UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM N-PX

ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number: 811-04604

                           Credit Suisse Capital Funds
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               (Exact name of registrant as specified in charter)


                    c/o Credit Suisse Asset Management, LLC
                              466 Lexington Avenue
                            New York, New York 10017
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              (Address of principal executive offices) (Zip code)

                               J. Kevin Gao, Esq.
                              466 Lexington Avenue
                            New York, New York 10017
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                    (Name and address of agent for service)

Registrant's telephone number, including area code: (212) 875-3500

Date of fiscal year end: 10/31
Date of reporting period: July 1, 2005 - June 30, 2006


ITEM 1. PROXY VOTING RECORD

Credit Suisse Capital Funds


============================= LARGE CAP VALUE FUND =============================


ABERCROMBIE & FITCH CO.

Ticker:       ANF            Security ID:  002896207
Meeting Date: JUN 14, 2006   Meeting Type: Annual
Record Date:  APR 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James B. Bachmann          For       For        Management
1.2   Elect Director Lauren J. Brisky           For       For        Management
1.3   Elect Director Michael S. Jeffries        For       For        Management
1.4   Elect Director John W. Kessler            For       Withhold   Management
2     Ratify Auditors                           For       For        Management


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AETNA INC.

Ticker:       AET            Security ID:  00817Y108
Meeting Date: APR 28, 2006   Meeting Type: Annual
Record Date:  FEB 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Betsy Z. Cohen             For       For        Management
1.2   Elect Director Molly J. Coye, M.D.        For       For        Management
1.3   Elect Director Barbara H. Franklin        For       For        Management
1.4   Elect Director Jeffrey E. Garten          For       For        Management
1.5   Elect Director Earl G. Graves             For       For        Management
1.6   Elect Director Gerald Greenwald           For       For        Management
1.7   Elect Director Ellen M. Hancock           For       For        Management
1.8   Elect Director Michael H. Jordan          For       For        Management
1.9   Elect Director Edward J. Ludwig           For       For        Management
1.10  Elect Director Joseph P. Newhouse         For       For        Management
1.11  Elect Director John W. Rowe, M.D.         For       For        Management
1.12  Elect Director Ronald A. Williams         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Qualified Employee Stock Purchase For       For        Management
      Plan
4     Provide for Cumulative Voting             Against   Against    Shareholder


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ALLSTATE CORP., THE

Ticker:       ALL            Security ID:  020002101
Meeting Date: MAY 16, 2006   Meeting Type: Annual
Record Date:  MAR 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director F. Duane Ackerman          For       For        Management
1.2   Elect Director James G. Andress           For       For        Management
1.3   Elect Director W. James Farrell           For       For        Management
1.4   Elect Director Jack M. Greenberg          For       For        Management
1.5   Elect Director Ronald T. Lemay            For       For        Management
1.6   Elect Director Edward M. Liddy            For       For        Management
1.7   Elect Director J. Christopher Reyes       For       For        Management
1.8   Elect Director H. John Riley, Jr.         For       For        Management
1.9   Elect Director Joshua I. Smith            For       For        Management
1.10  Elect Director Judith A. Sprieser         For       For        Management
1.11  Elect Director Mary Alice Taylor          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Approve Non-Employee Director Omnibus     For       For        Management
      Stock Plan
5     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
6     Adopt Simple Majority Vote                Against   For        Shareholder


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ALLTEL CORP.

Ticker:       AT             Security ID:  020039103
Meeting Date: APR 20, 2006   Meeting Type: Annual
Record Date:  FEB 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director William H. Crown           For       For        Management
1.2   Elect Director Joe T. Ford                For       For        Management
1.3   Elect Director John P. McConnell          For       For        Management
1.4   Elect Director Josie C. Natori            For       For        Management
2     Amend Executive Incentive Bonus Plan      For       For        Management
3     Amend Executive Incentive Bonus Plan      For       For        Management
4     Ratify Auditors                           For       For        Management


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ALTRIA GROUP, INC.

Ticker:       MO             Security ID:  02209S103
Meeting Date: APR 27, 2006   Meeting Type: Annual
Record Date:  MAR 6, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Elizabeth E. Bailey        For       For        Management
1.2   Elect Director Harold Brown               For       For        Management
1.3   Elect Director Mathis Cabiallavetta       For       For        Management
1.4   Elect Director Louis C. Camilleri         For       For        Management
1.5   Elect Director J. Dudley Fishburn         For       For        Management
1.6   Elect Director Robert E. R. Huntley       For       For        Management
1.7   Elect Director Thomas W. Jones            For       For        Management
1.8   Elect Director George Munoz               For       For        Management
1.9   Elect Director Lucio A. Noto              For       For        Management
1.10  Elect Director John S. Reed               For       For        Management
1.11  Elect Director Stephen M. Wolf            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Separate Chairman and CEO Positions       Against   Against    Shareholder
4     Adopt ILO Standards                       Against   Against    Shareholder
5     Inform African Americans of Health Risks  Against   Against    Shareholder
      Associated with Menthol Cigarettes
6     Establish Fire Safety Standards for       Against   Against    Shareholder
      Cigarettes
7     Adopt Animal Welfare Policy               Against   Against    Shareholder
8     Support Legislation to Reduce Smoking     Against   Against    Shareholder
9     Provide Information on Second Hand Smoke  Against   Against    Shareholder


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AMERICAN EXPRESS CO.

Ticker:       AXP            Security ID:  025816109
Meeting Date: APR 24, 2006   Meeting Type: Annual
Record Date:  FEB 28, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Daniel F. Akerson          For       For        Management
1.2   Elect Director Charlene Barshefsky        For       For        Management
1.3   Elect Director Ursula M. Burns            For       For        Management
1.4   Elect Director Kenneth I. Chenault        For       For        Management
1.5   Elect Director Peter Chernin              For       For        Management
1.6   Elect Director Peter R. Dolan             For       For        Management
1.7   Elect Director Vernon E. Jordan, Jr.      For       For        Management
1.8   Elect Director Jan Leschly                For       For        Management
1.9   Elect Director Ricahrd A. McGinn          For       For        Management
1.10  Elect Director Edward D. Miller           For       For        Management
1.11  Elect Director Frank P. Popoff            For       For        Management
1.12  Elect Director Robert D. Walter           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Limit/Prohibit Executive Stock-Based      Against   Against    Shareholder
      Awards
4     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
5     Exclude Reference to Sexual Orientation   Against   Against    Shareholder
      from the Company's EEO Statement
6     Company-Specific -- Reimbursement of      Against   Against    Shareholder
      Expenses for Certain
      Shareholder-Nominated Director Candidates


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APACHE CORP.

Ticker:       APA            Security ID:  037411105
Meeting Date: MAY 4, 2006    Meeting Type: Annual
Record Date:  MAR 15, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frederick M. Bohen         For       Withhold   Management
1.2   Elect Director George D. Lawrence         For       Withhold   Management
1.3   Elect Director Rodman D. Patton           For       For        Management
1.4   Elect Director Charles J. Pitman          For       For        Management
1.5   Elect Director Jay A. Precourt            For       For        Management
2     Amend Non-Employee Director Stock Option  For       For        Management
      Plan


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APPLIED MATERIALS, INC.

Ticker:       AMAT           Security ID:  038222105
Meeting Date: MAR 22, 2006   Meeting Type: Annual
Record Date:  JAN 27, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Michael H. Armacost        For       For        Management
1.2   Elect Director Deborah A. Coleman         For       For        Management
1.3   Elect Director Philip V. Gerdine          For       For        Management
1.4   Elect Director Thomas J. Iannotti         For       For        Management
1.5   Elect Director Charles Y.S. Liu           For       For        Management
1.6   Elect Director James C. Morgan            For       For        Management
1.7   Elect Director Gerhard H. Parker          For       For        Management
1.8   Elect Director Willem P. Roelandts        For       For        Management
1.9   Elect Director Michael R. Splinter        For       For        Management
2     Ratify Auditors                           For       For        Management


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AT&T INC

Ticker:       T              Security ID:  00206R102
Meeting Date: APR 28, 2006   Meeting Type: Annual
Record Date:  MAR 1, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director William F. Aldinger, III   For       For        Management
1.2   Elect Director Gilbert F. Amelio          For       For        Management
1.3   Elect Director August A. Busch, III       For       For        Management
1.4   Elect Director Martin K. Eby, Jr.         For       For        Management
1.5   Elect Director James A. Henderson         For       For        Management
1.6   Elect Director Charles F. Knight          For       For        Management
1.7   Elect Director Jon C. Madonna             For       For        Management
1.8   Elect Director Lynn M. Martin             For       For        Management
1.9   Elect Director John B. McCoy              For       For        Management
1.10  Elect Director Mary S. Metz               For       For        Management
1.11  Elect Director Toni Rembe                 For       For        Management
1.12  Elect Director S. Donley Ritchey          For       For        Management
1.13  Elect Director Joyce M. Roche             For       For        Management
1.14  Elect Director Randall L. Stephenson      For       For        Management
1.15  Elect Director Laura D'Andrea Tyson       For       For        Management
1.16  Elect Director Patricia P. Upton          For       For        Management
1.17  Elect Director Edward E. Whitacre, Jr.    For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Amend Articles/Bylaws/Charter-Non-Routine For       For        Management
5     Report on Political Contributions         Against   Against    Shareholder
6     Separate Chairman and CEO Positions       Against   For        Shareholder
7     Report on Pay Disparity                   Against   Against    Shareholder
8     Non-Employee Director Compensation        Against   Against    Shareholder
9     Submit Severance Agreement (Change in     Against   For        Shareholder
      Control) to shareholder Vote
10    Adopt Simple Majority Vote Requirement    Against   Against    Shareholder


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AVON PRODUCTS, INC.

Ticker:       AVP            Security ID:  054303102
Meeting Date: MAY 4, 2006    Meeting Type: Annual
Record Date:  MAR 15, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director W. Don Cornwell            For       For        Management
1.2   Elect Director Edward T. Fogarty          For       For        Management
1.3   Elect Director Stanley C. Gault           For       For        Management
1.4   Elect Director Fred Hassan                For       For        Management
1.5   Elect Director Andrea Jung                For       For        Management
1.6   Elect Director Maria Elena Lagomasino     For       For        Management
1.7   Elect Director Ann S. Moore               For       For        Management
1.8   Elect Director Paul S. Pressler           For       For        Management
1.9   Elect Director Paula Stern, Ph.D.         For       For        Management
1.10  Elect Director Lawrence A. Weinbach       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
4     Report on Charitable Contributions        Against   Against    Shareholder
5     Performance-Based Equity Awards           Against   For        Shareholder
6     Report on Toxic Chemicals                 Against   Against    Shareholder


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BANK OF AMERICA CORP.

Ticker:       BAC            Security ID:  060505104
Meeting Date: APR 26, 2006   Meeting Type: Annual
Record Date:  MAR 3, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director William Barnet, III        For       For        Management
1.2   Elect Director Frank P. Bramble, Sr.      For       For        Management
1.3   Elect Director John T. Collins            For       For        Management
1.4   Elect Director Gary L. Countryman         For       For        Management
1.5   Elect Director Tommy R. Franks            For       For        Management
1.6   Elect Director Paul Fulton                For       For        Management
1.7   Elect Director Charles K. Gifford         For       For        Management
1.8   Elect Director W. Steven Jones            For       For        Management
1.9   Elect Director Kenneth D. Lewis           For       For        Management
1.10  Elect Director Monica C. Lozano           For       For        Management
1.11  Elect Director Walter E. Massey           For       For        Management
1.12  Elect Director Thomas J. May              For       For        Management
1.13  Elect Director Patricia E. Mitchell       For       For        Management
1.14  Elect Director Thomas M. Ryan             For       For        Management
1.15  Elect Director O. Temple Sloan, Jr.       For       For        Management
1.16  Elect Director Meredith R. Spangler       For       For        Management
1.17  Elect Director Robert L. Tillman          For       For        Management
1.18  Elect Director Jackie M. Ward             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Publish Political Contributions           Against   Against    Shareholder
5     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
6     Provide for an Independent Chairman       Against   For        Shareholder
7     Exclude Reference to Sexual Orientation   Against   Against    Shareholder
      from the Company's EEO Statement


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BANK OF NEW YORK CO., INC., THE

Ticker:       BK             Security ID:  064057102
Meeting Date: APR 11, 2006   Meeting Type: Annual
Record Date:  FEB 21, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frank J. Biondi            For       For        Management
1.2   Elect Director Nicholas M. Donofrio       For       For        Management
1.3   Elect Director Gerald L. Hassel           For       For        Management
1.4   Elect Director Richard J. Kogan           For       For        Management
1.5   Elect Director Michael J. Kowalski        For       For        Management
1.6   Elect Director John A. Luke, Jr.          For       For        Management
1.7   Elect Director John C. Malone             For       Withhold   Management
1.8   Elect Director Paul Myners                For       For        Management
1.9   Elect Director Catherine A. Rein          For       For        Management
1.10  Elect Director Thomas A. Renyi            For       For        Management
1.11  Elect Director William C. Richardson      For       For        Management
1.12  Elect Director Brian l. Roberts           For       For        Management
1.13  Elect Director Samuel C. Scott, III       For       For        Management
1.14  Elect Director Richard C. Vaughan         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Provide for Cumulative Voting             Against   For        Shareholder
4     Reimbursement of Expenses of Opposition   Against   Against    Shareholder
      Candidates


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CAPITAL ONE FINANCIAL CORP.

