******************************* FORM N-Px REPORT *******************************

ICA File Number: 811-09761
Reporting Period: 07/01/2008 - 06/30/2009
Direxion Insurance Trust

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 811-09761


The Direxion Insurance Trust
(Exact name of registrant as specified in charter)


Daniel ONeill
33 Whitehall Street, 10th Floor
New York, NY 10004
(Address of principal executive offices) (Zip code)


U.S. Bancorp Fund Services, LLC
615 E. Michigan Avenue
Milwaukee, WI 53202
(Name and address of agent for service)


Registrant's telephone number, including
area code: 646-572-3390

Date of fiscal year end: December 31, 2009


Date of reporting period: June 30, 2009


Item 1. Proxy Voting Record.


======================= DIREXION DYNAMIC VP HY BOND FUND =======================


EVERGREEN FUNDS

Ticker:                      Security ID:  30023R647
Meeting Date: MAR 12, 2009   Meeting Type: Special
Record Date:  DEC 1, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Investment Advisory Agreement   For       For          Management


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FEDERATED FUNDS

Ticker:       MMMXX          Security ID:  60934N203
Meeting Date: OCT 15, 2008   Meeting Type: Special
Record Date:  APR 7, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Change of Fundamental           For       For          Management
      Investment Policy - Concentration




================== DIREXION EVOLUTION VP ALL-CAP EQUITY FUND ===================


3M CO

Ticker:       MMM            Security ID:  88579Y101
Meeting Date: MAY 12, 2009   Meeting Type: Annual
Record Date:  MAR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Linda G. Alvarado        For       For          Management
1.2   Elect Director George W. Buckley        For       For          Management
1.3   Elect Director Vance D. Coffman         For       For          Management
1.4   Elect Director Michael L. Eskew         For       For          Management
1.5   Elect Director W. James Farrell         For       For          Management
1.6   Elect Director Herbert L. Henkel        For       For          Management
1.7   Elect Director Edward M. Liddy          For       For          Management
1.8   Elect Director Robert S. Morrison       For       For          Management
1.9   Elect Director Aulana L. Peters         For       For          Management
1.10  Elect Director Robert J. Ulrich         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Bylaws-- Call Special Meetings    Against   For          Shareholder
4     Stock Retention/Holding Period          Against   For          Shareholder


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ABERCROMBIE & FITCH CO.

Ticker:       ANF            Security ID:  002896207
Meeting Date: JUN 10, 2009   Meeting Type: Annual
Record Date:  APR 15, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James B. Bachmann        For       Withhold     Management
1.2   Elect Director Michael S. Jeffries      For       Withhold     Management
1.3   Elect Director John W. Kessler          For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
4     Death Benefits/Golden Coffins           Against   For          Shareholder


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ADOBE SYSTEMS INC.

Ticker:       ADBE           Security ID:  00724F101
Meeting Date: APR 1, 2009    Meeting Type: Annual
Record Date:  FEB 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Robert K. Burgess        For       For          Management
2     Elect Director Carol Mills              For       For          Management
3     Elect Director Daniel Rosensweig        For       For          Management
4     Elect Director Robert Sedgewick         For       For          Management
5     Elect Director John E. Warnock          For       For          Management
6     Amend Omnibus Stock Plan                For       For          Management
7     Ratify Auditors                         For       For          Management


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AETNA INC.

Ticker:       AET            Security ID:  00817Y108
Meeting Date: MAY 29, 2009   Meeting Type: Annual
Record Date:  MAR 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Frank M. Clark           For       For          Management
2     Elect Director Betsy Z. Cohen           For       For          Management
3     Elect Director Molly J. Coye, M.D.      For       For          Management
4     Elect Director Roger N. Farah           For       For          Management
5     Elect Director Barbara Hackman Franklin For       For          Management
6     Elect Director Jeffrey E. Garten        For       For          Management
7     Elect Director Earl G. Graves           For       For          Management
8     Elect Director Gerald Greenwald         For       For          Management
9     Elect Director Ellen M. Hancock         For       For          Management
10    Elect Director Richard J. Harrington    For       For          Management
11    Elect Director Edward J. Ludwig         For       For          Management
12    Elect Director Joseph P. Newhouse       For       For          Management
13    Elect Director Ronald A. Williams       For       For          Management
14    Ratify Auditors                         For       For          Management
15    Provide for Cumulative Voting           Against   For          Shareholder
16    Adopt a Policy to Elect a Retired       Against   Against      Shareholder
      Management Employee


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ALLERGAN, INC.

Ticker:       AGN            Security ID:  018490102
Meeting Date: APR 30, 2009   Meeting Type: Annual
Record Date:  MAR 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Herbert W. Boyer         For       For          Management
1.2   Elect Director Robert A. Ingram         For       For          Management
1.3   Elect Director David E.I. Pyott         For       For          Management
1.4   Elect Director Russell T. Ray           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Report on Animal Testing                Against   Against      Shareholder


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ALTRIA GROUP, INC.

Ticker:       MO             Security ID:  02209S103
Meeting Date: MAY 19, 2009   Meeting Type: Annual
Record Date:  MAR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Elizabeth E. Bailey      For       For          Management
2     Elect Director Gerald L. Baliles        For       For          Management
3     Elect Director Dinyar S. Devitre        For       For          Management
4     Elect Director Thomas F. Farrell        For       For          Management
5     Elect Director Robert E. R. Huntley     For       For          Management
6     Elect Director Thomas W. Jones          For       For          Management
7     Elect Director George Munoz             For       For          Management
8     Elect Director Nabil Y. Sakkab          For       For          Management
9     Elect Director Michael E. Szymanczyk    For       For          Management
10    Ratify Auditors                         For       For          Management
11    Reduce Tobacco Harm to Health           Against   Against      Shareholder
12    Report on Marketing Practices on the    Against   Against      Shareholder
      Poor
13    Adopt Principles for Health Care Reform Against   Against      Shareholder
14    Adopt Human Rights Protocols for        Against   For          Shareholder
      Company and Suppliers
15    Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
16    Report on Political Contributions       Against   For          Shareholder


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AMAZON.COM, INC.

Ticker:       AMZN           Security ID:  023135106
Meeting Date: MAY 28, 2009   Meeting Type: Annual
Record Date:  APR 1, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Jeffrey P. Bezos         For       For          Management
2     Elect Director Tom A. Alberg            For       For          Management
3     Elect Director John Seely Brown         For       For          Management
4     Elect Director L. John Doerr            For       For          Management
5     Elect Director William B. Gordon        For       For          Management
6     Elect Director Alain Monie              For       For          Management
7     Elect Director Thomas O. Ryder          For       For          Management
8     Elect Director Patricia Q. Stonesifer   For       For          Management
9     Ratify Auditors                         For       For          Management


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AMERICAN EAGLE OUTFITTERS, INC.

Ticker:       AEO            Security ID:  02553E106
Meeting Date: JUN 16, 2009   Meeting Type: Annual
Record Date:  APR 20, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Janice E. Page           For       For          Management
2     Elect Director J. Thomas Presby         For       For          Management
3     Elect Director Gerald E. Wedren         For       For          Management
4     Amend Omnibus Stock Plan                For       For          Management
5     Ratify Auditors                         For       For          Management


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AMERICAN ORIENTAL BIOENGINEERING, INC.

Ticker:       AOB            Security ID:  028731107
Meeting Date: DEC 5, 2008    Meeting Type: Annual
Record Date:  OCT 6, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Tony Liu                 For       For          Management
1.2   Elect Director Jun Min                  For       For          Management
1.3   Elect Director Yanchun Li               For       For          Management
1.4   Elect Director Binsheng Li              For       For          Management
1.5   Elect Director Cosimo J. Patti          For       For          Management
1.6   Elect Director Xianmin Wang             For       For          Management
1.7   Elect Director Eileen Bridget Brody     For       For          Management
1.8   Elect Director Lawrence S. Wizel        For       For          Management
1.9   Elect Director Baiqing Zhang            For       For          Management
2     Ratify Auditors                         For       For          Management


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AMGEN, INC.

Ticker:       AMGN           Security ID:  031162100
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director David Baltimore          For       For          Management
2     Elect Director Frank J. Biondi, Jr.     For       For          Management
3     Elect Director Francois de Carbonnel    For       For          Management
4     Elect Director Jerry D. Choate          For       For          Management
5     Elect Director Vance D. Coffman         For       For          Management
6     Elect Director Frederick W. Gluck       For       For          Management
7     Elect Director Frank C. Herringer       For       For          Management
8     Elect Director Gilbert S. Omenn         For       For          Management
9     Elect Director Judith C. Pelham         For       For          Management
10    Elect Director J. Paul Reason           For       For          Management
11    Elect Director Leonard D. Schaeffer     For       For          Management
12    Elect Director Kevin W. Sharer          For       For          Management
13    Ratify Auditors                         For       For          Management
14    Approve Omnibus Stock Plan              For       For          Management
15    Reduce Supermajority Vote Requirement   For       For          Management
16    Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
17    Reincorporate in Another State [from    Against   Against      Shareholder
      Delaware to North Dakota ]


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ANHEUSER-BUSCH COMPANIES, INC.

Ticker:       BUD            Security ID:  035229103
Meeting Date: NOV 12, 2008   Meeting Type: Special
Record Date:  OCT 3, 2008

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


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APOGEE ENTERPRISES, INC.

Ticker:       APOG           Security ID:  037598109
Meeting Date: JUN 24, 2009   Meeting Type: Annual
Record Date:  MAY 4, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Bernard P. Aldrich       For       For          Management
1.2   Elect Director Sara L. Hays             For       For          Management
1.3   Elect Director Russell Huffer           For       For          Management
1.4   Elect Director John T. Manning          For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Approve Non-Employee Director Omnibus   For       For          Management
      Stock Plan
4     Ratify Auditors                         For       For          Management


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APPLE INC.

Ticker:       AAPL           Security ID:  037833100
Meeting Date: FEB 25, 2009   Meeting Type: Annual
Record Date:  DEC 29, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William V. Campbell      For       For          Management
1.2   Elect Director Millard S. Drexler       For       For          Management
1.3   Elect Director Albert A. Gore, Jr.      For       For          Management
1.4   Elect Director Steven P. Jobs           For       For          Management
1.5   Elect Director Andrea Jung              For       For          Management
1.6   Elect Director A.D. Levinson            For       For          Management
1.7   Elect Director Eric E. Schmidt          For       For          Management
1.8   Elect Director Jerome B. York           For       For          Management
2     Report on Political Contributions       Against   Against      Shareholder
3     Adopt Principles for Health Care Reform Against   Against      Shareholder
4     Prepare Sustainability Report           Against   Against      Shareholder
5     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation


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APPLIED INDUSTRIAL TECHNOLOGIES, INC.

Ticker:       AIT            Security ID:  03820C105
Meeting Date: OCT 21, 2008   Meeting Type: Annual
Record Date:  AUG 22, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director L. Thomas Hiltz          For       For          Management
1.2   Elect Director John F. Meier            For       For          Management
1.3   Elect Director David L. Pugh            For       For          Management
1.4   Elect Director Peter C. Wallace         For       For          Management
2     Ratify Auditors                         For       For          Management


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APTARGROUP, INC.

