ID:  03076C106
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director James M. Cracchiolo      For       For          Management
1b    Elect Director Lon R. Greenberg         For       Against      Management
1c    Elect Director Warren D. Knowlton       For       Against      Management
1d    Elect Director W. Walker Lewis          For       Against      Management
1e    Elect Director Siri S. Marshall         For       Against      Management
1f    Elect Director Jeffery Noddle           For       Against      Management
1g    Elect Director H. Jay Sarles            For       For          Management
1h    Elect Director Robert F. Sharpe, Jr.    For       Against      Management
1i    Elect Director William H. Turner        For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Reduce Supermajority Vote Requirement   Against   For          Shareholder


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BED BATH & BEYOND INC.

Ticker:       BBBY           Security ID:  075896100
Meeting Date: JUN 28, 2013   Meeting Type: Annual
Record Date:  MAY 03, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Warren Eisenberg         For       For          Management
1b    Elect Director Leonard Feinstein        For       For          Management
1c    Elect Director Steven H. Temares        For       For          Management
1d    Elect Director Dean S. Adler            For       For          Management
1e    Elect Director Stanley F. Barshay       For       For          Management
1f    Elect Director Klaus Eppler             For       For          Management
1g    Elect Director Patrick R. Gaston        For       For          Management
1h    Elect Director Jordan Heller            For       For          Management
1i    Elect Director Victoria A. Morrison     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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BERKSHIRE HATHAWAY INC.

Ticker:       BRK/A          Security ID:  084670108
Meeting Date: MAY 04, 2013   Meeting Type: Annual
Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Warren E. Buffett        For       For          Management
1.2   Elect Director Charles T. Munger        For       For          Management
1.3   Elect Director Howard G. Buffett        For       For          Management
1.4   Elect Director Stephen B. Burke         For       For          Management
1.5   Elect Director Susan L. Decker          For       For          Management
1.6   Elect Director William H. Gates III     For       For          Management
1.7   Elect Director David S. Gottesman       For       For          Management
1.8   Elect Director Charlotte Guyman         For       For          Management
1.9   Elect Director Donald R. Keough         For       For          Management
1.10  Elect Director Thomas S. Murphy         For       For          Management
1.11  Elect Director Ronald L. Olson          For       For          Management
1.12  Elect Director Walter Scott, Jr.        For       For          Management
1.13  Elect Director Meryl B. Witmer          For       For          Management
2     Adopt Quantitative Goals for GHG and    Against   Against      Shareholder
      Other Air Emissions


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BRASIL PHARMA SA

Ticker:       BPHA3 BZ       Security ID:  P1815Q108
Meeting Date: MAY 13, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Allocation of Income and        For       For          Management
      Dividends
3     Approve Remuneration of Company's       For       For          Management
      Management
4     Elect Directors, Chairman, and Vice     For       For          Management
      Chairman


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BRASIL PHARMA SA

Ticker:       BPHA3 BZ       Security ID:  P1815Q108
Meeting Date: MAY 13, 2013   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Ratify Independent Firm to Appraise     For       For          Management
      Proposed Transaction
2     Approve Independent Firm's Appraisal    For       For          Management
3     Approve Acquisition Agreement between   For       For          Management
      the Company and Sant'ana S.A. Drogaria
      Farmacias
4     Approve Share Exchange Ratio            For       For          Management
5     Approve Acquisition of Sant'ana S.A.    For       For          Management
      Drogaria Farmacias
6     Amend Article 5 to Reflect Changes in   For       For          Management
      Capital Due to Acquisition
7     Amend Article 6 to Reflect Changes to   For       For          Management
      the Company's Authorized Capital
8     Change Company's Name                   For       For          Management
9     Consolidate Bylaws                      For       For          Management
10    Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions


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BRAZIL PHARMA SA

Ticker:       BPHA3 BZ       Security ID:  P1815Q108
Meeting Date: SEP 17, 2012   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Minutes of Meeting              For       For          Management
2     Appoint Independent Firm to Appraise    For       For          Management
      Proposed Transaction
3     Approve Independent Firm's Appraisal    For       For          Management
4     Approve Acquisition Agreement between   For       For          Management
      the Company and Farmais Franchising S.
      A.
5     Approve Share Exchange Ratio            For       For          Management
6     Approve Acquisition of Farmais          For       For          Management
      Franchising S.A.
7     Amend Article 5 to Reflect Changes in   For       For          Management
      Capital
8     Amend Article 6 Re: Authorized Capital  For       For          Management
9     Amend Article 2 to Reflect New Office   For       For          Management
      Location
10    Consolidate Bylaws                      For       For          Management
11    Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions


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CANADIAN NATURAL RESOURCES LIMITED

Ticker:       CNQ            Security ID:  136385101
Meeting Date: MAY 02, 2013   Meeting Type: Annual/Special
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect C.M. Best, N. M. Edwards, T.W.    For       For          Management
      Faithfull, G. A. Filmon, C. L. Fong, G.
      D. Giffin, W.A. Gobert, S.W. Laut, K.A.
       J. MacPhail, F.J. McKenna, E.R. Smith
      and D.A. Tuer as Directors
1.1   Elect Director Catherine M. Best        For       For          Management
1.2   Elect Director N. Murray Edwards        For       For          Management
1.3   Elect Director Timothy W. Faithfull     For       For          Management
1.4   Elect Director Gary A. Filmon           For       For          Management
1.5   Elect Director Christopher L. Fong      For       For          Management
1.6   Elect Director Gordon D. Giffin         For       For          Management
1.7   Elect Director Wilfred A. Gobert        For       For          Management
1.8   Elect Director Steve W. Laut            For       For          Management
1.9   Elect Director Keith A. J. MacPhail     For       For          Management
1.10  Elect Director Frank J. McKenna         For       For          Management
1.11  Elect Director Eldon R. Smith           For       For          Management
1.12  Elect Director David A. Tuer            For       For          Management
2     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration
3     Re-approve Stock Option Plan            For       For          Management
4     Advisory Vote on Executive              For       For          Management
      Compensation Approach


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CIELO SA

Ticker:       CIEL3 BZ       Security ID:  P2859E100
Meeting Date: APR 26, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Allocation of Income and        For       For          Management
      Dividends
3     Approve Remuneration of Company's       For       For          Management
      Management and Elect Fiscal Council
      Members


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

CIELO SA

Ticker:       CIEL3 BZ       Security ID:  P2859E100
Meeting Date: APR 26, 2013   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Authorize Capitalization of Reserves    For       For          Management
      for Bonus Issue


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COSTCO WHOLESALE CORPORATION

Ticker:       COST           Security ID:  22160K105
Meeting Date: JAN 24, 2013   Meeting Type: Annual
Record Date:  NOV 23, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Benjamin S. Carson, Sr.  For       For          Management
1.2   Elect Director William H. Gates         For       For          Management
1.3   Elect Director Hamilton E. James        For       For          Management
1.4   Elect Director W. Craig Jelinek         For       For          Management
1.5   Elect Director Jill S. Ruckelshaus      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       Against   Against      Shareholder


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CVS CAREMARK CORPORATION

Ticker:       CVS            Security ID:  126650100
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. David Brown II        For       For          Management
1.2   Elect Director David W. Dorman          For       For          Management
1.3   Elect Director Anne M. Finucane         For       For          Management
1.4   Elect Director Kristen Gibney Williams  For       For          Management
1.5   Elect Director Larry J. Merlo           For       For          Management
1.6   Elect Director Jean-Pierre Millon       For       For          Management
1.7   Elect Director Richard J. Swift         For       For          Management
1.8   Elect Director William C. Weldon        For       For          Management
1.9   Elect Director Tony L. White            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
5     Reduce Vote Requirement Under the Fair  For       For          Management
      Price Provision
6     Report on Political Contributions       Against   Against      Shareholder
7     Pro-rata Vesting of Equity Awards       Against   Against      Shareholder
8     Report on Lobbying Payments and Policy  Against   Against      Shareholder