Ticker:       COF            Security ID:  14040H105
Meeting Date: APR 27, 2006   Meeting Type: Annual
Record Date:  FEB 28, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard D. Fairbank        For       For        Management
1.2   Elect Director E.R. Campbell              For       For        Management
1.3   Elect Director Stanley Westreich          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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CHEVRON CORPORATION

Ticker:       CVX            Security ID:  166764100
Meeting Date: APR 26, 2006   Meeting Type: Annual
Record Date:  MAR 6, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Samuel H. Armacost         For       For        Management
1.2   Elect Director Linnet F. Deily            For       For        Management
1.3   Elect Director Robert E. Denham           For       For        Management
1.4   Elect Director Robert J. Eaton            For       For        Management
1.5   Elect Director Sam Ginn                   For       For        Management
1.6   Elect Director Franklyn G. Jenifer        For       For        Management
1.7   Elect Director Sam Nunn                   For       For        Management
1.8   Elect Director David J. O'Reilly          For       For        Management
1.9   Elect Director Donald B. Rice             For       For        Management
1.10  Elect Director Peter J. Robertson         For       For        Management
1.11  Elect Director Charles R. Shoemate        For       For        Management
1.12  Elect Director Ronald D. Sugar            For       For        Management
1.13  Elect Director Carl Ware                  For       For        Management
2     Ratify Auditors                           For       For        Management
3     Company-Specific-Reimbursement of         Against   For        Shareholder
      Stockholder Proposal
4     Report on Environmental Impact of         Against   Against    Shareholder
      Drilling in Sensitive Areas
5     Report on Political Contributions         Against   Against    Shareholder
6     Adopt an Animal Welfare Policy            Against   Against    Shareholder
7     Adopt a Human Rights Policy               Against   For        Shareholder
8     Report on Remediation Expenses in Ecuador Against   Against    Shareholder


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CITIGROUP INC.

Ticker:       C              Security ID:  172967101
Meeting Date: APR 18, 2006   Meeting Type: Annual
Record Date:  FEB 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director C. Michael Armstrong       For       For        Management
1.2   Elect Director Alain J.P. Belda           For       For        Management
1.3   Elect Director George David               For       For        Management
1.4   Elect Director Kenneth T. Derr            For       For        Management
1.5   Elect Director John M. Deutch             For       For        Management
1.6   Elect Director Roberto Hernandez Ramirez  For       For        Management
1.7   Elect Director Ann Dibble Jordan          For       For        Management
1.8   Elect Director Klaus Kleinfeld            For       For        Management
1.9   Elect Director Andrew N. Liveris          For       For        Management
1.10  Elect Director Dudley C. Mecum            For       For        Management
1.11  Elect Director Anne M. Mulcahy            For       For        Management
1.12  Elect Director Richard D. Parsons         For       For        Management
1.13  Elect Director Charles Prince             For       For        Management
1.14  Elect Director Dr. Judith Rodin           For       For        Management
1.15  Elect Director Robert E. Rubin            For       For        Management
1.16  Elect Director Franklin A. Thomas         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Reduce Supermajority Vote Requirement     For       For        Management
4     Reduce Supermajority Vote Requirement     For       For        Management
5     Reduce Supermajority Vote Requirement     For       For        Management
6     End Issuance of Options and Prohibit      Against   Against    Shareholder
      Repricing
7     Report on Political Contributions         Against   Against    Shareholder
8     Report on Charitable Contributions        Against   Against    Shareholder
9     Performance-Based Equity Awards           Against   For        Shareholder
10    Reimbursement of Expenses Incurred by     Against   Against    Shareholder
      Shareholder(s)
11    Separate Chairman and CEO Positions       Against   Against    Shareholder
12    Clawback of Payments Under Restatement    Against   Against    Shareholder


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COCA-COLA COMPANY, THE

Ticker:       KO             Security ID:  191216100
Meeting Date: APR 19, 2006   Meeting Type: Annual
Record Date:  FEB 21, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Herbert A. Allen           For       For        Management
1.2   Elect Director Ronald W. Allen            For       For        Management
1.3   Elect Director Cathleen P. Black          For       For        Management
1.4   Elect Director Barry Diller               For       Withhold   Management
1.5   Elect Director E. Neville Isdell          For       For        Management
1.6   Elect Director Donald R. Keough           For       For        Management
1.7   Elect Director Donald F. McHenry          For       For        Management
1.8   Elect Director Sam Nunn                   For       For        Management
1.9   Elect Director James D. Robinson, III     For       For        Management
1.10  Elect Director Peter V. Ueberroth         For       For        Management
1.11  Elect Director James B. Williams          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Restricted Stock Plan               For       For        Management
4     Report on Charitable Contributions        Against   Against    Shareholder
5     Review/ Report on Recycling Policy        Against   Against    Shareholder
6     Performance-Based and/or Time-Based       Against   For        Shareholder
      Equity Awards
7     Report on Environmental Liabilities in    Against   Against    Shareholder
      India
8     Sponsor Independent Inquiry into          Against   Against    Shareholder
      Operations in Columbia


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CONOCOPHILLIPS

Ticker:       COP            Security ID:  20825C104
Meeting Date: MAY 10, 2006   Meeting Type: Annual
Record Date:  MAR 10, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard L. Armitage        For       For        Management
1.2   Elect Director Richard H. Auchinleck      For       For        Management
1.3   Elect Director Harald J. Norvik           For       For        Management
1.4   Elect Director William K. Reilly          For       For        Management
1.5   Elect Director Victoria J. Tschinkel      For       For        Management
1.6   Elect Director Kathryn C. Turner          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report Damage Resulting From Drilling     Against   For        Shareholder
      Inside the National Petroleum Reserve
4     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
5     Submit Supplemental Executive Retirement  Against   For        Shareholder
      Plans to Shareholder vote
6     Report Accountability for Company's       Against   Against    Shareholder
      Environmental Impacts due to Operation
7     Non-Employee Director Compensation        Against   Against    Shareholder


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CVS CORPORATION

Ticker:       CVS            Security ID:  126650100
Meeting Date: MAY 11, 2006   Meeting Type: Annual
Record Date:  MAR 15, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director W. Don Cornwell            For       For        Management
1.2   Elect Director David W. Dorman            For       For        Management
1.3   Elect Director Thomas P. Gerrity          For       For        Management
1.4   Elect Director Marian L. Heard            For       For        Management
1.5   Elect Director William H. Joyce           For       For        Management
1.6   Elect Director Terrence Murray            For       For        Management
1.7   Elect Director Sheli Z. Rosenberg         For       For        Management
1.8   Elect Director Thomas M. Ryan             For       For        Management
1.9   Elect Director Alfred J. Verrecchia       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
4     Submit Supplemental Executive Retirement  Against   For        Shareholder
      Plans to Shareholder vote
5     Separate Chairman and CEO Positions       Against   For        Shareholder
6     Report on Feasibility of Product          Against   Against    Shareholder
      Reformulation


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DEERE & CO.

Ticker:       DE             Security ID:  244199105
Meeting Date: FEB 22, 2006   Meeting Type: Annual
Record Date:  DEC 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Crandall C. Bowles        For       For        Management
1.2   Elect  Director Vance D. Coffman          For       For        Management
1.3   Elect  Director Arthur L. Kelly           For       For        Management
1.4   Elect  Director Thomas H. Patrick         For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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DENBURY RESOURCES INC.

Ticker:       DNR            Security ID:  247916208
Meeting Date: OCT 19, 2005   Meeting Type: Special
Record Date:  SEP 6, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Increase Authorized Common Stock          For       For        Management
2     Approve Stock Split                       For       For        Management
3     Adjourn Meeting                           For       Against    Management


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DOMINION RESOURCES, INC.

Ticker:       D              Security ID:  25746U109
Meeting Date: APR 28, 2006   Meeting Type: Annual
Record Date:  FEB 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Peter W. Brown             For       For        Management
1.2   Elect Director Ronald J. Calise           For       For        Management
1.3   Elect Director Thos. E. Capps             For       For        Management
1.4   Elect Director George A. Davidson, Jr.    For       For        Management
1.5   Elect Director Thomas F. Farrell, II      For       For        Management
1.6   Elect Director John W. Harris             For       For        Management
1.7   Elect Director Robert S. Jepson, Jr.      For       For        Management
1.8   Elect Director Mark J. Kington            For       For        Management
1.9   Elect Director Benjamin J. Lambert, III   For       For        Management
1.10  Elect Director Richard L. Leatherwood     For       For        Management
1.11  Elect Director Margaret A. McKenna        For       For        Management
1.12  Elect Director Frank S. Royal, M.D.       For       For        Management
1.13  Elect Director S. Dallas Simmons          For       For        Management
1.14  Elect Director David A. Wollard           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
4     Report on Greenhouse Gas Emissions        Against   For        Shareholder
5     Submit Supplemental Executive Retirement  Against   For        Shareholder
      Plans to Shareholder vote


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E.I. DU PONT DE NEMOURS & CO.

Ticker:       DD             Security ID:  263534109
Meeting Date: APR 26, 2006   Meeting Type: Annual
Record Date:  MAR 6, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Alain J.P. Belda           For       For        Management
1.2   Elect Director Richard H. Brown           For       For        Management
1.3   Elect Director Curtis J. Crawford         For       For        Management
1.4   Elect Director John T. Dillon             For       For        Management
1.5   Elect Director Eleuthere I. du Pont       For       For        Management
1.6   Elect Director Charles O. Holliday, Jr.   For       For        Management
1.7   Elect Director Lois D. Juliber            For       For        Management
1.8   Elect Director Masahisa Naitoh            For       For        Management
1.9   Elect Director Sean O'Keefe               For       For        Management
1.10  Elect Director William K. Reilly          For       For        Management
1.11  Elect Director Charles M. Vest            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Review Executive Compensation             Against   Against    Shareholder
4     Report on Genetically Modified Organisms  Against   Against    Shareholder
5     Performance-Based                         Against   For        Shareholder
6     Report on Feasibility of Phasing out PFOA Against   For        Shareholder
7     Report on Security of Chemical Facilities Against   Against    Shareholder


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

EMERSON ELECTRIC CO.

Ticker:       EMR            Security ID:  291011104
Meeting Date: FEB 7, 2006    Meeting Type: Annual
Record Date:  NOV 29, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director A. A. Busch,III            For       For        Management
1.2   Elect Director A. F. Golden               For       Withhold   Management
1.3   Elect Director V. R. Loucks, Jr           For       For        Management
1.4   Elect Director J. B. Menzer               For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management
4     Submit Severance Agreement                Against   For        Shareholder
      (Change-in-Control) to Shareholder Vote


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

EXELON CORP.

Ticker:       EXC            Security ID:  30161N101
Meeting Date: JUN 27, 2006   Meeting Type: Annual
Record Date:  MAY 12, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director M.W. D'Alessio             For       For        Management
1.2   Elect Director R.B. Greco                 For       For        Management
1.3   Elect Director J.M. Palms                 For       For        Management
1.4   Elect Director J.W. Rogers                For       For        Management
1.5   Elect Director R.L. Thomas                For       For        Management
2     Ratify Auditors                           For       For        Management
3     Submit Severance Agreement (Change in     Against   For        Shareholder
      Control) to shareholder Vote


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

EXXON MOBIL CORP.

Ticker:       XOM            Security ID:  30231G102
Meeting Date: MAY 31, 2006   Meeting Type: Annual
Record Date:  APR 6, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Michael J. Boskin          For       For        Management
1.2   Elect Director William W. George          For       For        Management
1.3   Elect Director James R. Houghton          For       Withhold   Management
1.4   Elect Director William R. Howell          For       Withhold   Management
1.5   Elect Director Reatha Clark King          For       Withhold   Management
1.6   Elect Director Philip E. Lippincott       For       For        Management
1.7   Elect Director Henry A. McKinnell, Jr.    For       For        Management
1.8   Elect Director Marilyn Carlson Nelson     For       For        Management
1.9   Elect Director Samuel J. Palmisano        For       For        Management
1.10  Elect Director Walter V. Shipley          For       Withhold   Management
1.11  Elect Director J. Stephen Simon           For       For        Management
1.12  Elect Director Rex W. Tillerson           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Provide for Cumulative Voting             Against   For        Shareholder
4     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
5     Company-Specific-Nominate Independent     Against   Against    Shareholder
      Director with Industry Experience
6     Require Director Nominee Qualifications   Against   Against    Shareholder
7     Non-Employee Director Compensation        Against   Against    Shareholder
8     Separate Chairman and CEO Positions       Against   Against    Shareholder
9     Review Executive Compensation             Against   Against    Shareholder
10    Link Executive Compensation to Social     Against   Against    Shareholder
      Issues
11    Report on Political Contributions         Against   Against    Shareholder
12    Report on Charitable Contributions        Against   Against    Shareholder
13    Amend Equal Employment Opportunity Policy Against   For        Shareholder
      to Prohibit Discrimination Based on
      Sexual Orientation
14    Report on Damage Resulting from Drilling  Against   Against    Shareholder
      for Oil and gas in Protected Areas
15    Report Accountability for Company's       Against   Against    Shareholder
      Environmental Impacts due to Operation


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

FEDERATED DEPARTMENT STORES, INC.