Ticker:       ATR            Security ID:  038336103
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 12, 2009

#     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 Leo A. Guthart           For       For          Management
1.4   Elect Director Ralf K. Wunderlich       For       For          Management
2     Ratify Auditors                         For       For          Management


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ARCELORMITTAL

Ticker:       MT             Security ID:  03938L104
Meeting Date: MAY 12, 2009   Meeting Type: Annual/Special
Record Date:  APR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Consolidated Financial           For       For          Management
      Statements
2     Accept Financial Statements             For       For          Management
3     Acknowledge Allocation of Income and    For       For          Management
      Dividends
4     Approve Allocation of Income and        For       For          Management
      Dividends of USD 0.1875 per Share
5     Approve Remuneration of Directors       For       For          Management
6     Approve Discharge of Directors          For       For          Management
7     Approve Retirement of Directors         For       For          Management
8     Reelect Narayanan Vaghul as Director    For       Against      Management
9     Reelect Wilbur L. Ross as Director      For       Against      Management
10    Reelect Francois Pinault as Director    For       Against      Management
11    Approve Share Repurchase Program        For       Against      Management
12    Ratify Deloitte SA as Auditors          For       For          Management
13    Approve Bonus Plan                      For       For          Management
14    Approve Stock Option Plan               For       Against      Management
15    Approve Employee Stock Purchase Plan    For       For          Management
16    Approve Issuance of Equity or           For       For          Management
      Equity-Linked Securities without
      Preemptive Rights and Amend Article 5.5
      Accordingly


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ARCH CHEMICALS, INC.

Ticker:       ARJ            Security ID:  03937R102
Meeting Date: APR 30, 2009   Meeting Type: Annual
Record Date:  MAR 5, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William H. Powell        For       Withhold     Management
1.2   Elect Director Daniel S. Sanders        For       Withhold     Management
1.3   Elect Director Janice J. Teal           For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Ratify Auditors                         For       For          Management


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AUTODESK, INC.

Ticker:       ADSK           Security ID:  052769106
Meeting Date: JUN 11, 2009   Meeting Type: Annual
Record Date:  APR 14, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Carl Bass                For       For          Management
1.2   Elect Director Crawford W. Beveridge    For       For          Management
1.3   Elect Director J. Hallam Dawson         For       For          Management
1.4   Elect Director Per-Kristian Halvorsen   For       For          Management
1.5   Elect Director Sean M. Maloney          For       For          Management
1.6   Elect Director Elizabeth A. Nelson      For       For          Management
1.7   Elect Director Charles J. Robel         For       For          Management
1.8   Elect Director Steven M. West           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Non-Employee Director Omnibus   For       For          Management
      Stock Plan


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AVNET, INC.

Ticker:       AVT            Security ID:  053807103
Meeting Date: NOV 6, 2008    Meeting Type: Annual
Record Date:  SEP 8, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Eleanor Baum             For       For          Management
1.2   Elect Director J. Veronica Biggins      For       For          Management
1.3   Elect Director Lawrence W. Clarkson     For       For          Management
1.4   Elect Director Ehud Houminer            For       For          Management
1.5   Elect Director Frank R. Noonan          For       For          Management
1.6   Elect Director Ray M. Robinson          For       For          Management
1.7   Elect Director William P. Sullivan      For       For          Management
1.8   Elect Director Gary L. Tooker           For       For          Management
1.9   Elect Director Roy Vallee               For       For          Management
2     Ratify Auditors                         For       For          Management


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BARR PHARMACEUTICALS INC

Ticker:       BRL            Security ID:  068306109
Meeting Date: NOV 21, 2008   Meeting Type: Special
Record Date:  OCT 10, 2008

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


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BAXTER INTERNATIONAL INC.

Ticker:       BAX            Security ID:  071813109
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Walter E. Boomer         For       For          Management
1.2   Elect Director James R. Gavin III       For       For          Management
1.3   Elect Director Peter S. Hellman         For       For          Management
1.4   Elect Director K. J. Storm              For       For          Management
2     Ratify Auditors                         For       For          Management
3     Report on Animal Testing                Against   Against      Shareholder


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BIO-REFERENCE LABORATORIES, INC.

Ticker:       BRLI           Security ID:  09057G602
Meeting Date: JUL 17, 2008   Meeting Type: Annual
Record Date:  JUN 16, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect  Director Sam Singer              For       For          Management
1.2   Elect  Director Harry Elias             For       For          Management
2     Other Business                          For       Against      Management


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BIOGEN IDEC INC.

Ticker:       BIIB           Security ID:  09062X103
Meeting Date: JUN 3, 2009    Meeting Type: Proxy Contest
Record Date:  APR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
      Management Proxy (White Card)
1.1   Elect Director Lawrence C. Best         For       Did Not Vote Management
1.2   Elect Director Alan B. Glassberg        For       Did Not Vote Management
1.3   Elect Director Robert W. Pangia         For       Did Not Vote Management
1.4   Elect Director William D. Young         For       Did Not Vote Management
2     Ratify Auditors                         For       Did Not Vote Management
3     Adopt Majority Voting for Uncontested   For       Did Not Vote Management
      Election of Directors
4     Fix Size of Board at 13 and Remove the  Against   Did Not Vote Shareholder
      Board's Ability to Change the Size of
      the Board
5     Reincorporate in Another State [North   Against   Did Not Vote Shareholder
      Dakota]

#     Proposal                                Diss Rec  Vote Cast    Sponsor
      Dissident Proxy (Gold Card)
1.1   Elect Director Alexander J. Denner      For       For          Shareholder
1.2   Elect Director Richard C. Mulligan      For       For          Shareholder
1.3   Elect Director Thomas F. Deuel          For       Withhold     Shareholder
1.4   Elect Director David Sidransky          For       Withhold     Shareholder
2     Fix Size of Board at 13 and Remove the  For       For          Shareholder
      Board's Ability to Change the Size of
      the Board
3     Reincorporate in Another State [North   For       Against      Shareholder
      Dakota]
4     Ratify Auditors                         For       For          Management
5     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors


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BLACKBAUD, INC.

Ticker:       BLKB           Security ID:  09227Q100
Meeting Date: JUN 16, 2009   Meeting Type: Annual
Record Date:  APR 20, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director George H. Ellis          For       For          Management
1.2   Elect Director Andrew M. Leitch         For       For          Management
2     Amended Certificate of Incorporation to For       For          Management
      Permit a Business Combination with
      Hellman & Friedman
3     Ratify Auditors                         For       For          Management


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C.H. ROBINSON WORLDWIDE, INC.

Ticker:       CHRW           Security ID:  12541W209
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director James B. Stake           For       For          Management
2     Elect Director John P. Wiehoff          For       For          Management
3     Approve Increase in Size of Board       For       For          Management
4     Ratify Auditors                         For       For          Management


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CAL-MAINE FOODS, INC.

Ticker:       CALM           Security ID:  128030202
Meeting Date: OCT 2, 2008    Meeting Type: Annual
Record Date:  AUG 14, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Fred R. Adams, Jr.       For       Withhold     Management
1.2   Elect Director Richard K. Looper        For       Withhold     Management
1.3   Elect Director Adolphus B. Baker        For       Withhold     Management
1.4   Elect Director Timothy A. Dawson        For       Withhold     Management
1.5   Elect Director R. Faser Triplett        For       Withhold     Management
1.6   Elect Director Letitia C. Hughes        For       For          Management
1.7   Elect Director James E. Poole           For       For          Management
2     Amend Certificate of Incorporation to   For       Against      Management
      Provide for Equal Dividends on a Per
      Share Basis
3     Phase out Sales of Eggs from Battery    Against   Against      Shareholder
      Cage Hens


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CAREER EDUCATION CORP.

Ticker:       CECO           Security ID:  141665109
Meeting Date: APR 30, 2009   Meeting Type: Annual
Record Date:  MAR 18, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Dennis H. Chookaszian    For       For          Management
1.2   Elect Director David W. Devonshire      For       For          Management
1.3   Elect Director Patrick W. Gross         For       For          Management
1.4   Elect Director Gregory L. Jackson       For       For          Management
1.5   Elect Director Thomas B. Lally          For       For          Management
1.6   Elect Director Steven H. Lesnik         For       For          Management
1.7   Elect Director Gary E. McCullough       For       For          Management
1.8   Elect Director Edward A. Snyder         For       For          Management
1.9   Elect Director Leslie T. Thornton       For       For          Management
2     Ratify Auditors                         For       For          Management


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CELANESE CORP.

Ticker:       CE             Security ID:  150870103
Meeting Date: APR 23, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James E. Barlett         For       For          Management
1.2   Elect Director David F. Hoffmeister     For       For          Management
1.3   Elect Director Paul H. O'Neill          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management
4     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan


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CERNER CORPORATION

Ticker:       CERN           Security ID:  156782104
Meeting Date: MAY 22, 2009   Meeting Type: Annual
Record Date:  MAR 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Clifford W Illig         For       For          Management
1.2   Elect Director William B Neaves, Ph.D.  For       For          Management
2     Ratify Auditors                         For       For          Management


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CH ENERGY GROUP, INC.

Ticker:       CHG            Security ID:  12541M102
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Manuel J. Iraola         For       For          Management
1.2   Elect Director E. Michel Kruse          For       For          Management
1.3   Elect Director Ernest R. Verebelyi      For       For          Management
2     Declassify the Board of Directors       For       For          Management
3     Ratify Auditors                         For       For          Management


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CHEMED CORP.

Ticker:       CHE            Security ID:  16359R103
Meeting Date: MAY 29, 2009   Meeting Type: Proxy Contest
Record Date:  MAR 31, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
      Management Proxy (White Card)
1.1   Elect Director Kevin J. McNamara        For       For          Management
1.2   Elect Director Joel F. Gemunder         For       For          Management
1.3   Elect Director Patrick P. Grace         For       For          Management
1.4   Elect Director Thomas C. Hutton         For       For          Management
1.5   Elect Director Walter L. Krebs          For       For          Management
1.6   Elect Director Andrea R. Lindell        For       For          Management
1.7   Elect Director Ernest J. Mrozek         For       For          Management
1.8   Elect Director Thomas P. Rice           For       For          Management
1.9   Elect Director Donald E. Saunders       For       For          Management
1.10  Elect Director George J. Walsh          For       For          Management
1.11  Elect Director Frank E. Wood            For       For          Management
2     Ratify Auditors                         For       For          Management

#     Proposal                                Diss Rec  Vote Cast    Sponsor
      Dissident Proxy (Gold Card)
1.1   Elect Director Scott J. Cromie          For       Did Not Vote Shareholder
1.2   Elect Director James Foy                For       Did Not Vote Shareholder
1.3   Elect Director Clay B. Lifflander       For       Did Not Vote Shareholder
1.4   Elect Director Peter A. Michel          For       Did Not Vote Shareholder
1.5   Elect Director Carroll R. Wetzel        For       Did Not Vote Shareholder
1.6   Management Nominee - Kevin J. McNamara  For       Did Not Vote Shareholder
1.7   Management Nominee - Joel F. Gemunder   For       Did Not Vote Shareholder
1.8   Management Nominee - Andrea R. Lindell  For       Did Not Vote Shareholder
1.9   Management Nominee - Ernest J. Mrozek   For       Did Not Vote Shareholder
1.10  Management Nominee - Thomas P. Rice     For       Did Not Vote Shareholder
1.11  Management Nominee - Frank E. Wood      For       Did Not Vote Shareholder
2     Ratify Auditors                         For       Did Not Vote Management