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

DIAGEO PLC

Ticker:       DGE LN         Security ID:  G42089113
Meeting Date: OCT 17, 2012   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Report             For       For          Management
3     Approve Final Dividend                  For       For          Management
4     Re-elect Peggy Bruzelius as Director    For       For          Management
5     Re-elect Laurence Danon as Director     For       For          Management
6     Re-elect Lord Davies of Abersoch as     For       For          Management
      Director
7     Re-elect Betsy Holden as Director       For       For          Management
8     Re-elect Dr Franz Humer as Director     For       For          Management
9     Re-elect Deirdre Mahlan as Director     For       For          Management
10    Re-elect Philip Scott as Director       For       For          Management
11    Re-elect Todd Stitzer as Director       For       For          Management
12    Re-elect Paul Walsh as Director         For       For          Management
13    Elect Ho KwonPing as Director           For       For          Management
14    Elect Ivan Menezes as Director          For       For          Management
15    Reappoint KPMG Audit plc as Auditors    For       For          Management
16    Authorise Board to Fix Remuneration of  For       For          Management
      Auditors
17    Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
18    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
19    Authorise Market Purchase of Ordinary   For       For          Management
      Shares
20    Authorise EU Political Donations and    For       For          Management
      Expenditure
21    Authorise the Company to Call EGM with  For       For          Management
      Two Weeks' Notice


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EVEREST RE GROUP, LTD.

Ticker:       RE             Security ID:  G3223R108
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Dominic J. Addesso       For       For          Management
1.2   Elect Director John J. Amore            For       For          Management
1.3   Elect Director John R. Dunne            For       For          Management
1.4   Elect Director Joseph V. Taranto        For       For          Management
1.5   Elect Director John A. Weber            For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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GOOGLE INC.

Ticker:       GOOG           Security ID:  38259P508
Meeting Date: JUN 06, 2013   Meeting Type: Annual
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Larry Page               For       For          Management
1.2   Elect Director Sergey Brin              For       For          Management
1.3   Elect Director Eric E. Schmidt          For       For          Management
1.4   Elect Director L. John Doerr            For       Withhold     Management
1.5   Elect Director Diane B. Greene          For       For          Management
1.6   Elect Director John L. Hennessy         For       For          Management
1.7   Elect Director Ann Mather               For       For          Management
1.8   Elect Director Paul S. Otellini         For       Withhold     Management
1.9   Elect Director K. Ram Shriram           For       For          Management
1.10  Elect Director Shirley M. Tilghman      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Report on Reducing Lead Battery Health  Against   Against      Shareholder
      Hazards
4     Approve Recapitalization Plan for all   Against   For          Shareholder
      Stock to Have One-vote per Share
5     Stock Retention/Holding Period          Against   For          Shareholder
6     Adopt Policy on Succession Planning     Against   Against      Shareholder


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HEWLETT-PACKARD COMPANY

Ticker:       HPQ            Security ID:  428236103
Meeting Date: MAR 20, 2013   Meeting Type: Annual
Record Date:  JAN 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Marc L. Andreessen       For       For          Management
1.2   Elect Director Shumeet Banerji          For       For          Management
1.3   Elect Director Rajiv L. Gupta           For       For          Management
1.4   Elect Director John H. Hammergren       For       Against      Management
1.5   Elect Director Raymond J. Lane          For       Against      Management
1.6   Elect Director Ann M. Livermore         For       For          Management
1.7   Elect Director Gary M. Reiner           For       For          Management
1.8   Elect Director Patricia F. Russo        For       For          Management
1.9   Elect Director G. Kennedy Thompson      For       Against      Management
1.10  Elect Director Margaret C. Whitman      For       For          Management
1.11  Elect Director Ralph V. Whitworth       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Provide Proxy Access Right              For       For          Management
5     Amend Omnibus Stock Plan                For       For          Management
6     Establish Environmental/Social Issue    Against   Against      Shareholder
      Board Committee
7     Amend Human Rights Policies             Against   Against      Shareholder
8     Stock Retention/Holding Period          Against   For          Shareholder