Ticker:       FD             Security ID:  31410H101
Meeting Date: JUL 13, 2005   Meeting Type: Annual
Record Date:  MAY 20, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Issue Shares in Connection with an        For       For        Management
      Acquisition
2.1   Elect Director Meyer Feldberg             For       For        Management
2.2   Elect Director Terry J. Lundgren          For       For        Management
2.3   Elect Director Marna C. Whittington       For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Ratify Auditors                           For       For        Management
5     Adjourn Meeting                           For       For        Management


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

FEDERATED DEPARTMENT STORES, INC.

Ticker:       FD             Security ID:  31410H101
Meeting Date: MAY 19, 2006   Meeting Type: Annual
Record Date:  MAR 31, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Joyce M. Roche             For       For        Management
1.2   Elect Director William P. Stiritz         For       For        Management
1.3   Elect Director Craig E. Weatherup         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management
4     Amend Omnibus Stock Plan                  For       For        Management
5     Amend Omnibus Stock Plan                  For       For        Management
6     Limit Boards on Which Directors May       Against   For        Shareholder
      Concurrently Serve


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

GENERAL ELECTRIC CO.

Ticker:       GE             Security ID:  369604103
Meeting Date: APR 26, 2006   Meeting Type: Annual
Record Date:  FEB 27, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James I. Cash, Jr.         For       For        Management
1.2   Elect Director Sir William M. Castell     For       For        Management
1.3   Elect Director Ann M. Fudge               For       For        Management
1.4   Elect Director Claudio X. Gonzalez        For       Withhold   Management
1.5   Elect Director Jeffrey R. Immelt          For       For        Management
1.6   Elect Director Andrea Jung                For       For        Management
1.7   Elect Director Alan G. Lafley             For       For        Management
1.8   Elect Director Robert W. Lane             For       For        Management
1.9   Elect Director Ralph S. Larsen            For       For        Management
1.10  Elect Director Rochelle B. Lazarus        For       For        Management
1.11  Elect Director Sam Nunn                   For       For        Management
1.12  Elect Director Roger S. Penske            For       For        Management
1.13  Elect Director Robert J. Swieringa        For       For        Management
1.14  Elect Director Douglas A. Warner, III     For       For        Management
1.15  Elect Director Robert C. Wright           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Restore or Provide for Cumulative Voting  Against   Against    Shareholder
4     Adopt Policy on Overboarded Directors     Against   For        Shareholder
5     Company-Specific -- One Director from the Against   Against    Shareholder
      Ranks of the Retirees
6     Separate Chairman and CEO Positions       Against   Against    Shareholder
7     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors
8     Report on Environmental Policies          Against   Against    Shareholder


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

GENERAL MILLS, INC.

Ticker:       GIS            Security ID:  370334104
Meeting Date: SEP 26, 2005   Meeting Type: Annual
Record Date:  JUL 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Paul Danos                 For       For        Management
1.2   Elect Director William T. Esrey           For       For        Management
1.3   Elect Director Raymond V. Gilmartin       For       For        Management
1.4   Elect Director Judith Richards Hope       For       For        Management
1.5   Elect Director Heidi G. Miller            For       For        Management
1.6   Elect Director H. Ochoa-Brillembourg      For       For        Management
1.7   Elect Director Steve Odland               For       For        Management
1.8   Elect Director Michael D. Rose            For       For        Management
1.9   Elect Director Robert L. Ryan             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
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Hire Advisor/Maximize Shareholder Value   Against   Against    Shareholder


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

HALLIBURTON CO.

Ticker:       HAL            Security ID:  406216101
Meeting Date: MAY 17, 2006   Meeting Type: Annual
Record Date:  MAR 20, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Alan M. Bennett            For       For        Management
1.2   Elect Director James R. Boyd              For       For        Management
1.3   Elect Director Robert  L. Crandall        For       For        Management
1.4   Elect Director Kenneth T. Derr            For       For        Management
1.5   Elect Director S.Malcolm Gillis           For       For        Management
1.6   Elect Director W.R. Howell                For       For        Management
1.7   Elect Director Ray L. Hunt                For       For        Management
1.8   Elect Director David J. Lesar             For       For        Management
1.9   Elect Director J.Landis Martin            For       For        Management
1.10  Elect Director Jay A. Precourt            For       For        Management
1.11  Elect Director Debra L. Reed              For       For        Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management
4     Amend Terms of Severance Payments to      For       For        Management
      Executives
5     Review Human Rights Standards             Against   For        Shareholder
6     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
7     Amend Terms of Existing Poison Pill       Against   Against    Shareholder


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

HARTFORD FINANCIAL SERVICES GROUP, INC., THE

Ticker:       HIG            Security ID:  416515104
Meeting Date: MAY 17, 2006   Meeting Type: Annual
Record Date:  MAR 20, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Ramani Ayer                For       For        Management
1.2   Elect Director Ramon de Oliveira          For       For        Management
1.3   Elect Director Edward J. Kelly, III       For       For        Management
1.4   Elect Director Paul G. Kirk, Jr           For       For        Management
1.5   Elect Director Thomas M. Marra            For       For        Management
1.6   Elect Director Gail J. McGovern           For       For        Management
1.7   Elect Director Michael G. Morris          For       For        Management
1.8   Elect Director Robert W. Selander         For       For        Management
1.9   Elect Director Charles B. Strauss         For       For        Management
1.10  Elect Director H. Patrick Swygert         For       For        Management
1.11  Elect Director David K. Zwiener           For       For        Management
2     Ratify Auditors                           For       For        Management


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

HOME DEPOT, INC. (THE)

Ticker:       HD             Security ID:  437076102
Meeting Date: MAY 25, 2006   Meeting Type: Annual
Record Date:  MAR 28, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Gregory D. Brenneman       For       Withhold   Management
1.2   Elect Director John L. Clendenin          For       Withhold   Management
1.3   Elect Director Claudio X. Gonzalez        For       Withhold   Management
1.4   Elect Director Milledge A. Hart, III      For       Withhold   Management
1.5   Elect Director Bonnie G. Hill             For       Withhold   Management
1.6   Elect Director Laban P. Jackson, Jr.      For       Withhold   Management
1.7   Elect Director Lawrence R. Johnston       For       Withhold   Management
1.8   Elect Director Kenneth G. Langone         For       Withhold   Management
1.9   Elect Director Angelo R. Mozilo           For       For        Management
1.10  Elect Director Robert L. Nardelli         For       Withhold   Management
1.11  Elect Director Thomas J. Ridge            For       Withhold   Management
2     Ratify Auditors                           For       For        Management
3     Increase Disclosure of Executive          Against   For        Shareholder
      Compensation
4     Report on EEOC-Related Activities         Against   For        Shareholder
5     Separate Chairman and CEO Positions       Against   For        Shareholder
6     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
7     Submit Supplemental Executive Retirement  Against   For        Shareholder
      Plans to Shareholder vote
8     Report on Political Contributions         Against   For        Shareholder
9     Increase Disclosure of Executive          Against   For        Shareholder
      Compensation
10    Affirm Political Non-partisanship         Against   Against    Shareholder


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

HUDSON CITY BANCORP, INC.

Ticker:       HCBK           Security ID:  443683107
Meeting Date: JUN 8, 2006    Meeting Type: Annual
Record Date:  APR 14, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Denis J. Salamone          For       For        Management
1.2   Elect Director Michael W. Azzara          For       For        Management
1.3   Elect Director Victoria H. Bruni          For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

INTERNATIONAL BUSINESS MACHINES CORP.

Ticker:       IBM            Security ID:  459200101
Meeting Date: APR 25, 2006   Meeting Type: Annual
Record Date:  FEB 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Cathleen Black             For       For        Management
1.2   Elect Director Kenneth I. Chenault        For       For        Management
1.3   Elect Director Juergen Dormann            For       For        Management
1.4   Elect Director Michael L. Eskew           For       Withhold   Management
1.5   Elect Director Shirley Ann Jackson        For       For        Management
1.6   Elect Director Minoru Makihara            For       For        Management
1.7   Elect Director Lucio A. Noto              For       For        Management
1.8   Elect Director James W. Owens             For       For        Management
1.9   Elect Director Samuel J. Palmisano        For       For        Management
1.10  Elect Director Joan E. Spero              For       For        Management
1.11  Elect Director Sidney Taurel              For       For        Management
1.12  Elect Director Charles M. Vest            For       For        Management
1.13  Elect Director Lorenzo H. Zambrano        For       Withhold   Management
2     Ratify Auditors                           For       For        Management
3     Provide for Cumulative Voting             Against   For        Shareholder
4     Evaluate Age Discrimination in Retirement Against   Against    Shareholder
      Plans
5     Time-Based Equity Awards                  Against   For        Shareholder
6     Increase Disclosure of Executive          Against   For        Shareholder
      Compensation
7     Report on Outsourcing                     Against   Against    Shareholder
8     Implement/ Increase Activity on the China Against   Against    Shareholder
      Principles
9     Report on Political Contributions         Against   Against    Shareholder
10    Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
11    Adopt Simple Majority Vote                Against   For        Shareholder


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

ITT CORP.

Ticker:       ITT            Security ID:  450911102
Meeting Date: MAY 9, 2006    Meeting Type: Annual
Record Date:  MAR 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Steven R. Loranger         For       For        Management
1.2   Elect Director Curtis J. Crawford         For       For        Management
1.3   Elect Director Christina A. Gold          For       For        Management
1.4   Elect Director Ralph F. Hake              For       For        Management
1.5   Elect Director John J. Hamre              For       For        Management
1.6   Elect Director Raymond W. LeBoeuf         For       For        Management
1.7   Elect Director Frank T. MacInnis          For       For        Management
1.8   Elect Director Linda S. Sanford           For       For        Management
1.9   Elect Director Markos I. Tambakeras       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Change Company Name                       For       For        Management


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

J. C. PENNEY CO., INC (HLDG CO)

Ticker:       JCP            Security ID:  708160106
Meeting Date: MAY 19, 2006   Meeting Type: Annual
Record Date:  MAR 20, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Vernon E. Jordan, Jr.      For       For        Management
1.2   Elect Director Burl Osborne               For       For        Management
1.3   Elect Director Mary Beth Stone West       For       For        Management
1.4   Elect Director R. Gerald Turner           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Performance-Based Equity Awards           Against   Against    Shareholder


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

JOHNSON & JOHNSON

Ticker:       JNJ            Security ID:  478160104
Meeting Date: APR 27, 2006   Meeting Type: Annual
Record Date:  FEB 28, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Mary S. Coleman            For       For        Management
1.2   Elect Director James G. Cullen            For       For        Management
1.3   Elect Director Robert J. Darretta         For       For        Management
1.4   Elect Director Michael M. E. Johns        For       For        Management
1.5   Elect Director Ann D. Jordan              For       For        Management
1.6   Elect Director Arnold G. Langbo           For       For        Management
1.7   Elect Director Susan L. Lindquist         For       For        Management
1.8   Elect Director Leo F. Mullin              For       For        Management
1.9   Elect Director Christine A. Poon          For       For        Management
1.10  Elect Director Charles Prince             For       For        Management
1.11  Elect Director Steven S. Reinemund        For       For        Management
1.12  Elect Director David Satcher              For       For        Management
1.13  Elect Director William C. Weldon          For       For        Management
2     Amend Articles to Remove Antitakeover     For       For        Management
      Provision
3     Ratify Auditors                           For       For        Management
4     Disclose Charitable Contributions         Against   Against    Shareholder
5     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

KELLOGG CO.

Ticker:       K              Security ID:  487836108
Meeting Date: APR 21, 2006   Meeting Type: Annual
Record Date:  MAR 1, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John T. Dillon             For       For        Management
1.2   Elect Director James M. Jenness           For       For        Management
1.3   Elect Director L. Daniel Jorndt           For       For        Management
1.4   Elect Director William D. Perez           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Sustainability Report                     Against   Against    Shareholder


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

KOHL'S CORP.

Ticker:       KSS            Security ID:  500255104
Meeting Date: APR 26, 2006   Meeting Type: Annual
Record Date:  MAR 1, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Jay H. Baker               For       For        Management
1.2   Elect Director Steven A. Burd             For       For        Management
1.3   Elect Director Kevin Mansell              For       For        Management
1.4   Elect Director Peter M. Sommerhauser      For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

L-3 COMMUNICATIONS HOLDINGS, INC.

Ticker:       LLL            Security ID:  502424104
Meeting Date: APR 25, 2006   Meeting Type: Annual
Record Date:  MAR 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Peter A. Cohen             For       For        Management
1.2   Elect Director Robert B. Millard          For       For        Management
1.3   Elect Director Arthur L. Simon            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan


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

LEHMAN BROTHERS HOLDINGS INC.

Ticker:       LEH            Security ID:  524908100
Meeting Date: APR 5, 2006    Meeting Type: Annual
Record Date:  FEB 10, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Thomas H. Cruikshank       For       For        Management
1.2   Elect Director Roland A. Hernandez        For       For        Management
1.3   Elect Director Henry Kaufman              For       For        Management
1.4   Elect Director John D. Macomber           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management
4     Declassify the Board of Directors         For       For        Management


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

MBNA CORP.

Ticker:       KRB            Security ID:  55262L100
Meeting Date: NOV 3, 2005    Meeting Type: Special
Record Date:  SEP 2, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Merger Agreement                  For       For        Management
2     Adjourn Meeting                           For       For        Management


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

MCDONALD'S CORP.