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CHINA FIRE & SECURITY GROUP, INC

Ticker:       CFSG           Security ID:  16938R103
Meeting Date: OCT 20, 2008   Meeting Type: Annual
Record Date:  AUG 21, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gangjin Li               For       For          Management
1.2   Elect Director Brian Lin                For       For          Management
1.3   Elect Director Tieying Guo              For       For          Management
1.4   Elect Director Guoyou Zhang             For       For          Management
1.5   Elect Director Xuewen Xiao              For       For          Management
1.6   Elect Director Xianghua Li              For       For          Management
1.7   Elect Director Albert McLelland         For       For          Management


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

CHINA LIFE INSURANCE CO. LIMITED

Ticker:       LFC            Security ID:  16939P106
Meeting Date: MAY 25, 2009   Meeting Type: Annual
Record Date:  APR 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Report of the Board of          For       For          Management
      Directors
2     Accept Report of the Supervisory        For       For          Management
      Committee
3     Accept Financial Statements and         For       For          Management
      Statutory Reports
4     Approve Profit Distribution and Cash    For       For          Management
      Dividend Distribution Plan for the Year
      Ended Dec. 31, 2008
5     Approve Remuneration of Directors and   For       For          Management
      Supervisors
6     Reappoint PricewaterhouseCoopers Zhong  For       For          Management
      Tian Certified Public Accountants Co.
      Ltd. and PricewaterhouseCoopers as PRC
      and International Auditors,
      Respectfully, and Authorize Board to
      Fix Their Remuneration
7.1   Elect Yang Chao as Executive Director   For       For          Management
7.2   Elect Wan Feng as Executive Director    For       For          Management
7.3   Elect Lin Dairen as Executive Director  For       For          Management
7.4   Elect Liu Yingqi as Executive Director  For       For          Management
7.5   Elect Miao Jianmin as Non-Executive     For       For          Management
      Director
7.6   Elect Shi Guoqing as Non-Executive      For       For          Management
      Director
7.7   Elect Zhuang Zuojin as Non-Executive    For       For          Management
      Director
7.8   Elect Sun Shuyi as Independent          For       For          Management
      Non-Executive Director
7.9   Elect Ma Yongwei as Independent         For       For          Management
      Non-Executive Director
7.10  Elect Sun Changji as Independent        For       For          Management
      Non-Executive Director
7.11  Elect Bruce Douglas Moore as            For       For          Management
      Independent Non-Executive Director
8.1   Elect Xia Zhihua as Non-Employee        For       For          Management
      Representative Supervisor
8.2   Elect Shi Xiangming as Non-Employee     For       For          Management
      Representative Supervisor
8.3   Elect Tian Hui as Non-Employee          For       For          Management
      Representative Supervisor
9     Approve Renewal of Liability Insurance  For       Against      Management
      for Directors and Senior Management
      Officers
10    Review Duty Report of Independent       None      None         Management
      Directors for the Year 2008
11    Review Status of Connected Transactions None      None         Management
      and Execution of Connected Transaction
      Management System of the Company for
      the Year 2008
12    Amend Articles of Association           For       For          Management
13    Amend Procedural Rules for              For       For          Management
      Shareholders' General Meetings
14    Amend Procedural Rules for Board of     For       For          Management
      Directors Meetings
15    Amend Procedural Rules for the          For       For          Management
      Supervisory Committee Meetings
16    Approve Issuance of Equity or           For       Against      Management
      Equity-Linked Securities without
      Preemptive Rights


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

CHINA MOBILE (HONG KONG) LIMITED

Ticker:       CHL            Security ID:  16941M109
Meeting Date: MAY 19, 2009   Meeting Type: Annual
Record Date:  APR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Final Dividend                  For       For          Management
3a    Reelect Wang Jianzhou as Director       For       For          Management
3b    Reelect Zhang Chunjiang as Director     For       Against      Management
3c    Reelect Sha Yuejia as Director          For       For          Management
3d    Reelect Liu Aili as Director            For       For          Management
3e    Reelect Xu Long as Director             For       For          Management
3f    Reelect Moses Cheng Mo Chi as Director  For       For          Management
3g    Reelect Nicholas Jonathan Read as       For       For          Management
      Director
4     Reappoint KMPG as Auditors and          For       For          Management
      Authorize Board to Fix Their
      Remuneration
5     Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
6     Approve Issuance of Equity or           For       Against      Management
      Equity-Linked Securities without
      Preemptive Rights
7     Authorize Reissuance of Repurchased     For       Against      Management
      Shares


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

CHURCH & DWIGHT CO., INC.

Ticker:       CHD            Security ID:  171340102
Meeting Date: APR 30, 2009   Meeting Type: Annual
Record Date:  MAR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director T. Rosie Albright        For       For          Management
1.2   Elect Director Ravichandra K. Saligram  For       For          Management
1.3   Elect Director Robert K. Shearer        For       For          Management
2     Ratify Auditors                         For       For          Management


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

CLEVELAND-CLIFFS INC.

Ticker:       CLF            Security ID:  185896107
Meeting Date: OCT 3, 2008    Meeting Type: Proxy Contest
Record Date:  SEP 2, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
      Management Proxy (White Card)                     Did Not Vote
1     Approve Control Share Acquisition       Against   Did Not Vote Shareholder

#     Proposal                                Diss Rec  Vote Cast    Sponsor
      Dissident Proxy (Green Card)                      Did Not Vote
1     Approve Control Share Acquisition       For       Did Not Vote Shareholder
2     Adjourn Meeting                         For       Did Not Vote Management


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

COACH, INC.

Ticker:       COH            Security ID:  189754104
Meeting Date: OCT 30, 2008   Meeting Type: Annual
Record Date:  SEP 3, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect  Director Lew Frankfort           For       For          Management
1.2   Elect  Director Susan Kropf             For       Withhold     Management
1.3   Elect  Director Gary Loveman            For       Withhold     Management
1.4   Elect  Director Ivan Menezes            For       Withhold     Management
1.5   Elect  Director Irene Miller            For       Withhold     Management
1.6   Elect  Director Keith Monda             For       For          Management
1.7   Elect  Director Michael Murphy          For       Withhold     Management
1.8   Elect  Director Jide Zeitlin            For       Withhold     Management
2     Amend Executive Incentive Bonus Plan    For       For          Management


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

COLGATE-PALMOLIVE CO.

Ticker:       CL             Security ID:  194162103
Meeting Date: MAY 8, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John T. Cahill           For       For          Management
1.2   Elect Director Jill K. Conway           For       For          Management
1.3   Elect Director Ian Cook                 For       For          Management
1.4   Elect Director Ellen M. Hancock         For       For          Management
1.5   Elect Director David W. Johnson         For       For          Management
1.6   Elect Director Richard J. Kogan         For       For          Management
1.7   Elect Director Delano E. Lewis          For       For          Management
1.8   Elect Director J. Pedro Reinhard        For       For          Management
1.9   Elect Director Stephen I. Sadove        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management
4     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation


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

COMTECH TELECOMMUNICATIONS CORP.

Ticker:       CMTL           Security ID:  205826209
Meeting Date: DEC 5, 2008    Meeting Type: Annual
Record Date:  OCT 6, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ira Kaplan               For       For          Management
1.2   Elect Director Gerard R. Nocita         For       For          Management
2     Ratify Auditors                         For       For          Management


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

CONAGRA FOODS INC.

Ticker:       CAG            Security ID:  205887102
Meeting Date: SEP 25, 2008   Meeting Type: Annual
Record Date:  AUG 1, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mogens C. Bay            For       For          Management
1.2   Elect Director Stephen G. Butler        For       For          Management
1.3   Elect Director Steven F. Goldstone      For       For          Management
1.4   Elect Director W.G. Jurgensen           For       For          Management
1.5   Elect Director Ruth Ann Marshall        For       For          Management
1.6   Elect Director Gary M. Rodkin           For       For          Management
1.7   Elect Director Andrew J. Schindler      For       For          Management
1.8   Elect Director Kenneth E. Stinson       For       For          Management
2     Ratify Auditors                         For       For          Management


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

CORNING INC.

Ticker:       GLW            Security ID:  219350105
Meeting Date: APR 30, 2009   Meeting Type: Annual
Record Date:  FEB 26, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James B. Flaws           For       For          Management
1.2   Elect Director James R. Houghton        For       For          Management
1.3   Elect Director James J. O'Connor        For       Withhold     Management
1.4   Elect Director Deborah D. Rieman        For       For          Management
1.5   Elect Director Peter F. Volanakis       For       For          Management
1.6   Elect Director Mark S. Wrighton         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors
4     Declassify the Board of Directors       Against   For          Shareholder


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

CYBERONICS, INC.

Ticker:       CYBX           Security ID:  23251P102
Meeting Date: SEP 25, 2008   Meeting Type: Annual
Record Date:  AUG 1, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Guy C. Jackson           For       For          Management
1.2   Elect Director J.E. Laptewicz, Jr.      For       For          Management
1.3   Elect Director Daniel J. Moore          For       For          Management
1.4   Elect Director Hugh M. Morrison         For       For          Management
1.5   Elect Director Alfred J. Novak          For       For          Management
1.6   Elect Director Alan Olsen               For       For          Management
1.7   Elect Director A.L. Rosenthal           For       For          Management
1.8   Elect Director M.J. Strauss             For       For          Management
1.9   Elect Director Reese S. Terry, Jr.      For       Withhold     Management
2     Ratify Auditors                         For       For          Management


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

DELTA AIR LINES, INC.

Ticker:       DAL            Security ID:  247361702
Meeting Date: SEP 25, 2008   Meeting Type: Special
Record Date:  JUL 29, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Issue Shares in Connection with         For       For          Management
      Acquisition
2     Amend Omnibus Stock Plan                For       For          Management


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

DENBURY RESOURCES INC.

Ticker:       DNR            Security ID:  247916208
Meeting Date: MAY 13, 2009   Meeting Type: Annual
Record Date:  MAR 31, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Wieland F. Wettstein     For       For          Management
1.2   Elect Director Michael L. Beatty        For       For          Management
1.3   Elect Director Michael B. Decker        For       For          Management
1.4   Elect Director Ronald G. Greene         For       For          Management
1.5   Elect Director David I. Heather         For       For          Management
1.6   Elect Director Gregory L. McMichael     For       For          Management
1.7   Elect Director Gareth Roberts           For       For          Management
1.8   Elect Director Randy Stein              For       For          Management
2     Amend Omnibus Stock Plan                For       Against      Management
3     Amend Stock Option Plan                 For       For          Management
4     Ratify Auditors                         For       For          Management


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

DEVON ENERGY CORP.

Ticker:       DVN            Security ID:  25179M103
Meeting Date: JUN 3, 2009    Meeting Type: Annual
Record Date:  APR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert L. Howard         For       For          Management
1.2   Elect Director Michael M. Kanovsky      For       For          Management
1.3   Elect Director J. Todd Mitchell         For       For          Management
1.4   Elect Director J. Larry Nichols         For       For          Management
2     Elect Director Robert A. Mosbacher, Jr. For       For          Management
3     Ratify Auditors                         For       For          Management
4     Approve Omnibus Stock Plan              For       For          Management
5     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


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

DOLBY LABORATORIES, INC.