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JULIUS BAER GRUPPE AG

Ticker:       BAER VX        Security ID:  H4414N103
Meeting Date: SEP 19, 2012   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve CHF 750,000 Authorized Share    For       For          Management
      Capital Increase for the Purpose of
      the Partial Financing of the
      Acquisition of the International
      Wealth Management Business of Bank of
      America Merrill Lynch Outside the
      Unites States


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JULIUS BAER GRUPPE AG

Ticker:       BAER VX        Security ID:  H4414N103
Meeting Date: APR 10, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Accept Financial Statements and         For       For          Management
      Statutory Reports
1.2   Approve Remuneration Report             For       For          Management
2     Approve Allocation of Income and        For       For          Management
      Dividends of CHF 0.60 per Share
3     Approve Discharge of Board and Senior   For       For          Management
      Management
4.1   Reelect Daniel J. Sauter as Director    For       For          Management
4.2   Reelect Claire Giraut as Director       For       For          Management
4.3   Reelect Gilbert Achermann as Director   For       For          Management
4.4   Reelect Andreas Amschwand as Director   For       For          Management
4.5   Reelect Leonhard H. Fischer as Director For       For          Management
4.6   Reelect Gareth Penny as Director        For       For          Management
5     Ratify KPMG as Auditors                 For       For          Management


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LOEWS CORPORATION

Ticker:       L              Security ID:  540424108
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Lawrence S. Bacow        For       For          Management
1b    Elect Director Ann E. Berman            For       For          Management
1c    Elect Director Joseph L. Bower          For       For          Management
1d    Elect Director Charles M. Diker         For       For          Management
1e    Elect Director Jacob A. Frenkel         For       For          Management
1f    Elect Director Paul J. Fribourg         For       For          Management
1g    Elect Director Walter L. Harris         For       For          Management
1h    Elect Director Philip A. Laskawy        For       For          Management
1i    Elect Director Ken Miller               For       For          Management
1j    Elect Director Gloria R. Scott          For       For          Management
1k    Elect Director Andrew H. Tisch          For       For          Management
1l    Elect Director James S. Tisch           For       For          Management
1m    Elect Director Jonathan M. Tisch        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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MARKEL CORPORATION

Ticker:       MKL            Security ID:  570535104
Meeting Date: FEB 26, 2013   Meeting Type: Special
Record Date:  JAN 17, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Issue Shares in Connection with         For       For          Management
      Acquisition
2     Other Business                          For       For          Management


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MARKEL CORPORATION

Ticker:       MKL            Security ID:  570535104
Meeting Date: MAY 13, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director J. Alfred Broaddus, Jr.  For       For          Management
1b    Elect Director Douglas C. Eby           For       For          Management
1c    Elect Director Stewart M. Kasen         For       For          Management
1d    Elect Director Alan I. Kirshner         For       For          Management
1e    Elect Director Lemuel E. Lewis          For       For          Management
1f    Elect Director Darrell D. Martin        For       For          Management
1g    Elect Director Anthony F. Markel        For       For          Management
1h    Elect Director Steven A. Markel         For       For          Management
1i    Elect Director Jay M. Weinberg          For       For          Management
1j    Elect Director Debora J. Wilson         For       For          Management
1k    Elect Director K. Bruce Connell         For       For          Management
1l    Elect Director Michael O'Reilly         For       For          Management
2     Ratify Auditors                         For       For          Management


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MICROSOFT CORPORATION

Ticker:       MSFT           Security ID:  594918104
Meeting Date: NOV 28, 2012   Meeting Type: Annual
Record Date:  SEP 14, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Steven A. Ballmer        For       For          Management
2     Elect Director Dina Dublon              For       For          Management
3     Elect Director William H. Gates, III    For       For          Management
4     Elect Director Maria M. Klawe           For       For          Management
5     Elect Director Stephen J. Luczo         For       For          Management
6     Elect Director David F. Marquardt       For       For          Management
7     Elect Director Charles H. Noski         For       For          Management
8     Elect Director Helmut Panke             For       For          Management
9     Elect Director John W. Thompson         For       For          Management
10    Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
11    Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
12    Ratify Auditors                         For       For          Management
13    Provide for Cumulative Voting           Against   Against      Shareholder