Ticker:       MCD            Security ID:  580135101
Meeting Date: MAY 25, 2006   Meeting Type: Annual
Record Date:  MAR 27, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert A. Eckert           For       For        Management
1.2   Elect Director Enrique Hernandez, Jr.     For       For        Management
1.3   Elect Director Jeanne P. Jackson          For       For        Management
1.4   Elect Director Richard H. Lenny           For       For        Management
1.5   Elect Director Andrew J. McKenna          For       For        Management
1.6   Elect Director Sheila A. Penrose          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Submit Severance Agreement (Change in     Against   For        Shareholder
      Control) to shareholder Vote
4     Identify Food Products Manufactured or    Against   Against    Shareholder
      Sold that Contain Genetically Engineered
      Ingredients


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

MELLON FINANCIAL CORP.

Ticker:       MEL            Security ID:  58551A108
Meeting Date: APR 18, 2006   Meeting Type: Annual
Record Date:  FEB 10, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Paul L. Cejas              For       For        Management
1.2   Elect Director Seward Prosser Mellon      For       For        Management
1.3   Elect Director Mark A. Nordenberg         For       For        Management
1.4   Elect Director W.E. Strickland, Jr.       For       For        Management
2     Approve Non-Employee Director Restricted  For       For        Management
      Stock Plan
3     Amend Vote Requirements to Amend          Against   For        Shareholder
      Articles/Bylaws/Charter
4     Ratify Auditors                           For       For        Management


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

MERCANTILE BANKSHARES CORP.

Ticker:       MRBK           Security ID:  587405101
Meeting Date: MAY 9, 2006    Meeting Type: Annual
Record Date:  MAR 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director R. Carl Benna              For       For        Management
1.2   Elect Director George L. Bunting, Jr.     For       For        Management
1.3   Elect Director Darrell D. Friedman        For       For        Management
1.4   Elect Director Robert A. Kinsley          For       For        Management
1.5   Elect Director Alexander T. Mason         For       For        Management
1.6   Elect Director Christian H. Poindexter    For       For        Management
1.7   Elect Director James L. Shea              For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Increase Authorized Common Stock          For       For        Management


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

MICROSOFT CORP.

Ticker:       MSFT           Security ID:  594918104
Meeting Date: NOV 9, 2005    Meeting Type: Annual
Record Date:  SEP 9, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director William H. Gates, III      For       For        Management
1.2   Elect Director Steven A. Ballmer          For       For        Management
1.3   Elect Director James I. Cash Jr.          For       For        Management
1.4   Elect Director Dina Dublon                For       For        Management
1.5   Elect Director Raymond V. Gilmartin       For       For        Management
1.6   Elect Director A. Mclaughlin Korologos    For       For        Management
1.7   Elect Director David F. Marquardt         For       For        Management
1.8   Elect Director Charles H. Noski           For       For        Management
1.9   Elect Director Helmut Panke               For       For        Management
1.10  Elect Director Jon A. Shirley             For       For        Management
2     Ratify Auditors                           For       For        Management


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

MORGAN STANLEY

Ticker:       MS             Security ID:  617446448
Meeting Date: APR 4, 2006    Meeting Type: Annual
Record Date:  FEB 3, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Roy J. Bostock             For       For        Management
1.2   Elect Director Erskine B. Bowles          For       For        Management
1.3   Elect Director C. Robert Kidder           For       For        Management
1.4   Elect Director John J. Mack               For       For        Management
1.5   Elect Director Donald T. Nicolaisen       For       For        Management
1.6   Elect Director Hutham S. Olayan           For       For        Management
1.7   Elect Director O. Griffith Sexton         For       For        Management
1.8   Elect Director Howard J. Davies           For       For        Management
1.9   Elect Director Charles H. Noski           For       For        Management
1.10  Elect Director Laura D'Andrea Tyson       For       For        Management
1.11  Elect Director Klaus Zumwinkel            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Amend Articles/Bylaws/Remove plurality    For       For        Management
      voting for directors
5     Amend Articles/Bylaws/Eliminate           For       For        Management
      supermajority voting requirements
6     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
7     Amend Vote Requirements to Amend          Against   For        Shareholder
      Articles/Bylaws/Charter
8     Submit Severance Agreement (Change in     Against   For        Shareholder
      Control) to shareholder Vote


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

MOTOROLA, INC.

Ticker:       MOT            Security ID:  620076109
Meeting Date: MAY 1, 2006    Meeting Type: Annual
Record Date:  MAR 3, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director E. Zander                  For       For        Management
1.2   Elect Director H.L. Fuller                For       Against    Management
1.3   Elect Director J. Lewent                  For       For        Management
1.4   Elect Director T. Meredith                For       For        Management
1.5   Elect Director N. Negroponte              For       For        Management
1.6   Elect Director I. Nooyi                   For       For        Management
1.7   Elect Director S. Scott, III              For       For        Management
1.8   Elect Director R. Sommer                  For       For        Management
1.9   Elect Director J. Stengel                 For       For        Management
1.10  Elect Director D. Warner, III             For       For        Management
1.11  Elect Director J. White                   For       For        Management
1.12  Elect Director M. White                   For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Submit Shareholder Rights Plan (Poison    Against   For        Shareholder
      Pill) to Shareholder Vote


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

NEWFIELD EXPLORATION CO.

Ticker:       NFX            Security ID:  651290108
Meeting Date: MAY 4, 2006    Meeting Type: Annual
Record Date:  MAR 7, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director David A. Trice             For       For        Management
1.2   Elect Director David F. Schaible          For       For        Management
1.3   Elect Director Howard H. Newman           For       For        Management
1.4   Elect Director Thomas G. Ricks            For       For        Management
1.5   Elect Director Dennis R. Hendrix          For       For        Management
1.6   Elect Director C.E. (chuck) Shultz        For       For        Management
1.7   Elect Director Philip J. Burguieres       For       For        Management
1.8   Elect Director John Randolph Kemp III     For       For        Management
1.9   Elect Director J. Michael Lacey           For       For        Management
1.10  Elect Director Joseph H. Netherland       For       For        Management
1.11  Elect Director J. Terry Strange           For       For        Management
1.12  Elect Director Pamela J. Gardner          For       For        Management
1.13  Elect Director Juanita F. Romans          For       For        Management
2     Amend Non-Employee Director Restricted    For       For        Management
      Stock Plan
3     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
4     Ratify Auditors                           For       For        Management


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

NOBLE ENERGY, INC.

Ticker:       NBL            Security ID:  655044105
Meeting Date: APR 25, 2006   Meeting Type: Annual
Record Date:  MAR 14, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Jeffrey L. Berenson        For       For        Management
1.2   Elect Director Michael A. Cawley          For       For        Management
1.3   Elect Director Edward F. Cox              For       For        Management
1.4   Elect Director Charles D. Davidson        For       For        Management
1.5   Elect Director Thomas J. Edelman          For       For        Management
1.6   Elect Director Kirby L. Hedrick           For       For        Management
1.7   Elect Director Bruce A. Smith             For       For        Management
1.8   Elect Director William T. Van Kleef       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Separate Chairman and CEO Positions       Against   For        Shareholder


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

OFFICE DEPOT, INC.

Ticker:       ODP            Security ID:  676220106
Meeting Date: MAY 12, 2006   Meeting Type: Annual
Record Date:  MAR 10, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Lee A. Ault, III           For       For        Management
1.2   Elect Director Neil R. Austrian           For       For        Management
1.3   Elect Director David W. Bernauer          For       For        Management
1.4   Elect Director Abelardo E. Bru            For       For        Management
1.5   Elect Director David I. Fuente            For       Withhold   Management
1.6   Elect Director Brenda J. Gaines           For       For        Management
1.7   Elect Director Myra M. Hart               For       For        Management
1.8   Elect Director W. Scott Hedrick           For       For        Management
1.9   Elect Director Michael J. Myers           For       For        Management
1.10  Elect Director Steve Odland               For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

PFIZER INC.

Ticker:       PFE            Security ID:  717081103
Meeting Date: APR 27, 2006   Meeting Type: Annual
Record Date:  MAR 1, 2006

#     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       Withhold   Management
1.10  Elect Director Henry A. McKinnell         For       For        Management
1.11  Elect Director Dana G. Mead               For       Withhold   Management
1.12  Elect Director Ruth J. Simmons            For       For        Management
1.13  Elect Director William C. Steere, Jr.     For       For        Management
2     Ratify Auditors                           For       For        Management
3     Reduce Supermajority Vote Requirement     For       For        Management
4     Establish Term Limits for Directors       Against   Against    Shareholder
5     Social Proposal                           Against   Against    Shareholder
6     Restore or Provide for Cumulative Voting  Against   For        Shareholder
7     Separate Chairman and CEO Positions       Against   For        Shareholder
8     Report on Political Contributions         Against   Against    Shareholder
9     Report on Animal Welfare Policy           Against   Against    Shareholder
10    Reort on Animal-based Testing             Against   Against    Shareholder


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

PROCTER & GAMBLE COMPANY, THE

Ticker:       PG             Security ID:  742718109
Meeting Date: JUL 12, 2005   Meeting Type: Special
Record Date:  MAY 19, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Merger Agreement                  For       For        Management
2     Adjourn Meeting                           For       For        Management


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

PROCTER & GAMBLE COMPANY, THE

Ticker:       PG             Security ID:  742718109
Meeting Date: OCT 11, 2005   Meeting Type: Annual
Record Date:  AUG 12, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Bruce L. Byrnes            For       For        Management
1.2   Elect Director Scott D. Cook              For       For        Management
1.3   Elect Director Charles R. Lee             For       For        Management
1.4   Elect Director W. James McNerney, Jr.     For       For        Management
1.5   Elect Director Ernesto Zedillo            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Articles                            For       For        Management
4     Declassify the Board of Directors         For       For        Management
5     Report on Animal Welfare Policy           Against   Against    Shareholder
6     Seek Sale of Company/Assets               Against   Against    Shareholder
7     Report on Political Contributions         Against   Against    Shareholder


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

SLM CORP.

Ticker:       SLM            Security ID:  78442P106
Meeting Date: MAY 18, 2006   Meeting Type: Annual
Record Date:  MAR 20, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Ann Torre Bates            For       For        Management
1.2   Elect Director Charles L. Daley           For       For        Management
1.3   Elect Director W.M. Diefenderfer, III     For       For        Management
1.4   Elect Director Thomas J. Fitzpatrick      For       For        Management
1.5   Elect Director Diane Suitt Gilleland      For       For        Management
1.6   Elect Director Earl A. Goode              For       For        Management
1.7   Elect Director Ronald F. Hunt             For       For        Management
1.8   Elect Director Benjamin J. Lambert, III   For       For        Management
1.9   Elect Director Albert L. Lord             For       For        Management
1.10  Elect Director Barry A. Munitz            For       For        Management
1.11  Elect Director A. Alexander Porter, Jr    For       For        Management
1.12  Elect Director Wolfgang Schoellkopf       For       For        Management
1.13  Elect Director Steven L. Shapiro          For       For        Management
1.14  Elect Director Barry L. Williams          For       For        Management
2     Ratify Auditors                           For       For        Management


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

SPRINT NEXTEL CORP

Ticker:       S              Security ID:  852061100
Meeting Date: APR 18, 2006   Meeting Type: Annual
Record Date:  FEB 28, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Keith J. Bane              For       For        Management
1.2   Elect Director Gordon M. Bethune          For       For        Management
1.3   Elect Director Timothy M. Donahue         For       For        Management
1.4   Elect Director Frank M. Drendel           For       For        Management
1.5   Elect Director Gary D. Forsee             For       For        Management
1.6   Elect Director James H. Hance, Jr.        For       For        Management
1.7   Elect Director V. Janet Hill              For       For        Management
1.8   Elect Director Irvine O. Hockaday, Jr     For       For        Management
1.9   Elect Director William E. Kennard         For       For        Management
1.10  Elect Director Linda Koch Lorimer         For       For        Management
1.11  Elect Director Stephanie M. Shern         For       For        Management
1.12  Elect Director William H. Swanson         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
4     Restore or Provide for Cumulative Voting  Against   For        Shareholder


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

SPRINT NEXTEL CORP

Ticker:       S              Security ID:  852061100
Meeting Date: JUL 13, 2005   Meeting Type: Annual
Record Date:  MAY 20, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Increase Authorized Common Stock          For       For        Management
2     Amend Articles/Bylaws/Charter-Non-Routine For       For        Management
3     Change Company Name                       For       For        Management
4     Issue Shares in Connection with an        For       For        Management
      Acquisition
5     Adjourn Meeting                           For       For        Management
6.1   Elect  Director Gordon M. Bethune         For       For        Management
6.2   Elect  Director Dr. E. Linn Draper, Jr.   For       For        Management
6.3   Elect  Director James H. Hance, Jr.       For       For        Management
6.4   Elect  Director Deborah A. Henretta       For       For        Management
6.5   Elect  Director Irvine O. Hockaday, Jr.   For       For        Management
6.6   Elect  Director Linda Koch Lorimer        For       For        Management
6.7   Elect  Director Gerald L. Storch          For       For        Management
6.8   Elect  Director William H. Swanson        For       For        Management
7     Ratify Auditors                           For       For        Management
8     Review Executive Compensation             Against   For        Shareholder


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

ST. PAUL TRAVELERS COMPANIES, INC., THE

Ticker:       STA            Security ID:  792860108
Meeting Date: MAY 3, 2006    Meeting Type: Annual
Record Date:  MAR 8, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John H. Dasburg            For       For        Management
1.2   Elect Director Leslie B. Disharoon        For       For        Management
1.3   Elect Director Janet M. Dolan             For       For        Management
1.4   Elect Director Kenneth M. Duberstein      For       For        Management
1.5   Elect Director Jay S. Fishman             For       For        Management
1.6   Elect Director Lawrence G. Graev          For       For        Management
1.7   Elect Director Thomas R. Hodgson          For       For        Management
1.8   Elect Director Robert I. Lipp             For       For        Management
1.9   Elect Director Blythe J. McGarvie         For       For        Management
1.10  Elect Director Glen D. Nelson, M.D.       For       For        Management
1.11  Elect Director Laurie J. Thomsen          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
4     Report on Political Contributions         Against   For        Shareholder


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

TIME WARNER INC

Ticker:       TWX            Security ID:  887317105
Meeting Date: MAY 19, 2006   Meeting Type: Annual
Record Date:  MAR 24, 2006

#     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 Frank J Caufield           For       For        Management
1.4   Elect Director Robert C. Clark            For       For        Management
1.5   Elect Director Jessica P. Einhorn         For       For        Management
1.6   Elect Director Reuben Mark                For       For        Management
1.7   Elect Director Michael A. Miles           For       For        Management
1.8   Elect Director Kenneth J. Novack          For       For        Management
1.9   Elect Director Richard D. Parsons         For       For        Management
1.10  Elect Director Francis T. Vincent, Jr     For       For        Management
1.11  Elect Director Deborah C. Wright          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Adopt Simple Majority Vote Requirement    Against   For        Shareholder
5     Separate Chairman and CEO Positions       Against   Against    Shareholder
6     Develop a Code Vendor of Conduct          Against   For        Shareholder


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

TXU CORP.