Ticker:       DLB            Security ID:  25659T107
Meeting Date: FEB 10, 2009   Meeting Type: Annual
Record Date:  DEC 15, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ray Dolby                For       For          Management
1.2   Elect Director Bill Jasper              For       For          Management
1.3   Elect Director Peter Gotcher            For       For          Management
1.4   Elect Director Ted Hall                 For       For          Management
1.5   Elect Director Sanford Robertson        For       For          Management
1.6   Elect Director Roger Siboni             For       For          Management
2     Amend Bylaws Changing Special Meeting   For       For          Management
      Procedures
3     Ratify Auditors                         For       For          Management


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

DOMINION RESOURCES, INC.

Ticker:       D              Security ID:  25746U109
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Peter W. Brown           For       For          Management
1.2   Elect Director George A. Davidson, Jr.  For       For          Management
1.3   Elect Director Thomas F. Farrell, II    For       For          Management
1.4   Elect Director John W. Harris           For       For          Management
1.5   Elect Director Robert S. Jepson, Jr.    For       For          Management
1.6   Elect Director Mark J. Kington          For       For          Management
1.7   Elect Director Benjamin J. Lambert, III For       For          Management
1.8   Elect Director Margaret A. McKenna      For       For          Management
1.9   Elect Director Frank S. Royal           For       For          Management
1.10  Elect Director David A. Wollard         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Establish Fossil-Fuel-Free Energy Goal  Against   Against      Shareholder
5     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
6     Submit SERP to Shareholder Vote         Against   For          Shareholder


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

DOUBLE-TAKE SOFTWARE INC.

Ticker:       DBTK           Security ID:  258598101
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Dean Goodermote          For       For          Management
2     Elect Director Deborah M. Besemer       For       For          Management
3     Elect Director Paul D. Birch            For       For          Management
4     Elect Director Ashoke (Bobby) Goswami   For       For          Management
5     Elect Director John B. Landry           For       For          Management
6     Elect Director John W. Young            For       For          Management
7     Amend Omnibus Stock Plan                For       For          Management
8     Ratify Auditors                         For       For          Management


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

DRIL-QUIP, INC.

Ticker:       DRQ            Security ID:  262037104
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 24, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Larry E. Reimert         For       Withhold     Management
1.2   Elect Director Gary D. Smith            For       Withhold     Management
1.3   Elect Director L.H. Dick Robertson      For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       Against      Management


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

ECOLAB, INC.

Ticker:       ECL            Security ID:  278865100
Meeting Date: MAY 8, 2009    Meeting Type: Annual
Record Date:  MAR 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Leslie S. Biller         For       For          Management
1.2   Elect Director Jerry A. Grundhofer      For       For          Management
1.3   Elect Director John J. Zillmer          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Executive Incentive Bonus Plan    For       For          Management
4     Declassify the Board of Directors       Against   For          Shareholder


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

ELDORADO GOLD CORP LTD.

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

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John S. Auston           For       For          Management
1.2   Elect Director K. Ross Cory             For       For          Management
1.3   Elect Director Robert R. Gilmore        For       For          Management
1.4   Elect Director Geoffrey A. Handley      For       For          Management
1.5   Elect Director Hugh C. Morris           For       For          Management
1.6   Elect Director Wayne D. Lenton          For       For          Management
1.7   Elect Director Jonathan Rubenstein      For       For          Management
1.8   Elect Director Donald M. Shumka         For       For          Management
1.9   Elect Director Paul N. Wright           For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Authorize Board to Fix Remuneration of  For       For          Management
      Auditors
4     Amend Incentive Stock Option Plans      For       Against      Management
5     Adopt By-Law No. 1                      For       For          Management
6     Change Location of Annual Meeting       For       For          Management


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

EMERSON ELECTRIC CO.

Ticker:       EMR            Security ID:  291011104
Meeting Date: FEB 3, 2009    Meeting Type: Annual
Record Date:  NOV 25, 2008

#     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 H. Green                 For       For          Management
1.4   Elect Director W.R. Johnson             For       For          Management
1.5   Elect Director J.B. Menzer              For       For          Management
1.6   Elect Director V.R. Loucks, Jr.         For       Withhold     Management
2     Ratify Auditors                         For       For          Management


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

EOG RESOURCES, INC.

Ticker:       EOG            Security ID:  26875P101
Meeting Date: APR 29, 2009   Meeting Type: Annual
Record Date:  MAR 5, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director George A. Alcorn         For       For          Management
1.2   Elect Director Charles R. Crisp         For       For          Management
1.3   Elect Director James C. Day             For       For          Management
1.4   Elect Director Mark G. Papa             For       For          Management
1.5   Elect Director H. Leighton Steward      For       For          Management
1.6   Elect Director Donald F. Textor         For       For          Management
1.7   Elect Director Frank G. Wisner          For       For          Management
2     Ratify Auditors                         For       For          Management


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

EXAR CORPORATION

Ticker:       EXAR           Security ID:  300645108
Meeting Date: OCT 16, 2008   Meeting Type: Annual
Record Date:  AUG 29, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Pierre Guilbault         For       For          Management
1.2   Elect Director Brian Hilton             For       For          Management
1.3   Elect Director Richard L. Leza          For       For          Management
1.4   Elect Director Gary Meyers              For       For          Management
1.5   Elect Director Juan (Oscar) Rodriguez   For       For          Management
1.6   Elect Director Pedro P. Rodriguez       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Stock Option Exchange Program   For       Against      Management


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

EXCEL MARITIME CARRIERS LTD (FRMRLY. B + H MARITIME)

Ticker:       EXM            Security ID:  V3267N107
Meeting Date: SEP 15, 2008   Meeting Type: Annual
Record Date:  JUL 31, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     PROPOSAL TO APPROVE THE AMENDMENT TO    For       For          Management
      ARTICLE TWELFTH OF THE AMENDED AND
      RESTATED ARTICLES OF INCORPORATION.
2.1   ELECT DIRECTOR GABRIEL PANAYOTIDES      For       Withhold     Management
2.2   ELECT DIRECTOR STAMATIS MOLARIS         For       Withhold     Management
2.3   ELECT DIRECTOR HANS J. MENDE            For       Withhold     Management
2.4   ELECT DIRECTOR CORBIN J. ROBERTSON III  For       Withhold     Management
2.5   ELECT DIRECTOR FRITHJOF PLATOU          For       For          Management
2.6   ELECT DIRECTOR EVANGELOS MACRIS         For       For          Management
2.7   ELECT DIRECTOR APOSTOLOS KONTOYANNIS    For       For          Management
2.8   ELECT DIRECTOR PAUL CORNELL             For       Withhold     Management
2.9   ELECT DIRECTOR TREVOR J. WILLIAMS       For       For          Management
3     PROPOSAL TO RATIFY AND APPROVE THE      For       For          Management
      APPOINTMENT OF ERNST & YOUNG AS THE
      COMPANY S INDEPENDENT AUDITORS FOR THE
      FISCAL YEARS ENDING DECEMBER 31, 2007
      AND DECEMBER 31, 2008.


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

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

Ticker:       EXPD           Security ID:  302130109
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark A. Emmert           For       For          Management
1.2   Elect Director R. Jordan Gates          For       For          Management
1.3   Elect Director Dan P. Kourkoumelis      For       For          Management
1.4   Elect Director Michael J. Malone        For       For          Management
1.5   Elect Director John W. Meisenbach       For       For          Management
1.6   Elect Director Peter J. Rose            For       For          Management
1.7   Elect Director James L.K. Wang          For       For          Management
1.8   Elect Director Robert R. Wright         For       For          Management
2     Approve Stock Option Plan               For       For          Management
3     Ratify Auditors                         For       For          Management


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

FACTSET RESEARCH SYSTEMS, INC.

Ticker:       FDS            Security ID:  303075105
Meeting Date: DEC 16, 2008   Meeting Type: Annual
Record Date:  OCT 20, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael F. Dichristina   For       For          Management
1.2   Elect Director Walter F. Siebecker      For       For          Management
1.3   Elect Director Joseph R. Zimmel         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Non-Employee Director Stock     For       Against      Management
      Option Plan
4     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
5     Amend Bylaws to Require  Advance Notice For       For          Management
      of Shareholder Director Nomination


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

FAMILY DOLLAR STORES, INC.

Ticker:       FDO            Security ID:  307000109
Meeting Date: JAN 15, 2009   Meeting Type: Annual
Record Date:  NOV 28, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark R. Bernstein        For       For          Management
1.2   Elect Director Pamela L. Davies         For       For          Management
1.3   Elect Director Sharon Allred Decker     For       For          Management
1.4   Elect Director Edward C. Dolby          For       For          Management
1.5   Elect Director Glenn A. Eisenberg       For       For          Management
1.6   Elect Director Howard R. Levine         For       For          Management
1.7   Elect Director George R. Mahoney, Jr.   For       For          Management
1.8   Elect Director James G. Martin          For       For          Management
1.9   Elect Director Harvey Morgan            For       For          Management
1.10  Elect Director Dale C. Pond             For       For          Management
2     Ratify Auditors                         For       For          Management


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

FASTENAL CO.

Ticker:       FAST           Security ID:  311900104
Meeting Date: APR 21, 2009   Meeting Type: Annual
Record Date:  FEB 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert A. Kierlin        For       Withhold     Management
1.2   Elect Director Stephen M. Slaggie       For       Withhold     Management
1.3   Elect Director Michael M. Gostomski     For       For          Management
1.4   Elect Director Hugh L. Miller           For       For          Management
1.5   Elect Director Willard D. Oberton       For       Withhold     Management
1.6   Elect Director Michael J. Dolan         For       For          Management
1.7   Elect Director Reyne K. Wisecup         For       Withhold     Management
1.8   Elect Director Michael J. Ancius        For       For          Management
1.9   Elect Director Scott A. Satterlee       For       For          Management
2     Ratify Auditors                         For       For          Management


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

FEDERATED FUNDS

Ticker:       MMMXX          Security ID:  60934N203
Meeting Date: OCT 15, 2008   Meeting Type: Special
Record Date:  APR 7, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Change of Fundamental           For       For          Management
      Investment Policy - Concentration


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

FINISH LINE, INC., THE

Ticker:       FINL           Security ID:  317923100
Meeting Date: JUL 17, 2008   Meeting Type: Annual
Record Date:  MAY 23, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Alan H. Cohen            For       Against      Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management


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

FLUOR CORP.

Ticker:       FLR            Security ID:  343412102
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Peter K. Barker          For       For          Management
1.2   Elect Director Alan L. Boeckmann        For       For          Management
1.3   Elect Director Vilma S. Martinez        For       For          Management
1.4   Elect Director Dean R. O'Hare           For       For          Management
2     Ratify Auditors                         For       For          Management


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

FORRESTER RESEARCH INC.