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RHJ INTERNATIONAL SA

Ticker:       RHJI BB        Security ID:  B70883101
Meeting Date: JUN 18, 2013   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1(i)  Approve Allocation of Income Re:        For       For          Management
      Reduction of Available Reserves
1(ii) Approve Reduction in Share Capital in   For       For          Management
      Order to Increase Available Reserves
2     Amend Range of Board Size               For       For          Management
3     Authorize Implementation of Approved    For       For          Management
      Resolutions and Filing of Required
      Documents/Formalities at Trade Registry


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RHJ INTERNATIONAL SA

Ticker:       RHJI BB        Security ID:  B70883101
Meeting Date: JUN 18, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive Directors' Reports (Non-Voting) None      None         Management
2     Receive Auditors' Reports (Non-Voting)  None      None         Management
3     Receive Consolidated Financial          None      None         Management
      Statements  (Non-Voting)
4     Approve Financial Statements and        For       For          Management
      Allocation of Income
5     Approve Discharge of Directors          For       For          Management
6     Approve Discharge of Auditors           For       For          Management
7.1   Approve Remuneration Report             For       For          Management
7.2   Disapprove Remuneration Report and      Against   Against      Shareholder
      Limit Executive Remuneration
8     Ratify KPMG as Auditors and Approve     For       For          Management
      Auditors' Remuneration
9.1   Approve Capital Reduction and Make a    Against   Against      Shareholder
      Distribution of EUR 1.75 per Share
9.2   Disapprove Capital Reduction as         For       For          Management
      Proposed under Item 9.1
10.1  Appoint Shareholder Nominee Juan        Against   Against      Shareholder
      Carlos Garcia Centeno and Dismiss
      Current Director Ronald Daniel
10.2  Appoint Shareholder Nominee Peter K.    Against   Against      Shareholder
      Drew and Dismiss Current Director Gerd
      Hausler
10.3  Appoint Shareholder Nominee David       Against   Against      Shareholder
      Burns and Dismiss Current Director
      Leonhard Fischer
10.4  Appoint Shareholder Nominee             Against   Against      Shareholder
      Christopher Wetherhill and Dismiss
      Current Director Jun Makihara
10.5  Appoint Shareholder Nominee Ben         Against   Against      Shareholder
      Adamson and Dismiss Current Director
      Lucio Noto
10.6  Appoint Shareholder Nominee Daniel      Against   Against      Shareholder
      Tafur as Director
10.7  Appoint Shareholder Nominee Fabio       Against   Against      Shareholder
      Lopze Ceron as Director
10.8  Disapprove Any Proposed Dismissal or    For       For          Management
      Appointmet as Proposed under Items 10.
      1-10.7
11.1  Indicate Juan Carlos Garcia Centeno,    Against   Against      Shareholder
      Peter K. Drew, David Burns,
      Christopher Weterhill, Benjamin
      Adamson, Daniel Tafur, and Fabio Lopez
      Ceron as Independent Directors
11.2  Disapprove of Indicating the            For       For          Management
      Shareholder Nominees as Independent
      Directors
12.1  Approve Remuneration of Shareholder     Against   Against      Shareholder
      Nominees as Executive Directors
12.2  Disapprove of Shareholder Proposal      For       For          Management
      Made under Item 12.1


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TEXAS INSTRUMENTS INCORPORATED