Ticker:       TXU            Security ID:  873168108
Meeting Date: MAY 19, 2006   Meeting Type: Annual
Record Date:  MAR 21, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director E. Gail de Planque         For       For        Management
1.2   Elect Director Leldon E. Echols           For       For        Management
1.3   Elect Director Kerney Laday               For       For        Management
1.4   Elect Director Jack E. Little             For       For        Management
1.5   Elect Director Gerardo I. Lopez           For       For        Management
1.6   Elect Director J.E. Oesterreicher         For       For        Management
1.7   Elect Director Michael W. Ranger          For       For        Management
1.8   Elect Director Leonard H. Roberts         For       For        Management
1.9   Elect Director Glenn F. Tilton            For       For        Management
1.10  Elect Director C. John Wilder             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Establish Range For Board Size            For       For        Management
4     Amend Articles/Bylaws/Charter-Non-Routine For       For        Management
5     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

TYCO INTERNATIONAL LTD.

Ticker:       TYC            Security ID:  902124106
Meeting Date: MAR 9, 2006    Meeting Type: Annual
Record Date:  JAN 9, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     SET THE MAXIMUM NUMBER OF DIRECTORS AT 12 For       For        Management
2.1   Elect  Director Dennis C. Blair           For       For        Management
2.2   Elect  Director Edward D. Breen           For       For        Management
2.3   Elect  Director Brian Duperreault         For       For        Management
2.4   Elect  Director Bruce S. Gordon           For       For        Management
2.5   Elect  Director Rajiv L. Gupta            For       For        Management
2.6   Elect  Director John A. Krol              For       For        Management
2.7   Elect  Director Mackey J. Mcdonald        For       Withhold   Management
2.8   Elect  Director H. Carl Mccall            For       For        Management
2.9   Elect  Director Brendan R. O'Neill        For       For        Management
2.10  Elect  Director Sandra S. Wijnberg        For       For        Management
2.11  Elect  Director Jerome B. York            For       For        Management
3     AUTHORIZATION FOR THE BOARD OF DIRECTORS  For       For        Management
      TO APPOINT AN ADDITIONAL DIRECTOR TO FILL
      THE VACANCY PROPOSED TO BE CREATED ON THE
      BOARD
4     Ratify Auditors                           For       For        Management


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

U.S. BANCORP

Ticker:       USB            Security ID:  902973304
Meeting Date: APR 18, 2006   Meeting Type: Annual
Record Date:  FEB 27, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Peter H. Coors             For       For        Management
1.2   Elect Director Jerry A. Grundhofer        For       For        Management
1.3   Elect Director Patrick T. Stokes          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Declassify the Board of Directors         Against   For        Shareholder
5     Approve Report of the Compensation        Against   For        Shareholder
      Committee


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

UNITED TECHNOLOGIES CORP.

Ticker:       UTX            Security ID:  913017109
Meeting Date: APR 12, 2006   Meeting Type: Annual
Record Date:  FEB 14, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Louis R. Chenevert         For       For        Management
1.2   Elect Director George David               For       For        Management
1.3   Elect Director John V. Faraci             For       For        Management
1.4   Elect Director Jean-Pierre Garnier        For       For        Management
1.5   Elect Director Jamie S. Gorelick          For       For        Management
1.6   Elect Director Charles R. Lee             For       For        Management
1.7   Elect Director Richard D. McCormick       For       For        Management
1.8   Elect Director Harold McGraw, III         For       For        Management
1.9   Elect Director Frank P. Popoff, III       For       For        Management
1.10  Elect Director H. Patrick Swygert         For       For        Management
1.11  Elect Director Andre Villeneuve           For       For        Management
1.12  Elect Director H.A. Wagner                For       For        Management
1.13  Elect Director Christine Todd Whitman     For       For        Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management
4     Establish Term Limits for Directors       Against   Against    Shareholder
5     Report on Foreign Sales of Military       Against   Against    Shareholder
      Products


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

WEATHERFORD INTERNATIONAL LTD

Ticker:       WFT            Security ID:  G95089101
Meeting Date: MAY 9, 2006    Meeting Type: Annual
Record Date:  MAR 10, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Nicholas F. Brady         For       For        Management
1.2   Elect  Director William E. Macaulay       For       For        Management
1.3   Elect  Director David J. Butters          For       For        Management
1.4   Elect  Director Robert B. Millard         For       For        Management
1.5   Elect  Director Bernard J. Duroc-Danner   For       For        Management
1.6   Elect  Director Robert K. Moses, Jr.      For       For        Management
1.7   Elect  Director Sheldon B. Lubar          For       For        Management
1.8   Elect  Director Robert A. Rayne           For       For        Management
2     Ratify Auditors                           For       For        Management
3     APPROVAL OF THE WEATHERFORD INTERNATIONAL For       Against    Management
      LTD. 2006 OMNIBUS INCENTIVE PLAN.
4     APPROVAL OF AN INCREASE IN THE COMPANY S  For       For        Management
      AUTHORIZED SHARE CAPITAL FROM
      $510,000,000, CONSISTING OF 500,000,000
      COMMON SHARES AND 10,000,000 PREFERENCE
      SHARES, TO $1,010,000,000, BY THE
      CREATION OF 500,000,000 ADDITIONAL COMMON
      SHARES.


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

WELLS FARGO & COMPANY

Ticker:       WFC            Security ID:  949746101
Meeting Date: APR 25, 2006   Meeting Type: Annual
Record Date:  MAR 7, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Lloyd H. Dean              For       For        Management
1.2   Elect Director Susan E. Engel             For       For        Management
1.3   Elect Director Enrique Hernandez, Jr.     For       For        Management
1.4   Elect Director Robert L. Joss             For       For        Management
1.5   Elect Director Richard M. Kovacevich      For       For        Management
1.6   Elect Director Richard D. McCormick       For       For        Management
1.7   Elect Director Cynthia H. Milligan        For       Withhold   Management
1.8   Elect Director Nicholas G. Moore          For       For        Management
1.9   Elect Director Philip J. Quigley          For       Withhold   Management
1.10  Elect Director Donald B. Rice             For       Withhold   Management
1.11  Elect Director Judith M. Runstad          For       For        Management
1.12  Elect Director Stephen W. Sanger          For       For        Management
1.13  Elect Director Susan G. Swenson           For       For        Management
1.14  Elect Director Michael W. Wright          For       Withhold   Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
4     Separate Chairman and CEO Positions       Against   For        Shareholder
5     Compensation- Director Compensation       Against   Against    Shareholder
6     Report on Discrimination in Lending       Against   Against    Shareholder


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

WYETH

Ticker:       WYE            Security ID:  983024100
Meeting Date: APR 27, 2006   Meeting Type: Annual
Record Date:  MAR 3, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert Essner              For       For        Management
1.2   Elect Director John D. Feerick            For       For        Management
1.3   Elect Director Frances D. Fergusson,      For       For        Management
      Ph.D.
1.4   Elect Director Victor F. Ganzi            For       For        Management
1.5   Elect Director Robert Langer              For       For        Management
1.6   Elect Director John P. Mascotte           For       For        Management
1.7   Elect Director Mary Lake Polan, M.D.,     For       For        Management
      Ph.D.
1.8   Elect Director Gary L. Rogers             For       For        Management
1.9   Elect Director Ivan G. Seidenberg         For       For        Management
1.10  Elect Director Walter V. Shipley          For       For        Management
1.11  Elect Director John R. Torell, III        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Non-Employee Director Omnibus     For       For        Management
      Stock Plan
4     Report on Product Availability in Canada  Against   For        Shareholder
5     Report on Political Contributions         Against   For        Shareholder
6     Report on Animal welfare Policy           Against   For        Shareholder
7     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
8     Separate Chairman and CEO Positions       Against   For        Shareholder
9     Adopt Simple Majority Vote Requirement    Against   For        Shareholder




============================= SMALL CAP VALUE FUND =============================


ACCURIDE CORPORATION

Ticker:       ACW            Security ID:  004398103
Meeting Date: MAY 19, 2006   Meeting Type: Annual
Record Date:  APR 7, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Mark D. Dalton             For       Withhold   Management
1.2   Elect Director Frederick M. Goltz         For       Withhold   Management
1.3   Elect Director James H. Greene, Jr.       For       Withhold   Management
1.4   Elect Director Donald T. Johnson, Jr.     For       For        Management
1.5   Elect Director Terrence J. Keating        For       Withhold   Management
1.6   Elect Director Craig H. Muhlhauser        For       For        Management
1.7   Elect Director Charles E. Mitchell        For       For        Management
      Rentschler
1.8   Elect Director Donald C. Roof             For       For        Management
2     Ratify Auditors                           For       For        Management


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

AFFORDABLE RESIDENTIAL COMMUNITIES, INC.

Ticker:       ARC            Security ID:  008273104
Meeting Date: JUN 15, 2006   Meeting Type: Annual
Record Date:  APR 13, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Rhodes R. Bobbitt          For       For        Management
1.2   Elect Director W. Joris Brinkerhoff       For       For        Management
1.3   Elect Director Charles R. Cummings        For       For        Management
1.4   Elect Director Gerald J. Ford             For       For        Management
1.5   Elect Director J. Markham Green           For       For        Management
1.6   Elect Director James F. Kimsey            For       For        Management
1.7   Elect Director James R. Staff             For       For        Management
1.8   Elect Director Carl B. Webb               For       For        Management
1.9   Elect Director Larry D. Willard           For       For        Management
2     Ratify Auditors                           For       For        Management


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

ALABAMA NATIONAL BANCORPORATION

Ticker:       ALAB           Security ID:  010317105
Meeting Date: MAY 3, 2006    Meeting Type: Annual
Record Date:  MAR 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director W. Ray Barnes              For       For        Management
1.2   Elect Director Griffin A. Greene          For       For        Management
1.3   Elect Director C. Phillip Mcwane          For       For        Management
1.4   Elect Director G. Ruffner Page, Jr.       For       For        Management
1.5   Elect Director Bobby A. Bradley           For       For        Management
1.6   Elect Director John H. Holcomb III        For       For        Management
1.7   Elect Director William D. Montgomery      For       For        Management
1.8   Elect Director John M. Plunk              For       For        Management
1.9   Elect Director Dan M. David               For       For        Management
1.10  Elect Director John D. Johns              For       Withhold   Management
1.11  Elect Director Richard Murray Iv          For       For        Management
1.12  Elect Director W. Stancil Starnes         For       For        Management
1.13  Elect Director John V. Denson             For       For        Management
1.14  Elect Director John J. Mcmahon, Jr.       For       For        Management
1.15  Elect Director C. Lloyd Nix               For       For        Management
1.16  Elect Director W. Edgar Welden            For       For        Management
2     Ratify Auditors                           For       For        Management


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

ALBANY INTERNATIONAL CORP.

Ticker:       AIN            Security ID:  012348108
Meeting Date: MAY 12, 2006   Meeting Type: Annual
Record Date:  MAR 14, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frank R. Schmeler          For       Withhold   Management
1.2   Elect Director Joseph G. Morone           For       Withhold   Management
1.3   Elect Director Thomas R. Beecher, Jr.     For       Withhold   Management
1.4   Elect Director Christine L. Standish      For       Withhold   Management
1.5   Elect Director Erland E. Kailbourne       For       For        Management
1.6   Elect Director John C. Standish           For       Withhold   Management
1.7   Elect Director Juhani Pakkala             For       For        Management
1.8   Elect Director Paula H.J. Cholmondeley    For       For        Management
1.9   Elect Director John F. Cassidy, Jr.       For       For        Management
2     Approve Outside Director Stock            For       For        Management
      Awards/Options in Lieu of Cash


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

APOLLO INVESTMENT CORPORATION

Ticker:       AINV           Security ID:  03761U106
Meeting Date: OCT 12, 2005   Meeting Type: Annual
Record Date:  AUG 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Martin E. Franklin         For       For        Management
1.2   Elect Director Carl Spielvogel            For       For        Management


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

APTARGROUP, INC.