Ticker:       FORR           Security ID:  346563109
Meeting Date: MAY 12, 2009   Meeting Type: Annual
Record Date:  APR 1, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert M. Galford        For       For          Management
1.2   Elect Director Gretchen G. Teichgraeber For       For          Management
2     Amend Qualified Employee Stock Purchase For       For          Management
      Plan
3     Ratify Auditors                         For       For          Management
4     Other Business                          For       Against      Management


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

FOSTER WHEELER LTD

Ticker:       FWLT           Security ID:  G36535139
Meeting Date: JAN 27, 2009   Meeting Type: Court
Record Date:  DEC 15, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     APPROVAL OF THE SCHEME OF ARRANGEMENT   For       For          Management
      (THE REDOMESTICATION).
2     APPROVAL OF THE MOTION TO ADJOURN THE   For       For          Management
      MEETING TO A LATER DATE TO SOLICIT
      ADDITIONAL PROXIES IF THERE ARE
      INSUFFICIENT VOTES AT THE TIME OF THE
      MEETING TO APPROVE THE SCHEME OF
      ARRANGEMENT.


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

FOUNDRY NETWORKS, INC.

Ticker:       FDRY           Security ID:  35063R100
Meeting Date: NOV 7, 2008    Meeting Type: Special
Record Date:  SEP 18, 2008

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


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

FOUNDRY NETWORKS, INC.

Ticker:       FDRY           Security ID:  35063R100
Meeting Date: DEC 17, 2008   Meeting Type: Special
Record Date:  NOV 7, 2008

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


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

FRESH DEL MONTE PRODUCE INC.

Ticker:       FDP            Security ID:  G36738105
Meeting Date: APR 29, 2009   Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Mohammad Abu-Ghazaleah as         For       For          Management
      director
1b    Elect Hani El-Naffy as director         For       For          Management
1c    Elect John H. Dalton as director        For       For          Management
2     Accept Financial Statements and         For       For          Management
      Statutory Reports (Voting)
3     Ratify Ernst & Young LLP as Auditors    For       For          Management


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

FUQI INTERNATIONAL, INC.

Ticker:       FUQI           Security ID:  36102A207
Meeting Date: OCT 10, 2008   Meeting Type: Annual
Record Date:  AUG 27, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Yu Kwai Chong            For       For          Management
1.2   Elect Director Ching Wan Wong           For       For          Management
1.3   Elect Director Lie Xi Zhuang            For       For          Management
1.4   Elect Director Hon. Lily Lee Chen       For       For          Management
1.5   Elect Director Eileen B. Brody          For       For          Management
1.6   Elect Director Victor A. Hollander      For       For          Management
1.7   Elect Director Jeff Haiyong Liu         For       For          Management
2     Ratify Auditors                         For       For          Management


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

GARDNER DENVER, INC.

Ticker:       GDI            Security ID:  365558105
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  MAR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Barry L. Pennypacker     For       For          Management
1.2   Elect Director Richard L. Thompson      For       For          Management
2     Ratify Auditors                         For       For          Management


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

GARMIN LTD.

Ticker:       GRMN           Security ID:  G37260109
Meeting Date: JUN 5, 2009    Meeting Type: Annual
Record Date:  APR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Min H. Kao as Director            For       For          Management
1.2   Elect Charles W. Peffer as Director     For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Non-Employee Director Stock       For       For          Management
      Option Plan


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

GENERAL CABLE CORP.

Ticker:       BGC            Security ID:  369300108
Meeting Date: MAY 27, 2009   Meeting Type: Annual
Record Date:  MAR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gregory E. Lawton        For       For          Management
1.2   Elect Director Craig P. Omtvedt         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management


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

GIGAMEDIA LTD.

Ticker:       GIGM           Security ID:  Y2711Y104
Meeting Date: JUN 30, 2009   Meeting Type: Annual
Record Date:  MAY 26, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Adoption Of Audited Financial           For       For          Management
      Statements
2     Approval Of Appointment Of Auditors     For       For          Management
3     Approval Of Directors  Remuneration     For       For          Management
4     Approval For Authority To Allot And     For       For          Management
      Issue Shares
5     Approval For Share Purchase Mandate     For       For          Management
6     Approval To Adopt Gigamedia Limited     For       For          Management
      2009 Employee Share Purchase Plan
7     Approval To Adopt Gigamedia Limited     For       For          Management
      2009 Equity Incentive Plan


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

GILEAD SCIENCES, INC.

Ticker:       GILD           Security ID:  375558103
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Paul Berg                For       For          Management
1.2   Elect Director John F. Cogan            For       For          Management
1.3   Elect Director Etienne F. Davignon      For       For          Management
1.4   Elect Director James M. Denny           For       For          Management
1.5   Elect Director Carla A. Hills           For       For          Management
1.6   Elect Director John W. Madigan          For       For          Management
1.7   Elect Director John C. Martin           For       For          Management
1.8   Elect Director Gordon E. Moore          For       For          Management
1.9   Elect Director Nicholas G. Moore        For       For          Management
1.10  Elect Director Richard J. Whitley       For       For          Management
1.11  Elect Director Gayle E. Wilson          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management


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

GOODRICH CORPORATION

Ticker:       GR             Security ID:  382388106
Meeting Date: APR 21, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Diane C. Creel           For       For          Management
1.2   Elect Director George A. Davidson, Jr.  For       For          Management
1.3   Elect Director Harris E. DeLoach, Jr.   For       For          Management
1.4   Elect Director James W. Griffith        For       For          Management
1.5   Elect Director William R. Holland       For       For          Management
1.6   Elect Director John P. Jumper           For       For          Management
1.7   Elect Director Marshall O. Larsen       For       For          Management
1.8   Elect Director Lloyd W. Newton          For       For          Management
1.9   Elect Director Douglas E. Olesen        For       For          Management
1.10  Elect Director Alfred M. Rankin, Jr.    For       For          Management
1.11  Elect Director A. Thomas Young          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


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

GOOGLE INC

Ticker:       GOOG           Security ID:  38259P508
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Eric Schmidt             For       Withhold     Management
1.2   Elect Director Sergey Brin              For       Withhold     Management
1.3   Elect Director Larry Page               For       Withhold     Management
1.4   Elect Director L. John Doerr            For       Withhold     Management
1.5   Elect Director John L. Hennessy         For       Withhold     Management
1.6   Elect Director Arthur D. Levinson       For       Withhold     Management
1.7   Elect Director Ann Mather               For       Withhold     Management
1.8   Elect Director Paul S. Otellini         For       Withhold     Management
1.9   Elect Director K. Ram Shriram           For       Withhold     Management
1.10  Elect Director Shirley M. Tilghman      For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       Against      Management
4     Report on Political Contributions       For       For          Shareholder
5     Adopt Policies to Protect Freedom of    Against   Against      Shareholder
      Access to the Internet
6     Adopt Principles for Health Care Reform Against   Against      Shareholder


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

GRAHAM CORP.

Ticker:       GHM            Security ID:  384556106
Meeting Date: JUL 31, 2008   Meeting Type: Annual
Record Date:  JUN 6, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gerard T. Mazurkiewicz   For       For          Management
1.2   Elect Director Cornelius S. Van Rees    For       For          Management
2     Increase Authorized Common Stock        For       Against      Management
3     Ratify Auditors                         For       For          Management


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

GREY WOLF, INC.

Ticker:       GW             Security ID:  397888108
Meeting Date: JUL 15, 2008   Meeting Type: Special
Record Date:  JUN 6, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Acquisition                     For       Against      Management
2     Approve Omnibus Stock Plan              For       Against      Management
3     Adjourn Meeting                         For       Against      Management


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

HANSEN NATURAL CORP.

Ticker:       HANS           Security ID:  411310105
Meeting Date: JUN 4, 2009    Meeting Type: Annual
Record Date:  APR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Rodney C. Sacks          For       For          Management
1.2   Elect Director Hilton H. Schlosberg     For       For          Management
1.3   Elect Director Norman C. Epstein        For       For          Management
1.4   Elect Director Benjamin M. Polk         For       For          Management
1.5   Elect Director Sydney Selati            For       For          Management
1.6   Elect Director Harold C. Taber, Jr.     For       For          Management
1.7   Elect Director Mark S. Vidergauz        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Non-Employee Director Omnibus   For       Against      Management
      Stock Plan


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

HEIDRICK & STRUGGLES INTERNATIONAL, INC.

Ticker:       HSII           Security ID:  422819102
Meeting Date: MAY 21, 2009   Meeting Type: Annual
Record Date:  APR 3, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gary E. Knell            For       For          Management
1.2   Elect Director Jill Kanin-lovers        For       For          Management
2     Ratify Auditors                         For       For          Management


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

HELMERICH & PAYNE, INC.

Ticker:       HP             Security ID:  423452101
Meeting Date: MAR 4, 2009    Meeting Type: Annual
Record Date:  JAN 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director W. H. Helmerich, III     For       For          Management
1.2   Elect Director Francis Rooney           For       For          Management
1.3   Elect Director Edward B. Rust, Jr.      For       For          Management


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

HERBALIFE LTD.

Ticker:       HLF            Security ID:  G4412G101
Meeting Date: APR 30, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Pedro Cardoso as Director         For       For          Management
1.2   Elect Murray H. Dashe as Director       For       For          Management
1.3   Elect Colombe M. Nicholas as Director   For       Withhold     Management
2     Ratify KPMG LLP as Auditors             For       For          Management


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

HEWLETT-PACKARD COMPANY

Ticker:       HPQ            Security ID:  428236103
Meeting Date: MAR 18, 2009   Meeting Type: Annual
Record Date:  JAN 20, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Lawrence T. Babbio, Jr.  For       For          Management
2     Elect Director Sari M. Baldauf          For       For          Management
3     Elect Director Rajiv L. Gupta           For       For          Management
4     Elect Director John H. Hammergren       For       For          Management
5     Elect Director Mark V. Hurd             For       For          Management
6     Elect Director Joel Z. Hyatt            For       For          Management
7     Elect Director John R. Joyce            For       For          Management
8     Elect Director Robert L. Ryan           For       For          Management
9     Elect Director Lucille S. Salhany       For       For          Management
10    Elect Director G. Kennedy Thompson      For       For          Management
11    Ratify Auditors                         For       For          Management


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

HHGREGG INC

Ticker:       HGG            Security ID:  42833L108
Meeting Date: AUG 5, 2008    Meeting Type: Annual
Record Date:  JUN 16, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Lawrence P. Castellani   For       For          Management
1.2   Elect Director Benjamin D. Geiger       For       For          Management
1.3   Elect Director Dennis L. May            For       For          Management
1.4   Elect Director John M. Roth             For       For          Management
1.5   Elect Director Charles P. Rullman       For       For          Management
1.6   Elect Director Michael L. Smith         For       For          Management
1.7   Elect Director Peter M. Starrett        For       For          Management
1.8   Elect Director Jerry W. Throgmartin     For       For          Management
1.9   Elect Director Darell E. Zink           For       For          Management
2     Ratify Auditors                         For       For          Management


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

IMMUCOR, INC.

Ticker:       BLUD           Security ID:  452526106
Meeting Date: NOV 13, 2008   Meeting Type: Annual
Record Date:  SEP 17, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James F. Clouser         For       For          Management
1.2   Elect Director G. De Chirico            For       For          Management
1.3   Elect Director Ralph A. Eatz            For       For          Management
1.4   Elect Director Jack Goldstein           For       For          Management
1.5   Elect Director Hiroshi Hoketsu          For       For          Management
1.6   Elect Director Paul V. Holland          For       For          Management
1.7   Elect Director Ronny B. Lancaster       For       For          Management
1.8   Elect Director Chris E. Perkins         For       For          Management
1.9   Elect Director Joseph E. Rosen          For       For          Management
2     Ratify Auditors                         For       For          Management


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

INVITROGEN CORP.