Ticker:       TXN            Security ID:  882508104
Meeting Date: APR 18, 2013   Meeting Type: Annual
Record Date:  FEB 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Ralph W. Babb, JR.       For       For          Management
1b    Elect Director Mark A. Blinn            For       For          Management
1c    Elect Director Daniel A. Carp           For       For          Management
1d    Elect Director Carrie S. Cox            For       For          Management
1e    Elect Director Pamela H. Patsley        For       For          Management
1f    Elect Director Robert E. Sanchez        For       For          Management
1g    Elect Director Wayne R. Sanders         For       For          Management
1h    Elect Director Ruth J. Simmons          For       For          Management
1i    Elect Director Richard K. Templeton     For       For          Management
1j    Elect Director Christine Todd Whitman   For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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THE BANK OF NEW YORK MELLON CORPORATION

Ticker:       BK             Security ID:  064058100
Meeting Date: APR 09, 2013   Meeting Type: Annual
Record Date:  FEB 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ruth E. Bruch            For       For          Management
1.2   Elect Director Nicholas M. Donofrio     For       For          Management
1.3   Elect Director Gerald L. Hassell        For       For          Management
1.4   Elect Director Edmund F. 'Ted' Kelly    For       For          Management
1.5   Elect Director Richard J. Kogan         For       For          Management
1.6   Elect Director Michael J. Kowalski      For       For          Management
1.7   Elect Director John A. Luke, Jr.        For       For          Management
1.8   Elect Director Mark A. Nordenberg       For       For          Management
1.9   Elect Director Catherine A. Rein        For       For          Management
1.10  Elect Director William C. Richardson    For       For          Management
1.11  Elect Director Samuel C. Scott, III     For       For          Management
1.12  Elect Director Wesley W. von Schack     For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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THE GOLDMAN SACHS GROUP, INC.

Ticker:       GS             Security ID:  38141G104
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Lloyd C. Blankfein       For       For          Management
2     Elect Director M. Michele Burns         For       For          Management
3     Elect Director Gary D. Cohn             For       For          Management
4     Elect Director Claes Dahlback           For       For          Management
5     Elect Director William W. George        For       For          Management
6     Elect Director James A. Johnson         For       Against      Management
7     Elect Director Lakshmi N. Mittal        For       For          Management
8     Elect Director Adebayo O. Ogunlesi      For       For          Management
9     Elect Director James J. Schiro          For       For          Management
10    Elect Director Debora L. Spar           For       For          Management
11    Elect Director Mark E. Tucker           For       For          Management
12    Elect Director David A. Viniar          For       For          Management
13    Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
14    Approve Omnibus Stock Plan              For       For          Management
15    Ratify Auditors                         For       For          Management
16    Establish Board Committee on Human      Against   Against      Shareholder
      Rights
17    Report on Lobbying Payments and Policy  Against   Against      Shareholder
18    Adopt Proxy Access Right                Against   Against      Shareholder
19    Employ Investment Bank to Explore       Against   Against      Shareholder
      Alternatives to Maximize Shareholder
      Value


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WELLS FARGO & COMPANY

Ticker:       WFC            Security ID:  949746101
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  FEB 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director John D. Baker, II        For       For          Management
1b    Elect Director Elaine L. Chao           For       For          Management
1c    Elect Director John S. Chen             For       For          Management
1d    Elect Director Lloyd H. Dean            For       For          Management
1e    Elect Director Susan E. Engel           For       For          Management
1f    Elect Director Enrique Hernandez, Jr.   For       For          Management
1g    Elect Director Donald M. James          For       For          Management
1h    Elect Director Cynthia H. Milligan      For       For          Management
1i    Elect Director Federico F. Pena         For       For          Management
1j    Elect Director Howard V. Richardson     For       For          Management
1k    Elect Director Judith M. Runstad        For       For          Management
1l    Elect Director Stephen W. Sanger        For       For          Management
1m    Elect Director John G. Stumpf           For       For          Management
1n    Elect Director Susan G. Swenson         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management
5     Require Independent Board Chairman      Against   Against      Shareholder
6     Report on Lobbying Payments and Policy  Against   Against      Shareholder
7     Review Fair Housing and Fair Lending    Against   Against      Shareholder
      Compliance

========== END NPX REPORT