Ticker:       ATR            Security ID:  038336103
Meeting Date: MAY 3, 2006    Meeting Type: Annual
Record Date:  MAR 9, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Stefan A. Baustert         For       For        Management
1.2   Elect Director Rodney L. Goldstein        For       For        Management
1.3   Elect Director Ralph Gruska               For       For        Management
1.4   Elect Director Leo A. Guthart             For       For        Management


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

ARGONAUT GROUP, INC.

Ticker:       AGII           Security ID:  040157109
Meeting Date: MAY 2, 2006    Meeting Type: Annual
Record Date:  MAR 16, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director H. Berry Cash              For       Withhold   Management
1.2   Elect Director Hector De Leon             For       For        Management
1.3   Elect Director Allan W. Fulkerson         For       For        Management
1.4   Elect Director David Hartoch              For       For        Management
1.5   Elect Director Frank W. Maresh            For       For        Management
1.6   Elect Director John R. Power, Jr.         For       For        Management
1.7   Elect Director Fayez S. Sarofim           For       For        Management
1.8   Elect Director Mark E. Watson, III        For       For        Management
1.9   Elect Director Gary V. Woods              For       For        Management
2     Ratify Auditors                           For       For        Management


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

ASSURED GUARANTY LTD

Ticker:       AGO            Security ID:  G0585R106
Meeting Date: MAY 5, 2006    Meeting Type: Annual
Record Date:  MAR 10, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Robin Monro-Davies        For       For        Management
1.2   Elect  Director Michael T. O'Kane         For       For        Management
1.3   Elect  Director Stephen A. Cozen          For       For        Management
1.4   Elect  Director John G. Heimann           For       For        Management
1.5   Elect  Director Donald H. Layton          For       For        Management
1.6   Elect  Director Walter A. Scott           For       For        Management
2     RATIFICATION OF PRICEWATERHOUSECOOPERS    For       For        Management
      LLP
3     AG RE-DIRECTORS                           For       For        Management
4     AG RE-ACCOUNTANTS                         For       For        Management
5     AGL BARBADOS-DIRECTORS                    For       For        Management
6     AGL BARBADOS-ACCOUNTANTS                  For       For        Management
7     AGL BARBADOS-FINANCIAL STATEMENTS         For       For        Management
8     AGL BARBADOS-DISSOLUTION                  For       For        Management


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

BANTA CORP.

Ticker:       BN             Security ID:  066821109
Meeting Date: APR 25, 2006   Meeting Type: Annual
Record Date:  MAR 3, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Jameson A. Baxter          For       For        Management
1.2   Elect Director John F. Bergstrom          For       For        Management
1.3   Elect Director Henry T. DeNero            For       For        Management
1.4   Elect Director David T. Gibbons           For       For        Management
1.5   Elect Director Janel S. Haugarth          For       For        Management
1.6   Elect Director Pamela J. Moret            For       For        Management
1.7   Elect Director Paul C. Reyelts            For       For        Management
1.8   Elect Director Ray C. Richelsen           For       For        Management
1.9   Elect Director Stephanie A. Streeter      For       For        Management
1.10  Elect Director Michael J. Winkler         For       For        Management
2     Ratify Auditors                           For       For        Management


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

BON-TON STORES, INC., THE

Ticker:       BONT           Security ID:  09776J101
Meeting Date: JUN 20, 2006   Meeting Type: Annual
Record Date:  APR 28, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert B. Bank             For       For        Management
1.2   Elect Director Byron L. Bergren           For       Withhold   Management
1.3   Elect Director Philip M. Browne           For       For        Management
1.4   Elect Director Shirley A. Dawe            For       For        Management
1.5   Elect Director Marsha M. Everton          For       Withhold   Management
1.6   Elect Director Michael L. Gleim           For       Withhold   Management
1.7   Elect Director Tim Grumbacher             For       Withhold   Management
1.8   Elect Director Robert E. Salerno          For       For        Management
1.9   Elect Director Thomas W. Wolf             For       Withhold   Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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

CARLISLE COMPANIES INC.

Ticker:       CSL            Security ID:  142339100
Meeting Date: APR 20, 2006   Meeting Type: Annual
Record Date:  FEB 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Paul J. Choquette, Jr.     For       For        Management
1.2   Elect Director Stephen P. Munn            For       For        Management
1.3   Elect Director Lawrence A. Sala           For       For        Management
1.4   Elect Director Magalen C. Webert          For       For        Management


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

CENTENE CORP.

Ticker:       CNC            Security ID:  15135B101
Meeting Date: APR 25, 2006   Meeting Type: Annual
Record Date:  MAR 3, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert K. Ditmore          For       For        Management
1.2   Elect Director Frederick H. Eppinger      For       For        Management
1.3   Elect Director David L. Steward           For       For        Management
2     Ratify Auditors                           For       For        Management


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

CHEMTURA CORP

Ticker:       CEM            Security ID:  163893100
Meeting Date: APR 27, 2006   Meeting Type: Annual
Record Date:  FEB 27, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James W. Crownover         For       For        Management
1.2   Elect Director Roger L. Headrick          For       For        Management
1.3   Elect Director Leo I. Higdon              For       For        Management
1.4   Elect Director Jay D. Proops              For       For        Management
2     Declassify the Board of Directors         For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management


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

CHEMTURA CORP

Ticker:       CEM            Security ID:  227116100
Meeting Date: JUL 1, 2005    Meeting Type: Special
Record Date:  MAY 27, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Issue Shares in Connection with an        For       For        Management
      Acquisition
2     Change Company Name                       For       For        Management


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

COMSTOCK RESOURCES, INC.

Ticker:       CRK            Security ID:  205768203
Meeting Date: MAY 10, 2006   Meeting Type: Annual
Record Date:  APR 12, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Roland O. Burns            For       For        Management
1.2   Elect Director David K. Lockett           For       For        Management
2     Ratify Auditors                           For       For        Management


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

CORE-MARK HOLDING COMPANY, INC.

Ticker:       CORE           Security ID:  218681104
Meeting Date: MAY 9, 2006    Meeting Type: Annual
Record Date:  MAR 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert A. Allen            For       Withhold   Management
1.2   Elect Director Stuart W. Booth            For       For        Management
1.3   Elect Director Gary F. Colter             For       For        Management
1.4   Elect Director L. William Krause          For       For        Management
1.5   Elect Director Harvey L. Tepner           For       For        Management
1.6   Elect Director Randolph I. Thornton       For       For        Management
1.7   Elect Director J. Michael Walsh           For       For        Management


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

CREDENCE SYSTEMS CORP.

Ticker:       CMOS           Security ID:  225302108
Meeting Date: MAR 21, 2006   Meeting Type: Annual
Record Date:  FEB 16, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Dipanjan Deb               For       For        Management
1.2   Elect Director Henk J. Evenhuis           For       For        Management
1.3   Elect Director Bruce R. Wright            For       For        Management
1.4   Elect Director Dave House                 For       For        Management
2     Ratify Auditors                           For       For        Management


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

CROWN HOLDINGS, INC.

Ticker:       CCK            Security ID:  228368106
Meeting Date: APR 27, 2006   Meeting Type: Annual
Record Date:  MAR 14, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Jenne K. Britell           For       For        Management
1.2   Elect Director John W. Conway             For       For        Management
1.3   Elect Director Arnold W. Donald           For       For        Management
1.4   Elect Director Marie L. Garibaldi         For       For        Management
1.5   Elect Director William G. Little          For       For        Management
1.6   Elect Director Hans J. Loliger            For       For        Management
1.7   Elect Director Thomas A. Ralph            For       For        Management
1.8   Elect Director Hugues du Rouret           For       For        Management
1.9   Elect Director Alan W. Rutherford         For       For        Management
1.10  Elect Director Harold A. Sorgenti         For       For        Management
1.11  Elect Director Jim L. Turner              For       For        Management
1.12  Elect Director William S. Urkiel          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management


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

DELTA & PINE LAND COMPANY

Ticker:       DLP            Security ID:  247357106
Meeting Date: JAN 16, 2006   Meeting Type: Annual
Record Date:  NOV 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Dr. Nam-Hai Chua           For       For        Management
1.2   Elect Director W. Thomas Jagodinski       For       For        Management
1.3   Elect Director Stanley P. Roth            For       For        Management
2     Ratify Auditors                           For       For        Management


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

DENBURY RESOURCES INC.

Ticker:       DNR            Security ID:  247916208
Meeting Date: MAY 10, 2006   Meeting Type: Annual
Record Date:  MAR 27, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Ronald G. Greene           For       For        Management
1.2   Elect Director David I. Heather           For       For        Management
1.3   Elect Director Gregory L. McMichael       For       For        Management
1.4   Elect Director Gareth Roberts             For       For        Management
1.5   Elect Director Randy Stein                For       For        Management
1.6   Elect Director Wieland F. Wettstein       For       For        Management
1.7   Elect Director Donald D. Wolf             For       For        Management
2     Performance-Based Equity Awards           Against   For        Shareholder
3     Ratify Auditors                           For       For        Management


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

DENBURY RESOURCES INC.

Ticker:       DNR            Security ID:  247916208
Meeting Date: OCT 19, 2005   Meeting Type: Special
Record Date:  SEP 6, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Increase Authorized Common Stock          For       For        Management
2     Approve Stock Split                       For       For        Management
3     Adjourn Meeting                           For       Against    Management


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

DRS TECHNOLOGIES, INC.

Ticker:       DRS            Security ID:  23330X100
Meeting Date: AUG 4, 2005    Meeting Type: Annual
Record Date:  JUN 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Mark S. Newman            For       For        Management
1.2   Elect  Director Donald C. Fraser          For       For        Management
1.3   Elect  Director Steven S. Honigman        For       For        Management
2     Ratify Auditors                           For       For        Management


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

DRS TECHNOLOGIES, INC.

Ticker:       DRS            Security ID:  23330X100
Meeting Date: JAN 30, 2006   Meeting Type: Special
Record Date:  DEC 20, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Issue Shares in Connection with an        For       For        Management
      Acquisition
2     Increase Authorized Common Stock          For       For        Management


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

EAGLE HOSPITALITY PROPERTIES TRUST, INC.

Ticker:       EHP            Security ID:  26959T102
Meeting Date: MAY 3, 2006    Meeting Type: Annual
Record Date:  MAR 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director William P. Butler          For       For        Management
1.2   Elect Director J. William Blackham        For       For        Management
1.3   Elect Director Robert J. Kohlhepp         For       For        Management
1.4   Elect Director Frank C. Mcdowell          For       For        Management
1.5   Elect Director Louis D. George            For       For        Management
1.6   Elect Director Thomas R. Engel            For       For        Management
1.7   Elect Director Thomas E. Costello         For       For        Management
1.8   Elect Director Thomas E. Banta            For       For        Management
1.9   Elect Director Paul S. Fisher             For       For        Management
2     Ratify Auditors                           For       For        Management


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

ELECTRO SCIENTIFIC INDUSTRIES, INC.

Ticker:       ESIO           Security ID:  285229100
Meeting Date: OCT 20, 2005   Meeting Type: Annual
Record Date:  AUG 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Barry L. Harmon           For       For        Management
1.2   Elect  Director W. Arthur Porter          For       For        Management
1.3   Elect  Director Gerald F. Taylor          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Other Business                            For       Against    Management


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

EMCOR GROUP, INC.

Ticker:       EME            Security ID:  29084Q100
Meeting Date: JAN 27, 2006   Meeting Type: Special
Record Date:  DEC 27, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Increase Authorized Common Stock          For       For        Management


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

EMCOR GROUP, INC.

Ticker:       EME            Security ID:  29084Q100
Meeting Date: JUN 15, 2006   Meeting Type: Annual
Record Date:  APR 19, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frank T. MacInnis          For       For        Management
1.2   Elect Director Stephen W. Bershad         For       For        Management
1.3   Elect Director David A.B. Brown           For       For        Management
1.4   Elect Director Larry J. Bump              For       For        Management
1.5   Elect Director Albert Fried, Jr.          For       For        Management
1.6   Elect Director Richard F. Hamm, Jr.       For       For        Management
1.7   Elect Director Michael T. Yonker          For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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

ESCHELON TELECOM, INC.

Ticker:       ESCH           Security ID:  296290109
Meeting Date: MAY 18, 2006   Meeting Type: Annual
Record Date:  MAR 21, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard A. Smith           For       For        Management
1.2   Elect Director Clifford D. Williams       For       For        Management
1.3   Elect Director Louis L. Massaro           For       For        Management
1.4   Elect Director Marvin C. Moses            For       For        Management
1.5   Elect Director Mark E. Nunnelly           For       For        Management
1.6   Elect Director Ian K. Loring              For       For        Management
1.7   Elect Director James P. TenBroek          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Other Business                            For       Against    Management


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

ESCO TECHNOLOGIES INC.

Ticker:       ESE            Security ID:  296315104
Meeting Date: FEB 2, 2006    Meeting Type: Annual
Record Date:  DEC 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director C.J. Kretschmer           For       For        Management
1.2   Elect  Director J.M. McConnell            For       For        Management
1.3   Elect  Director D.C. Trauscht             For       For        Management
2     Approve Executive Incentive Bonus Plan    For       For        Management
3     Ratify Auditors                           For       For        Management


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

FIRST MIDWEST BANCORP, INC.