Ticker:       IVGN           Security ID:  46185R100
Meeting Date: OCT 28, 2008   Meeting Type: Special
Record Date:  SEP 5, 2008

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


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

ITT EDUCATIONAL SERVICES, INC.

Ticker:       ESI            Security ID:  45068B109
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  MAR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joanna T. Lau            For       For          Management
1.2   Elect Director Samuel L. Odle           For       For          Management
1.3   Elect Director John A. Yena             For       For          Management
2     Ratify Auditors                         For       For          Management


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

JACOBS ENGINEERING GROUP INC.

Ticker:       JEC            Security ID:  469814107
Meeting Date: JAN 22, 2009   Meeting Type: Annual
Record Date:  DEC 8, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Joseph R. Bronson        For       For          Management
2     Elect Director Thomas M.T. Niles        For       For          Management
3     Elect Director Noel G. Watson           For       For          Management
4     Elect Director John F. Coyne            For       For          Management
5     Amend Qualified Employee Stock Purchase For       For          Management
      Plan
6     Amend Omnibus Stock Plan                For       For          Management
7     Ratify Auditors                         For       For          Management


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

JAKKS PACIFIC, INC.

Ticker:       JAKK           Security ID:  47012E106
Meeting Date: SEP 19, 2008   Meeting Type: Annual
Record Date:  AUG 11, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jack Friedman            For       For          Management
1.2   Elect Director Stephen G. Berman        For       For          Management
1.3   Elect Director Dan Almagor              For       For          Management
1.4   Elect Director David C. Blatte          For       For          Management
1.5   Elect Director Robert E. Glick          For       For          Management
1.6   Elect Director Michael G. Miller        For       For          Management
1.7   Elect Director Murray L. Skala          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Other Business                          For       Against      Management


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

JPMORGAN CHASE & CO.

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 19, 2009   Meeting Type: Annual
Record Date:  MAR 20, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Crandall C. Bowles       For       For          Management
1.2   Elect Director Stephen B. Burke         For       For          Management
1.3   Elect Director David M. Cote            For       For          Management
1.4   Elect Director James S. Crown           For       For          Management
1.5   Elect Director James Dimon              For       For          Management
1.6   Elect Director Ellen V. Futter          For       For          Management
1.7   Elect Director William H. Gray, III     For       For          Management
1.8   Elect Director Laban P. Jackson, Jr.    For       For          Management
1.9   Elect Director David C. Novak           For       For          Management
1.10  Elect Director Lee R. Raymond           For       For          Management
1.11  Elect Director William C. Weldon        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
4     Disclose Prior Government Service       Against   Against      Shareholder
5     Provide for Cumulative Voting           Against   For          Shareholder
6     Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
7     Report on Predatory Lending Policies    Against   Against      Shareholder
8     Amend Key Executive Performance Plan    Against   For          Shareholder
9     Stock Retention/Holding Period          Against   For          Shareholder
10    Prepare Carbon Principles Report        Against   Against      Shareholder


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

KB FINANCIAL GROUP INC

Ticker:       KOKBFG         Security ID:  48241A105
Meeting Date: MAR 27, 2009   Meeting Type: Annual
Record Date:  DEC 31, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Financial Statements            For       For          Management
2     Amend Articles of Incorporation         For       For          Management
      Regarding Preemptive Right, Stock
      Option, Public Notice for Shareholder
      Meeting, Duties of Audit Committee,
      Share Cancellation, and Interim
      Dividend
3     Elect Two Outside Directors             For       For          Management
4     Elect Five Outside Directors who will   For       For          Management
      serve as Members of Audit Committee
5     Approve Total Remuneration of Inside    For       For          Management
      Directors and Outside Directors


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

LANCASTER COLONY CORP.

Ticker:       LANC           Security ID:  513847103
Meeting Date: NOV 17, 2008   Meeting Type: Annual
Record Date:  SEP 19, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert L. Fox            For       For          Management
1.2   Elect Director John B. Gerlach, Jr.     For       For          Management
1.3   Elect Director Edward H. Jennings       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Articles of Incorporation to      For       For          Management
      Revise Control Share Acquisition
      Provisions
4     Eliminate Supermajority Vote            For       For          Management
      Requirement
5     Require Advance Notice for Shareholder  For       For          Management
      Proposals/Nominations
6     Amend Code of Regulations to Allow      For       For          Management
      Alternate Proxy Formats
7     Amend Nomination Procedures for the     For       For          Management
      Board
8     Permit Board to Amend Code of           For       For          Management
      Regulations Without Shareholder Consent


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

LANDEC CORP.

Ticker:       LNDC           Security ID:  514766104
Meeting Date: OCT 16, 2008   Meeting Type: Annual
Record Date:  AUG 18, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Frederick Frank          For       For          Management
1.2   Elect Director Stephen E. Halprin       For       For          Management
1.3   Elect Director R.S. Schneider           For       For          Management
1.4   Elect Director Kenneth E. Jones         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Change State of Incorporation from      For       For          Management
      California to Delaware


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

LAWSON SOFTWARE, INC.

Ticker:       LWSN           Security ID:  52078P102
Meeting Date: OCT 16, 2008   Meeting Type: Annual
Record Date:  AUG 18, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steven C. Chang          For       For          Management
1.2   Elect Director Harry Debes              For       For          Management
1.3   Elect Director Peter Gyenes             For       For          Management
1.4   Elect Director David R. Hubers          For       For          Management
1.5   Elect Director H. Richard Lawson        For       For          Management
1.6   Elect Director Michael A. Rocca         For       For          Management
1.7   Elect Director Robert A. Schriesheim    For       For          Management
1.8   Elect Director Romesh Wadhwani          For       For          Management
1.9   Elect Director Paul Wahl                For       For          Management
2     Ratify Auditors                         For       For          Management


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

LIFE PARTNERS HOLDINGS, INC.

Ticker:       LPHI           Security ID:  53215T106
Meeting Date: AUG 7, 2008    Meeting Type: Annual
Record Date:  JUN 12, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Brian D. Pardo           For       Withhold     Management
1.2   Elect Director R. Scott Peden           For       Withhold     Management
1.3   Elect Director Tad Ballantyne           For       For          Management
1.4   Elect Director Fred Dewald              For       For          Management
1.5   Elect Director Harold Rafuse            For       For          Management
2     Ratify Auditors                         For       For          Management


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

LIMITED BRANDS

Ticker:       LTD            Security ID:  532716107
Meeting Date: MAY 28, 2009   Meeting Type: Annual
Record Date:  MAR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James L. Heskett         For       For          Management
1.2   Elect Director Allan R. Tessler         For       For          Management
1.3   Elect Director Abigail S. Wexner        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Declassify the Board of Directors       None      For          Management


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

MACY'S INC

Ticker:       M              Security ID:  55616P104
Meeting Date: MAY 15, 2009   Meeting Type: Annual
Record Date:  MAR 20, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stephen F. Bollenbach    For       For          Management
1.2   Elect Director Deirdre P. Connelly      For       For          Management
1.3   Elect Director Meyer Feldberg           For       For          Management
1.4   Elect Director Sara Levinson            For       For          Management
1.5   Elect Director Terry J. Lundgren        For       For          Management
1.6   Elect Director Joseph Neubauer          For       For          Management
1.7   Elect Director Joseph A. Pichler        For       For          Management
1.8   Elect Director Joyce M. Roche           For       For          Management
1.9   Elect Director Karl M. von der Heyden   For       For          Management
1.10  Elect Director Craig E. Weatherup       For       For          Management
1.11  Elect Director Marna C. Whittington     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management
4     Reduce Supermajority Vote Requirement   Against   For          Shareholder
5     Stock Retention/Holding Period          Against   For          Shareholder


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

MAXIMUS INC.

Ticker:       MMS            Security ID:  577933104
Meeting Date: MAR 18, 2009   Meeting Type: Annual
Record Date:  JAN 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard A. Montoni       For       For          Management
1.2   Elect Director Raymond B. Ruddy         For       For          Management
1.3   Elect Director Wellington E. Webb       For       For          Management
2     Ratify Auditors                         For       For          Management


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

MCDONALD'S CORP.

Ticker:       MCD            Security ID:  580135101
Meeting Date: MAY 27, 2009   Meeting Type: Annual
Record Date:  MAR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Robert A. Eckert         For       For          Management
2     Elect Director Enrique Hernandez, Jr.   For       For          Management
3     Elect Director Jeanne P. Jackson        For       For          Management
4     Elect Director Andrew J. McKenna        For       For          Management
5     Ratify Auditors                         For       For          Management
6     Amend Omnibus Stock Plan                For       For          Management
7     Approve Executive Incentive Bonus Plan  For       For          Management
8     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
9     Phase out Sales of Eggs from Battery    Against   Against      Shareholder
      Cage Hens


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

MELLANOX TECHNOLOGIES LTD.

Ticker:       MLNX           Security ID:  M51363113
Meeting Date: MAY 18, 2009   Meeting Type: Annual
Record Date:  APR 8, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Eyal Waldman as Director          For       For          Management
1.2   Elect Irwin Federman as Director        For       For          Management
1.3   Elect Thomas Weatherford as Director    For       For          Management
2     Approve Cash Bonus of Eyal Waldman      For       For          Management
3     Amend Director/Officer Liability and    For       For          Management
      Indemnification Agreements
4     Amend 2006 Share Incentive Plan         For       Against      Management
5     Approve Auditors and Authorize Board to For       For          Management
      Fix Their Remuneration


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

MERCK & CO., INC.

Ticker:       MRK            Security ID:  589331107
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director  Leslie A. Brun          For       For          Management
2     Elect Director Thomas R. Cech           For       For          Management
3     Elect Director Richard T. Clark         For       For          Management
4     Elect Director Thomas H. Glocer         For       For          Management
5     Elect Director Steven F. Goldstone      For       For          Management
6     Elect Director William B. Harrison, Jr. For       For          Management
7     Elect Director Harry R. Jacobson        For       For          Management
8     Elect Director William N. Kelley        For       For          Management
9     Elect Director  Rochelle B. Lazarus     For       For          Management
10    Elect Director Carlos E. Represas       For       For          Management
11    Elect Director Thomas E. Shenk          For       For          Management
12    Elect Director  Anne M. Tatlock         For       For          Management
13    Elect Director Samuel O. Thier          For       For          Management
14    Elect Director Wendell P. Weeks         For       For          Management
15    Elect Director  Peter C. Wendell        For       For          Management
16    Ratify Auditors                         For       For          Management
17    Fix Number of Directors                 For       For          Management
18    Amend Bylaws-- Call Special Meetings    Against   For          Shareholder
19    Require Independent Lead Director       Against   Against      Shareholder
20    Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation


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

MICREL, INC.

Ticker:       MCRL           Security ID:  594793101
Meeting Date: OCT 1, 2008    Meeting Type: Annual
Record Date:  AUG 6, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Establish Range For Board Size          For       For          Management
2.1   Elect Director Raymond D. Zinn          For       For          Management
2.2   Elect Director Daniel A. Artusi         For       For          Management
2.3   Elect Director Michael J. Callahan      For       For          Management
2.4   Elect Director Neil J. Miotto           For       For          Management
2.5   Elect Director Frank W. Schneider       For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management


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

MONOLITHIC POWER SYSTEMS, INC.