Ticker:       FMBI           Security ID:  320867104
Meeting Date: MAY 17, 2006   Meeting Type: Annual
Record Date:  MAR 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Bruce S. Chelberg          For       For        Management
1.2   Elect Director Joseph W. England          For       For        Management
1.3   Elect Director Patrick J. McDonnell       For       For        Management
1.4   Elect Director Robert P. O'Meara          For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management


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

FIRST NIAGARA FINANCIAL GROUP, INC.

Ticker:       FNFG           Security ID:  33582V108
Meeting Date: MAY 16, 2006   Meeting Type: Annual
Record Date:  MAR 20, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Paul J. Kolkmeyer          For       For        Management
1.2   Elect Director Daniel J. Hogarty, Jr.     For       For        Management
1.3   Elect Director James Miklinski            For       For        Management
1.4   Elect Director Sharon D. Randaccio        For       For        Management
1.5   Elect Director David M. Zebro             For       For        Management
2     Ratify Auditors                           For       For        Management


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

FOREST OIL CORP.

Ticker:       FST            Security ID:  346091705
Meeting Date: MAY 10, 2006   Meeting Type: Annual
Record Date:  MAR 22, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director H. Craig Clark             For       For        Management
1.2   Elect Director William L. Britton         For       For        Management
1.3   Elect Director James D. Lightner          For       For        Management
2     Ratify Auditors                           For       For        Management


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

GENERAL COMMUNICATION, INC.

Ticker:       GNCMA          Security ID:  369385109
Meeting Date: JUN 26, 2006   Meeting Type: Annual
Record Date:  APR 28, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Stephen M. Brett           For       For        Management
1.2   Elect Director Ronald A. Duncan           For       For        Management
1.3   Elect Director Stephen R. Mooney          For       Withhold   Management
1.4   Elect Director Scott M. Fisher            For       For        Management


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

HANOVER INSURANCE GROUP INC

Ticker:       THG            Security ID:  410867105
Meeting Date: MAY 16, 2006   Meeting Type: Annual
Record Date:  MAR 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frederick H. Eppinger      For       For        Management
1.2   Elect Director Gail L. Harrison           For       For        Management
1.3   Elect Director Joseph R. Ramrath          For       For        Management
1.4   Elect Director David J. Gallitano         For       For        Management
1.5   Elect Director Neal F. Finnegan           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       Against    Management


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

HARTE-HANKS, INC.

Ticker:       HHS            Security ID:  416196103
Meeting Date: MAY 16, 2006   Meeting Type: Annual
Record Date:  MAR 31, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director David L. Copeland          For       For        Management
1.2   Elect Director Christopher M. Harte       For       For        Management


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

INDEPENDENT BANK CORP.

Ticker:       INDB           Security ID:  453836108
Meeting Date: APR 13, 2006   Meeting Type: Annual
Record Date:  FEB 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard S. Anderson        For       For        Management
1.2   Elect Director Kevin J. Jones             For       For        Management
1.3   Elect Director Donna A. Lopolito          For       For        Management
1.4   Elect Director Richard H. Sgarzi          For       For        Management
1.5   Elect Director Thomas J. Teuten           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Non-Employee Director Omnibus Stock For       For        Management
      Plan


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

INVACARE CORP.

Ticker:       IVC            Security ID:  461203101
Meeting Date: MAY 25, 2006   Meeting Type: Annual
Record Date:  MAR 31, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James C. Boland            For       For        Management
1.2   Elect Director Gerald B. Blouch           For       For        Management
1.3   Elect Director William M. Weber           For       For        Management
2     Amend Omnibus Stock Plan                  For       Against    Management
3     Ratify Auditors                           For       For        Management


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

LAIDLAW INTERNATIONAL, INC.

Ticker:       LI             Security ID:  50730R102
Meeting Date: FEB 2, 2006    Meeting Type: Annual
Record Date:  DEC 6, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Kevin E. Benson            For       For        Management
1.2   Elect Director Lawrence M. Nagin          For       For        Management
1.3   Elect Director Peter E. Stangl            For       For        Management


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

LANDRYS RESTAURANTS, INC

Ticker:       LNY            Security ID:  51508L103
Meeting Date: JUN 1, 2006    Meeting Type: Annual
Record Date:  APR 19, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Tilman J. Fertitta         For       For        Management
1.2   Elect Director Steven L. Scheinthal       For       For        Management
1.3   Elect Director Michael S. Chadwick        For       For        Management
1.4   Elect Director Michael Richmond           For       For        Management
1.5   Elect Director Joe Max Taylor             For       For        Management
1.6   Elect Director Kenneth Brimmer            For       Withhold   Management
2     Amend Omnibus Stock Plan                  For       Against    Management


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

LIFEPOINT HOSPITALS, INC.

Ticker:       LPNT           Security ID:  53219L109
Meeting Date: MAY 8, 2006    Meeting Type: Annual
Record Date:  MAR 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Ricki Tigert Helfer        For       For        Management
1.2   Elect Director John E. Maupin, Jr.        For       For        Management
1.3   Elect Director Owen G. Shell, Jr.         For       For        Management
2     Ratify Auditors                           For       For        Management


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

MANITOWOC COMPANY, INC., THE

Ticker:       MTW            Security ID:  563571108
Meeting Date: MAY 2, 2006    Meeting Type: Annual
Record Date:  FEB 22, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Daniel W. Duval            For       For        Management
1.2   Elect Director James L. Packard           For       For        Management
1.3   Elect Director Terry D. Growcock          For       For        Management
2     Ratify Auditors                           For       For        Management


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

MARCUS CORP., THE

Ticker:       MCS            Security ID:  566330106
Meeting Date: OCT 6, 2005    Meeting Type: Annual
Record Date:  AUG 5, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Stephen H. Marcus         For       Withhold   Management
1.2   Elect  Director Diane Marcus Gershowitz   For       Withhold   Management
1.3   Elect  Director Daniel F. McKeithan, Jr   For       For        Management
1.4   Elect  Director Allan H. Selig            For       Withhold   Management
1.5   Elect  Director Timothy E. Hoeksema       For       For        Management
1.6   Elect  Director Bruce J. Olson            For       Withhold   Management
1.7   Elect  Director Philip L. Milstein        For       For        Management
1.8   Elect  Director Bronson J. Haase          For       For        Management
1.9   Elect  Director James D. Ericson          For       For        Management
1.10  Elect  Director Gregory S. Marcus         For       Withhold   Management


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

MODINE MANUFACTURING CO.

Ticker:       MOD            Security ID:  607828100
Meeting Date: JUL 20, 2005   Meeting Type: Annual
Record Date:  MAY 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Frank P. Incropera        For       For        Management
1.2   Elect  Director Vincent L. Martin         For       For        Management
1.3   Elect  Director Marsha C. Williams        For       For        Management
2     Amend Non-Employee Director Omnibus Stock For       For        Management
      Plan
3     Amend Articles/Bylaws/Charter-Non-Routine For       For        Management
4     Ratify Auditors                           For       For        Management


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

NATIONAL FINANCIAL PARTNERS CORP.

Ticker:       NFP            Security ID:  63607P208
Meeting Date: MAY 17, 2006   Meeting Type: Annual
Record Date:  MAR 23, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Stephanie Abramson         For       For        Management
1.2   Elect Director Arthur Ainsberg            For       For        Management
1.3   Elect Director Marc Becker                For       For        Management
1.4   Elect Director Jessica Bibliowicz         For       For        Management
1.5   Elect Director John Elliott               For       For        Management
1.6   Elect Director Shari Loessberg            For       For        Management
1.7   Elect Director Kenneth Mlekush            For       For        Management
2     Approve Qualified Employee Stock Purchase For       For        Management
      Plan
3     Increase Authorized Common Stock          For       For        Management
4     Ratify Auditors                           For       For        Management


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

NATIONAL FUEL GAS CO.

Ticker:       NFG            Security ID:  636180101
Meeting Date: FEB 16, 2006   Meeting Type: Annual
Record Date:  DEC 19, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director R. Don Cash               For       For        Management
1.2   Elect  Director George L. Mazanec         For       For        Management
1.3   Elect  Director John F. Riordan           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Non-Employee Director Compensation  Against   Against    Shareholder


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

NETGEAR INC

Ticker:       NTGR           Security ID:  64111Q104
Meeting Date: MAY 23, 2006   Meeting Type: Annual
Record Date:  APR 11, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Patrick C.S. Lo            For       For        Management
1.2   Elect Director Ralph E. Faison            For       For        Management
1.3   Elect Director A. Timothy Godwin          For       For        Management
1.4   Elect Director Jef Graham                 For       For        Management
1.5   Elect Director Linwood A. Lacy, Jr.       For       For        Management
1.6   Elect Director Gregory Rossmann           For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

NEWALLIANCE BANCSHARES, INC.

Ticker:       NAL            Security ID:  650203102
Meeting Date: APR 11, 2006   Meeting Type: Annual
Record Date:  MAR 3, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert J. Lyons, Jr.       For       For        Management
1.2   Elect Director Eric A. Marziali           For       For        Management
1.3   Elect Director Julia M. Mcnamara          For       For        Management
1.4   Elect Director Peyton R. Patterson        For       For        Management
1.5   Elect Director Gerald B. Rosenberg        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Other Business                            For       Against    Management


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

OGE ENERGY CORP.

Ticker:       OGE            Security ID:  670837103
Meeting Date: MAY 18, 2006   Meeting Type: Annual
Record Date:  MAR 21, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John D. Groendyke          For       For        Management
1.2   Elect Director Robert O. Lorenz           For       For        Management
1.3   Elect Director Steven E. Moore            For       For        Management
2     Ratify Auditors                           For       For        Management


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

PARTNERS TRUST FINANCIAL GROUP, INC.

Ticker:       PRTR           Security ID:  70213F102
Meeting Date: APR 26, 2006   Meeting Type: Annual
Record Date:  MAR 8, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director William C. Craine          For       For        Management
1.2   Elect Director Gordon M. Hayes, Jr.       For       For        Management
1.3   Elect Director Dr. Marybeth K. McCall     For       For        Management
2     Ratify Auditors                           For       For        Management


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

PATRIOT CAPITAL FUNDING INC

Ticker:       PCAP           Security ID:  70335Y104
Meeting Date: JUN 14, 2006   Meeting Type: Annual
Record Date:  MAY 12, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Steven Drogin              For       For        Management
1.2   Elect Director Mel P. Melsheimer          For       For        Management
1.3   Elect Director Richard A. Sebastiao       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Issuance of Shares Upon Exercise  For       For        Management
      of Options


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

PHOTRONICS, INC.

Ticker:       PLAB           Security ID:  719405102
Meeting Date: APR 4, 2006    Meeting Type: Annual
Record Date:  FEB 14, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Walter M. Fiederowicz     For       For        Management
1.2   Elect  Director Joseph A. Fiorita, Jr.    For       For        Management
1.3   Elect  Director Michael J. Luttati        For       For        Management
1.4   Elect  Director Constantine S.            For       For        Management
      Macricostas
1.5   Elect  Director George C. Macricostas     For       For        Management
1.6   Elect  Director Willem D. Maris           For       For        Management
1.7   Elect  Director Mitchell G. Tyson         For       For        Management
2     Ratify Auditors                           For       For        Management


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

PLATINUM UNDERWRITERS HOLDINGS LTD

Ticker:       PTP            Security ID:  G7127P100
Meeting Date: APR 25, 2006   Meeting Type: Annual
Record Date:  MAR 10, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director H. Furlong Baldwin        For       For        Management
1.2   Elect  Director Jonathan F. Bank          For       For        Management
1.3   Elect  Director Dan R. Carmichael         For       For        Management
1.4   Elect  Director Robert V. Deutsch         For       For        Management
1.5   Elect  Director Steven H. Newman          For       For        Management
1.6   Elect  Director Michael D. Price          For       For        Management
1.7   Elect  Director Peter T. Pruitt           For       For        Management
2     TO CONSIDER AND TAKE ACTION ON A PROPOSAL For       For        Management
      TO AMEND THE BYE-LAWS OF THE COMPANY BY
      REMOVING BYE-LAW 51(4), WHICH WOULD LIMIT
      THE VOTING RIGHTS OF THE COMPANY S 6%
      SERIES A MANDATORY CONVERTIBLE PREFERRED
      SHARES.
3     TO CONSIDER AND TAKE ACTION ON A PROPOSAL For       For        Management
      TO APPROVE THE 2006 SHARE INCENTIVE PLAN.
4     TO CONSIDER AND TAKE ACTION UPON A        For       For        Management
      PROPOSAL TO RATIFY THE SELECTION OF KPMG
      LLP AS THE COMPANY S INDEPENDENT
      REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
      2006 FISCAL YEAR.