Ticker:       MPWR           Security ID:  609839105
Meeting Date: MAY 21, 2009   Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Karen A. Smith Bogart    For       Withhold     Management
1.2   Elect Director James C. Moyer           For       For          Management
2     Ratify Auditors                         For       For          Management


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

MONSANTO CO.

Ticker:       MON            Security ID:  61166W101
Meeting Date: JAN 14, 2009   Meeting Type: Annual
Record Date:  NOV 17, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Janice L. Fields         For       For          Management
2     Elect Director Hugh Grant               For       For          Management
3     Elect Director C. Steven McMillan       For       For          Management
4     Elect Director Robert J. Stevens        For       For          Management
5     Ratify Auditors                         For       For          Management


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

MOSAIC CO

Ticker:       MOS            Security ID:  61945A107
Meeting Date: OCT 9, 2008    Meeting Type: Annual
Record Date:  AUG 11, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David B. Mathis          For       For          Management
1.2   Elect Director James L. Popowich        For       For          Management
1.3   Elect Director James T. Prokopanko      For       For          Management
1.4   Elect Director Steven M. Seibert        For       For          Management
2     Ratify Auditors                         For       For          Management


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

MSC INDUSTRIAL DIRECT CO., INC.

Ticker:       MSM            Security ID:  553530106
Meeting Date: JAN 7, 2009    Meeting Type: Annual
Record Date:  NOV 19, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect  Director Mitchell Jacobson       For       For          Management
1.2   Elect  Director David Sandler           For       For          Management
1.3   Elect  Director Roger Fradin            For       Withhold     Management
1.4   Elect  Director Denis Kelly             For       Withhold     Management
1.5   Elect  Director Philip Peller           For       Withhold     Management
1.6   Elect  Director Louise Goeser           For       For          Management
1.7   Elect  Director Charles Boehlke         For       For          Management
2     Amend Qualified Employee Stock Purchase For       For          Management
      Plan
3     Ratify Auditors                         For       For          Management


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

MUELLER INDUSTRIES, INC.

Ticker:       MLI            Security ID:  624756102
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alexander P. Federbush   For       For          Management
1.2   Elect Director Paul J. Flaherty         For       Withhold     Management
1.3   Elect Director Gennaro J. Fulvio        For       For          Management
1.4   Elect Director Gary S. Gladstein        For       Withhold     Management
1.5   Elect Director Scott J. Goldman         For       For          Management
1.6   Elect Director Terry Hermanson          For       Withhold     Management
1.7   Elect Director Harvey L. Karp           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management
4     Adopt Policy and Report on Board        Against   For          Shareholder
      Diversity


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

MYLAN INC.

Ticker:       MYL            Security ID:  628530107
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 20, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Milan Puskar             For       For          Management
1.2   Elect Director Robert J. Coury          For       For          Management
1.3   Elect Director Wendy Cameron            For       Withhold     Management
1.4   Elect Director Neil Dimick              For       For          Management
1.5   Elect Director Douglas J. Leech         For       Withhold     Management
1.6   Elect Director Joseph C. Maroon         For       Withhold     Management
1.7   Elect Director Rodney L. Piatt          For       Withhold     Management
1.8   Elect Director C.B. Todd                For       For          Management
1.9   Elect Director Randall L. Vanderveen    For       For          Management
2     Increase Authorized Common Stock        For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Adopt Majority Voting for Uncontested   None      For          Management
      Election of Directors
5     Ratify Auditors                         For       For          Management


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

NATIONAL INSTRUMENTS CORP.

Ticker:       NATI           Security ID:  636518102
Meeting Date: MAY 12, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Duy-Loan T. Le           For       For          Management


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

NCI BUILDING SYSTEMS, INC.

Ticker:       NCS            Security ID:  628852105
Meeting Date: MAR 12, 2009   Meeting Type: Annual
Record Date:  JAN 12, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Larry D. Edwards         For       For          Management
1.2   Elect Director Ed L. Phipps             For       For          Management
1.3   Elect Director W. Bernard Pieper        For       For          Management
1.4   Elect Director John K. Sterling         For       Withhold     Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management


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

NEOGEN CORP.

Ticker:       NEOG           Security ID:  640491106
Meeting Date: OCT 9, 2008    Meeting Type: Annual
Record Date:  AUG 15, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James L. Herbert         For       For          Management
1.2   Elect Director G. Bruce Papesh          For       For          Management
1.3   Elect Director Thomas H. Reed           For       For          Management
2     Ratify Auditors                         For       For          Management


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

NETFLIX. INC

Ticker:       NFLX           Security ID:  64110L106
Meeting Date: MAY 28, 2009   Meeting Type: Annual
Record Date:  MAR 31, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard N. Barton        For       For          Management
1.2   Elect Director Charles H. Giancarlo     For       For          Management
2     Ratify Auditors                         For       For          Management


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

NIKE, INC.

Ticker:       NKE            Security ID:  654106103
Meeting Date: SEP 22, 2008   Meeting Type: Annual
Record Date:  JUL 25, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jill K. Conway           For       For          Management
1.2   Elect Director Alan B. Graf, Jr.        For       For          Management
1.3   Elect Director Jeanne P. Jackson        For       For          Management
2     Ratify Auditors                         For       For          Management


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

NIPPON TELEGRAPH & TELEPHONE CORP.

Ticker:       9432           Security ID:  654624105
Meeting Date: JUN 24, 2009   Meeting Type: Annual
Record Date:  MAR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Distribution Of Retained Earnings As    For       For          Management
      Dividends
2     Partial Amendment Of The Articles Of    For       For          Management
      Incorporation
3     Election Of Director: Hiromichi         For       For          Management
      Shinohara
4     Election Of Director: Tetsuya Shouji    For       For          Management


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

NOBLE CORPORATION

Ticker:       NE             Security ID:  G65422100
Meeting Date: MAR 17, 2009   Meeting Type: Special
Record Date:  FEB 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Change Country of Incorporation to      For       For          Management
      Switzerland Through a Scheme of
      Arrangement
2     Adjourn Meeting                         For       For          Management


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

NORTHWEST AIRLINES CORP.

Ticker:       NWA            Security ID:  667280408
Meeting Date: SEP 25, 2008   Meeting Type: Annual
Record Date:  JUL 31, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Roy J. Bostock           For       For          Management
1.2   Elect Director David A. Brandon         For       Withhold     Management
1.3   Elect Director Michael J. Durham        For       For          Management
1.4   Elect Director John M. Engler           For       For          Management
1.5   Elect Director Mickey P. Foret          For       For          Management
1.6   Elect Director Robert L. Friedman       For       For          Management
1.7   Elect Director Doris Kearns Goodwin     For       For          Management
1.8   Elect Director Jeffrey G. Katz          For       For          Management
1.9   Elect Director James J. Postl           For       For          Management
1.10  Elect Director Rodney E. Slater         For       For          Management
1.11  Elect Director Douglas M. Steenland     For       For          Management
1.12  Elect Director William S. Zoller        For       For          Management
2     Approve Reorganization                  For       For          Management
3     Ratify Auditors                         For       For          Management
4     Amend Omnibus Stock Plan                For       For          Management
5     Adjourn Meeting                         For       For          Management


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

NUCOR CORP.

Ticker:       NUE            Security ID:  670346105
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Clayton C. Daley, Jr.    For       For          Management
1.2   Elect Director Harvey B. Gantt          For       For          Management
1.3   Elect Director Bernard L. Kasriel       For       For          Management
1.4   Elect Director Christopher J. Kearney   For       For          Management
2     Ratify Auditors                         For       For          Management
3     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors
4     Declassify the Board of Directors       Against   For          Shareholder
5     Review and Assess Human Rights Policies Against   For          Shareholder
6     Adopt Principles for Health Care Reform Against   Against      Shareholder


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

OPTIONSXPRESS HOLDINGS, INC.

Ticker:       OXPS           Security ID:  684010101
Meeting Date: JUN 2, 2009    Meeting Type: Annual
Record Date:  APR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Howard L. Draft          For       For          Management
1.2   Elect Director Bruce R. Evans           For       For          Management
2     Ratify Auditors                         For       For          Management


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

OWENS-ILLINOIS, INC.

Ticker:       OI             Security ID:  690768403
Meeting Date: APR 23, 2009   Meeting Type: Annual
Record Date:  FEB 24, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gary F. Colter           For       For          Management
1.2   Elect Director David H.Y. Ho            For       For          Management
1.3   Elect Director Corbin A. McNeill, Jr.   For       Withhold     Management
1.4   Elect Director Helge H. Wehmeier        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Increase in Size of Board       For       For          Management
4     Amend Omnibus Stock Plan                For       For          Management


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

PARKER-HANNIFIN CORP.

Ticker:       PH             Security ID:  701094104
Meeting Date: OCT 22, 2008   Meeting Type: Annual
Record Date:  AUG 29, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William E. Kassling      For       For          Management
1.2   Elect Director Joseph M. Scaminace      For       For          Management
1.3   Elect Director Wolfgang R. Schmitt      For       For          Management
2     Ratify Auditors                         For       For          Management


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

PATTERSON COMPANIES INC.

Ticker:       PDCO           Security ID:  703395103
Meeting Date: SEP 8, 2008    Meeting Type: Annual
Record Date:  JUL 11, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ronald E. Ezerski        For       For          Management
1.2   Elect Director Andre B. Lacy            For       For          Management
2     Approve Profit Sharing Plan             For       For          Management
3     Ratify Auditors                         For       For          Management


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

PEOPLESUPPORT INC

Ticker:       PSPT           Security ID:  712714302
Meeting Date: OCT 8, 2008    Meeting Type: Special
Record Date:  AUG 22, 2008

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


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

PEPSIAMERICAS, INC.

Ticker:       PAS            Security ID:  71343P200
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Herbert M. Baum          For       For          Management
1.2   Elect Director Richard G. Cline         For       For          Management
1.3   Elect Director Michael J. Corliss       For       For          Management
1.4   Elect Director Pierre S. du Pont        For       For          Management
1.5   Elect Director Archie R. Dykes          For       For          Management
1.6   Elect Director Jarobin Gilbert, Jr.     For       For          Management
1.7   Elect Director James R. Kackley         For       For          Management
1.8   Elect Director Matthew M. McKenna       For       For          Management
1.9   Elect Director Robert C. Pohlad         For       For          Management
1.10  Elect Director Deborah E. Powell        For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Ratify Auditors                         For       For          Management


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

PETMED EXPRESS, INC.