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

PRESTIGE BRANDS HOLDINGS INC

Ticker:       PBH            Security ID:  74112D101
Meeting Date: JUL 29, 2005   Meeting Type: Annual
Record Date:  JUN 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Peter C. Mann             For       For        Management
1.2   Elect  Director L. Dick Buell             For       Withhold   Management
1.3   Elect  Director Gary E. Costley, Phd.     For       Withhold   Management
1.4   Elect  Director David A. Donnini          For       For        Management
1.5   Elect  Director Ronald Gordon             For       For        Management
1.6   Elect  Director Vincent J. Hemmer         For       Withhold   Management
1.7   Elect  Director Patrick Lonergan          For       For        Management
2     Ratify Auditors                           For       Against    Management


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

PROASSURANCE CORP

Ticker:       PRA            Security ID:  74267C106
Meeting Date: MAY 17, 2006   Meeting Type: Annual
Record Date:  MAR 31, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John J. McMahon, Jr.       For       For        Management
1.2   Elect Director John P. North, Jr.         For       For        Management
1.3   Elect Director William H. Woodhams        For       For        Management
1.4   Elect Director Wilfred W. Yeargan, Jr.    For       For        Management


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

PROLIANCE INTERNATIONAL INC

Ticker:       PLI            Security ID:  74340R104
Meeting Date: MAY 4, 2006    Meeting Type: Annual
Record Date:  MAR 10, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Paul R. Lederer            For       For        Management
1.2   Elect Director William J. Abraham, Jr.    For       Withhold   Management
1.3   Elect Director Bradley C. Richardson      For       For        Management
2     Ratify Auditors                           For       For        Management


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

PROSPERITY BANCSHARES, INC.

Ticker:       PRSP           Security ID:  743606105
Meeting Date: APR 18, 2006   Meeting Type: Annual
Record Date:  MAR 7, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James A. Bouligny          For       For        Management
1.2   Elect Director Charles J. Howard, M.D.    For       For        Management
1.3   Elect Director S. Reed Morian             For       For        Management
1.4   Elect Director Robert Steelhammer         For       For        Management
1.5   Elect Director H.E. Timanus, Jr.          For       For        Management
2     Increase Authorized Common Stock          For       Against    Management
3     Ratify Auditors                           For       For        Management


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

PROVIDENT FINANCIAL SERVICES, INC.

Ticker:       PFS            Security ID:  74386T105
Meeting Date: APR 26, 2006   Meeting Type: Annual
Record Date:  MAR 3, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Geoffrey M. Connor         For       Withhold   Management
1.2   Elect Director Christopher Martin         For       For        Management
1.3   Elect Director Edward O'Donnell           For       For        Management
1.4   Elect Director Thomas E. Sheenan          For       For        Management
1.5   Elect Director Jeffries Shein             For       For        Management
2     Ratify Auditors                           For       For        Management


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

RAIT INVESTMENT TRUST

Ticker:       RAS            Security ID:  749227104
Meeting Date: MAY 23, 2006   Meeting Type: Annual
Record Date:  MAR 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Betsy Z. Cohen             For       For        Management
1.2   Elect Director Edward S. Brown            For       For        Management
1.3   Elect Director Jonathan Z. Cohen          For       Withhold   Management
1.4   Elect Director S. Kristin Kim             For       For        Management
1.5   Elect Director Arthur Makadon             For       For        Management
1.6   Elect Director Joel R. Mesznik            For       For        Management
1.7   Elect Director Daniel Promislo            For       For        Management
1.8   Elect Director R. Randle Scarborough      For       For        Management
2     Ratify Auditors                           For       For        Management


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

RANGE RESOURCES CORPORATION

Ticker:       RRC            Security ID:  75281A109
Meeting Date: MAY 24, 2006   Meeting Type: Annual
Record Date:  MAR 31, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Charles L. Blackburn       For       For        Management
1.2   Elect Director Anthony V. Dub             For       For        Management
1.3   Elect Director V. Richard Eales           For       For        Management
1.4   Elect Director Allen Finkelson            For       For        Management
1.5   Elect Director Jonathan S. Linker         For       For        Management
1.6   Elect Director Kevin S. McCarthy          For       For        Management
1.7   Elect Director John H. Pinkerton          For       For        Management
1.8   Elect Director Jeffrey L. Ventura         For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Amend Omnibus Stock Plan                  For       Against    Management
4     Ratify Auditors                           For       For        Management


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

ROPER INDUSTRIES, INC.

Ticker:       ROP            Security ID:  776696106
Meeting Date: JUN 28, 2006   Meeting Type: Annual
Record Date:  APR 29, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Wilbur J. Prezzano         For       For        Management
1.2   Elect Director Robert D. Johnson          For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Amend Votes Per Share of Existing Stock   For       For        Management
4     Ratify Auditors                           For       For        Management
5     Other Business                            For       Against    Management


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

RUDDICK CORP.

Ticker:       RDK            Security ID:  781258108
Meeting Date: FEB 16, 2006   Meeting Type: Annual
Record Date:  DEC 9, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John R. Belk               For       For        Management
1.2   Elect Director James E. S. Hynes          For       For        Management
1.3   Elect Director Thomas W. Dickson          For       For        Management
1.4   Elect Director Harold C. Stowe            For       For        Management
2     Approve Outside Director Deferred Stock   For       For        Management
      Plan


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

SALEM COMMUNICATIONS CORP. (CA)

Ticker:       SALM           Security ID:  794093104
Meeting Date: MAY 24, 2006   Meeting Type: Annual
Record Date:  MAR 30, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Stuart W. Epperson         For       For        Management
1.2   Elect Director Edward G. Atsinger, III    For       For        Management
1.3   Elect Director David Davenport            For       For        Management
1.4   Elect Director Eric H. Halvorson          For       For        Management
1.5   Elect Director Roland S. Hinz             For       For        Management
1.6   Elect Director Paul Pressler              For       For        Management
1.7   Elect Director Richard A. Riddle          For       For        Management
1.8   Elect Director Dennis M. Weinberg         For       For        Management
2     Amend Omnibus Stock Plan                  For       Against    Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Ratify Auditors                           For       For        Management


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

SERVICE CORPORATION INTERNATIONAL

Ticker:       SCI            Security ID:  817565104
Meeting Date: MAY 11, 2006   Meeting Type: Annual
Record Date:  MAR 21, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director R.L. Waltrip               For       For        Management
1.2   Elect Director Anthony L. Coelho          For       For        Management
1.3   Elect Director A.J. Foyt, Jr.             For       For        Management
1.4   Elect Director Edward E. Williams         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Non-Employee Director Stock Option  For       For        Management
      Plan


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

SPECTRUM BRANDS INC

Ticker:       SPC            Security ID:  84762L105
Meeting Date: APR 26, 2006   Meeting Type: Annual
Record Date:  MAR 15, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John D. Bowlin             For       For        Management
1.2   Elect Director William P. Carmichael      For       For        Management
1.3   Elect Director Kent J. Hussey             For       For        Management
1.4   Elect Director John S. Lupo               For       For        Management
2     Ratify Auditors                           For       For        Management


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

SUN BANCORP, INC.  (NJ)

Ticker:       SNBC           Security ID:  86663B102
Meeting Date: MAY 18, 2006   Meeting Type: Annual
Record Date:  MAR 30, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Thomas A. Bracken          For       For        Management
1.2   Elect Director Bernard A. Brown           For       For        Management
1.3   Elect Director Ike Brown                  For       For        Management
1.4   Elect Director Jeffrey S. Brown           For       Withhold   Management
1.5   Elect Director Sidney R. Brown            For       For        Management
1.6   Elect Director John A. Fallone            For       For        Management
1.7   Elect Director Peter Galetto, Jr.         For       For        Management
1.8   Elect Director Douglas J. Heun            For       For        Management
1.9   Elect Director Charles P. Kaempffer       For       For        Management
1.10  Elect Director Anne E. Koons              For       For        Management
1.11  Elect Director Eli Kramer                 For       For        Management
1.12  Elect Director Alfonse M. Mattia          For       For        Management
1.13  Elect Director George A. Pruitt           For       For        Management
1.14  Elect Director Anthony Russo, III         For       For        Management
1.15  Elect Director Edward H. Salmon           For       For        Management
1.16  Elect Director Howard M. Schoor           For       For        Management
2     Increase Authorized Common Stock          For       For        Management
3     Ratify Auditors                           For       For        Management


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

TELEFLEX INC.

Ticker:       TFX            Security ID:  879369106
Meeting Date: MAY 5, 2006    Meeting Type: Annual
Record Date:  MAR 7, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Jeffrey P. Black           For       For        Management
1.2   Elect Director S. W. W. Lubsen            For       For        Management
1.3   Elect Director Judith M Von Seldeneck     For       For        Management
1.4   Elect Director Harold L. Yoh, III         For       For        Management
1.5   Elect Director John J. Sickler            For       For        Management
2     Increase Authorized Common Stock          For       Against    Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Ratify Auditors                           For       For        Management


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

TOMMY HILFIGER CORP.

Ticker:       TOM            Security ID:  G8915Z102
Meeting Date: MAY 9, 2006    Meeting Type: Special
Record Date:  FEB 28, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     PROPOSAL TO APPROVE THE AGREEMENT AND     For       For        Management
      PLAN OF MERGER, DATED AS OF DECEMBER 23,
      2005, AMONG TOMMY HILFIGER CORPORATION,
      ELMIRA 2 B.V. (F/K/A BMD VENTURE CAPITAL
      B.V.) AND ELMIRA (BVI) UNLIMITED
2     PROPOSAL TO APPROVE THE ADJOURNMENT OR    For       For        Management
      POSTPONEMENT OF THE MEETING, IF NECESSARY
      OR APPROPRIATE, TO SOLICIT ADDITIONAL
      PROXIES IF THERE ARE INSUFFICIENT VOTES
      AT THE TIME OF THE MEETING TO APPROVE THE
      AGREEMENT AND PLAN OF MERGER


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

UNION DRILLING, INC.

Ticker:       UDRL           Security ID:  90653P105
Meeting Date: JUN 8, 2006    Meeting Type: Annual
Record Date:  APR 25, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director T.J. Glauthier             For       For        Management
1.2   Elect Director Howard I. Hoffen           For       For        Management
1.3   Elect Director Thomas M. Mercer           For       For        Management
1.4   Elect Director Thomas H. O'Neill Jr.      For       For        Management
1.5   Elect Director Gregory D. Myers           For       Withhold   Management
1.6   Elect Director John J. Moon               For       Withhold   Management
1.7   Elect Director M. Joseph Mchugh           For       For        Management
2     Ratify Auditors                           For       For        Management


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

VARIAN INC

Ticker:       VARI           Security ID:  922206107
Meeting Date: FEB 2, 2006    Meeting Type: Annual
Record Date:  DEC 12, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard U. De Schutter     For       For        Management
1.2   Elect Director Allen J. Lauer             For       For        Management


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

VIAD CORP.

Ticker:       VVI            Security ID:  92552R406
Meeting Date: MAY 16, 2006   Meeting Type: Annual
Record Date:  MAR 23, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Daniel Boggan Jr.          For       For        Management
1.2   Elect Director Robert H. Bohannon         For       For        Management
1.3   Elect Director Robert E. Munzenrider      For       For        Management
2     Ratify Auditors                           For       For        Management


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

WARNACO GROUP, INC., THE

Ticker:       WRNC           Security ID:  934390402
Meeting Date: MAY 18, 2006   Meeting Type: Annual
Record Date:  MAR 31, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director David A. Bell              For       For        Management
1.2   Elect Director Robert A. Bowman           For       For        Management
1.3   Elect Director Richard Karl Goeltz        For       For        Management
1.4   Elect Director Joseph R. Gromek           For       For        Management
1.5   Elect Director Sheila A. Hopkins          For       For        Management
1.6   Elect Director Charles R. Perrin          For       For        Management
1.7   Elect Director Donald L. Seeley           For       For        Management
1.8   Elect Director Cheryl Nido Turpin         For       For        Management
2     Ratify Auditors                           For       For        Management


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

WATSON WYATT WORLDWIDE INC

Ticker:       WW             Security ID:  942712100
Meeting Date: JUL 22, 2005   Meeting Type: Special
Record Date:  JUN 13, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Issue Shares in Connection with an        For       For        Management
      Acquisition
2.1   Elect  Director C. Ramamurthy             For       For        Management
3     Adjourn Meeting                           For       For        Management


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

WATSON WYATT WORLDWIDE INC

Ticker:       WW             Security ID:  942712100
Meeting Date: NOV 11, 2005   Meeting Type: Annual
Record Date:  SEP 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Gene H. Wickes             For       For        Management
1.2   Elect Director John J. Gabarro            For       For        Management
1.3   Elect Director John J. Haley              For       For        Management
1.4   Elect Director Linda D. Rabbitt           For       For        Management
1.5   Elect Director John C. Wright             For       For        Management
2     Approve Executive Incentive Bonus Plan    For       For        Management
3     Amend Non-Employee Director Omnibus Stock For       For        Management
      Plan


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

WEBSTER FINANCIAL CORP.

Ticker:       WBS            Security ID:  947890109
Meeting Date: APR 20, 2006   Meeting Type: Annual
Record Date:  FEB 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert A. Finkenzeller     For       For        Management
1.2   Elect Director Roger A. Gelfenbien        For       For        Management
1.3   Elect Director Laurence C. Morse          For       For        Management
2     Ratify Auditors                           For       For        Management


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

WOODHEAD INDUSTRIES, INC.

Ticker:       WDHD           Security ID:  979438108
Meeting Date: FEB 2, 2006    Meeting Type: Annual
Record Date:  DEC 9, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Charles W. Denny          For       For        Management
1.2   Elect  Director Ann F. Hackett            For       For        Management
1.3   Elect  Director Eugene P. Nesbeda         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.

         Credit Suisse Capital Funds

By:      /s/ Steven Plump
         ----------------------------
         Steven Plump
         Chief Executive Officer

Date:    August 25, 2006