Ticker:       PETS           Security ID:  716382106
Meeting Date: AUG 1, 2008    Meeting Type: Annual
Record Date:  JUN 13, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Menderes Akdag           For       For          Management
1.2   Elect Director Frank J. Formica         For       For          Management
1.3   Elect Director Gian M. Fulgoni          For       For          Management
1.4   Elect Director Ronald J. Korn           For       For          Management
1.5   Elect Director Robert C. Schweitzer     For       For          Management
2     Ratify Auditors                         For       For          Management


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

PETROLEO BRASILEIRO

Ticker:       PBR            Security ID:  71654V408
Meeting Date: APR 8, 2009    Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year Ended
      Dec. 31, 2008
2     Approve Capital Budget for Upcoming     For       For          Management
      Fiscal Year
3     Approve Allocation of Income and        For       For          Management
      Dividends for Fiscal 2008
4     Elect Directors                         For       Against      Management
5     Elect Board Chairman                    For       Against      Management
6     Elect Fiscal Council Members and        For       Against      Management
      Alternates
7     Approve Remuneration of Executive       For       For          Management
      Officers, Non-Executive Directors, and
      Fiscal Council Members


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

PHILADELPHIA CONSOLIDATED HOLDING CORP.

Ticker:       PHLY           Security ID:  717528103
Meeting Date: OCT 23, 2008   Meeting Type: Special
Record Date:  SEP 25, 2008

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


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

PHILIP MORRIS INTERNATIONAL INC.

Ticker:       PM             Security ID:  718172109
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  MAR 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Harold Brown             For       For          Management
1.2   Elect Director Mathis Cabiallavetta     For       For          Management
1.3   Elect Director Louis C. Camilleri       For       For          Management
1.4   Elect Director J. Dudley Fishburn       For       For          Management
1.5   Elect Director Graham Mackay            For       For          Management
1.6   Elect Director Sergio Marchionne        For       Against      Management
1.7   Elect Director Lucio A. Noto            For       For          Management
1.8   Elect Director Carlos Slim Helu         For       For          Management
1.9   Elect Director Stephen M. Wolf          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management


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

PHILLIPS-VAN HEUSEN CORP.

Ticker:       PVH            Security ID:  718592108
Meeting Date: JUN 25, 2009   Meeting Type: Annual
Record Date:  APR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mary Baglivo             For       For          Management
1.2   Elect Director Emanuel Chirico          For       For          Management
1.3   Elect Director Edward H. Cohen          For       For          Management
1.4   Elect Director Joseph B. Fuller         For       For          Management
1.5   Elect Director Margaret L. Jenkins      For       For          Management
1.6   Elect Director Bruce Maggin             For       For          Management
1.7   Elect Director V. James Marino          For       For          Management
1.8   Elect Director Henry Nasella            For       For          Management
1.9   Elect Director Rita M. Rodriguez        For       For          Management
1.10  Elect Director Craig Rydin              For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Amend Executive Incentive Bonus Plan    For       For          Management
4     Amend Executive Incentive Bonus Plan    For       For          Management
5     Ratify Auditors                         For       For          Management


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

PITNEY BOWES INC.

Ticker:       PBI            Security ID:  724479100
Meeting Date: MAY 11, 2009   Meeting Type: Annual
Record Date:  MAR 18, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Anne M. Busquet          For       For          Management
1.2   Elect Director Anne Sutherland Fuchs    For       For          Management
1.3   Elect Director James H. Keyes           For       For          Management
1.4   Elect Director David L. Shedlarz        For       For          Management
1.5   Elect Director David B. Snow, Jr.       For       For          Management
2     Ratify Auditors                         For       For          Management


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

PORTFOLIO RECOVERY ASSOCIATES, INC.

Ticker:       PRAA           Security ID:  73640Q105
Meeting Date: JUN 1, 2009    Meeting Type: Annual
Record Date:  APR 3, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steve Fredrickson        For       For          Management
1.2   Elect Director Penelope Kyle            For       For          Management
2     Ratify Auditors                         For       For          Management


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

PROCTER & GAMBLE COMPANY, THE

Ticker:       PG             Security ID:  742718109
Meeting Date: OCT 14, 2008   Meeting Type: Annual
Record Date:  AUG 15, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kenneth I. Chenault      For       For          Management
1.2   Elect Director Scott D. Cook            For       For          Management
1.3   Elect Director Rajat K. Gupta           For       For          Management
1.4   Elect Director A.G. Lafley              For       For          Management
1.5   Elect Director Charles R. Lee           For       For          Management
1.6   Elect Director Lynn M. Martin           For       For          Management
1.7   Elect Director W. James McNerney, Jr.   For       For          Management
1.8   Elect Director Johnathan A. Rodgers     For       For          Management
1.9   Elect Director Ralph Snyderman          For       For          Management
1.10  Elect Director Margaret C. Whitman      For       For          Management
1.11  Elect Director Patricia A. Woertz       For       For          Management
1.12  Elect Director Ernesto Zedillo          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
4     Rotate Annual Meeting Location          Against   Against      Shareholder
5     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation


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

PROLOGIS

Ticker:       PLD            Security ID:  743410102
Meeting Date: MAY 20, 2009   Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stephen L. Feinberg      For       Withhold     Management
1.2   Elect Director George L. Fotiades       For       For          Management
1.3   Elect Director Christine N. Garvey      For       For          Management
1.4   Elect Director Lawrence V. Jackson      For       For          Management
1.5   Elect Director Donald P. Jacobs         For       Withhold     Management
1.6   Elect Director Walter C. Rakowich       For       For          Management
1.7   Elect Director D. Michael Steuert       For       For          Management
1.8   Elect Director J. Andre Teixeira        For       For          Management
1.9   Elect Director William D. Zollars       For       Withhold     Management
1.10  Elect Director Andrea M. Zulberti       For       Withhold     Management
2     Ratify Auditors                         For       For          Management


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

QUALITY SYSTEMS, INC.

Ticker:       QSII           Security ID:  747582104
Meeting Date: SEP 4, 2008    Meeting Type: Proxy Contest
Record Date:  JUL 18, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
      Management Proxy (White Card)
1.1   Elect  Director George Bristol          For       For          Management
1.2   Elect  Director Patrick Cline           For       For          Management
1.3   Elect  Director Philip N. Kaplan        For       For          Management
1.4   Elect  Director Vincent J. Love         For       For          Management
1.5   Elect  Director Russell Pflueger        For       For          Management
1.6   Elect  Director Steven T. Plochocki     For       For          Management
1.7   Elect  Director Sheldon Razin           For       For          Management
1.8   Elect  Director Robert L. Smith         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Bylaws to Replace Definition of   Against   For          Shareholder
      Independent Director

#     Proposal                                Diss Rec  Vote Cast    Sponsor
      Dissident Proxy (Blue Card)
1.1   Elect Director Ahmed Hussein            For       Did Not Vote Shareholder
1.2   Elect Director Murray Brennan           For       Did Not Vote Shareholder
1.3   Elect Director Ibrahim Fawzy            For       Did Not Vote Shareholder
1.4   Elect Director Thomas R. DiBenedetto    For       Did Not Vote Shareholder
1.5   Elect Director Joseph D. Stilwell       For       Did Not Vote Shareholder
1.6   Elect Director Edwin Hoffman            For       Did Not Vote Shareholder
2     Ratify Auditors                         For       Did Not Vote Management
3     Amend Bylaws to Replace Definition of   For       Did Not Vote Shareholder
      Independent Director


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

QUICKSILVER RESOURCES INC.

Ticker:       KWK            Security ID:  74837R104
Meeting Date: MAY 20, 2009   Meeting Type: Annual
Record Date:  MAR 24, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Glenn Darden             For       For          Management
1.2   Elect Director W. Yandell Rogers, III   For       Withhold     Management
2     Amend Omnibus Stock Plan                For       Against      Management


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

R. R. DONNELLEY & SONS CO.

Ticker:       RRD            Security ID:  257867101
Meeting Date: MAY 21, 2009   Meeting Type: Annual
Record Date:  APR 3, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Thomas J. Quinlan, III   For       For          Management
2     Elect Director Stephen M. Wolf          For       For          Management
3     Elect Director Lee A. Chaden            For       For          Management
4     Elect Director E.V. (Rick) Goings       For       For          Management
5     Elect Director Judith H. Hamilton       For       For          Management
6     Elect Director Susan M. Ivey            For       For          Management
7     Elect Director Thomas S. Johnson        For       For          Management
8     Elect Director John C. Pope             For       For          Management
9     Elect Director Michael T. Riordan       For       For          Management
10    Elect Director Oliver R. Sockwell       For       For          Management
11    Ratify Auditors                         For       For          Management
12    Report on Sustainable Forestry          Against   Against      Shareholder
13    Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings


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

RALCORP HOLDINGS, INC.

Ticker:       RAH            Security ID:  751028101
Meeting Date: JAN 27, 2009   Meeting Type: Annual
Record Date:  NOV 21, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect  Director David R. Banks          For       For          Management
1.2   Elect  Director Jack W. Goodall         For       For          Management
1.3   Elect  Director Joe R. Micheletto       For       For          Management
1.4   Elect  Director David P. Skarie         For       For          Management
2     Ratify Auditors                         For       For          Management


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

RANDGOLD RESOURCES LTD

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

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


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

RED ROBIN GOURMET BURGERS INC

Ticker:       RRGB           Security ID:  75689M101
Meeting Date: MAY 28, 2009   Meeting Type: Annual
Record Date:  APR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director  J. Taylor Simonton      For       Withhold     Management
1.2   Elect Director James T. Rothe           For       Withhold     Management
1.3   Elect Director Richard J. Howell        For       Withhold     Management
2     Ratify Auditors                         For       For          Management


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

REPUBLIC AIRWAYS HOLDINGS INC

Ticker:       RJET           Security ID:  760276105
Meeting Date: JUN 8, 2009    Meeting Type: Annual
Record Date:  APR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Bryan K. Bedford         For       For          Management
1.2   Elect Director Lawrence J. Cohen        For       For          Management
1.3   Elect Director Douglas J. Lambert       For       For          Management
1.4   Elect Director Mark E. Landesman        For       For          Management
1.5   Elect Director Mark L. Plaumann         For       For          Management
2     Ratify Auditors                         For       For          Management


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

RESEARCH IN MOTION LTD

Ticker:       RIM            Security ID:  760975102
Meeting Date: JUL 15, 2008   Meeting Type: Annual
Record Date:  MAY 27, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect James Balsillie, Mike Lazaridis,  For       For          Management
      James Estill, David Kerr, Roger Martin,
      John Richardson, Barbara Stymiest and
      John Wetmore as Directors
2     Approve Ernst & Young LLP as Auditors   For       For          Management
      and Authorize Board to Fix Their
      Remuneration


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

RICKS CABARET INTERNATIONAL, INC.

Ticker:       RICK           Security ID:  765641303
Meeting Date: SEP 2, 2008    Meeting Type: Annual
Record Date:  JUN 27, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Eric S. Langan           For       Withhold     Management
1.2   Elect Director Travis Reese             For       Withhold     Management
1.3   Elect Director Robert L. Watters        For       Withhold     Management
1.4   Elect Director Alan Bergstrom           For       For          Management
1.5   Elect Director Steven L. Jenkins        For       For          Management
1.6   Elect Director Luke Lirot               For       For          Management
2     Increase Authorized Common Stock        For       For          Management
3     Ratify Auditors                         For       For          Management
4     Other Business                          For       Against      Management


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

ROHM AND HAAS CO.

Ticker:       ROH            Security ID:  775371107
Meeting Date: OCT 29, 2008   Meeting Type: Special
Record Date:  SEP 25, 2008

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


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

ROYAL CARIBBEAN CRUISES  LTD.

Ticker:       RCL            Security ID:  V7780T103
Meeting Date: MAY 27, 2009   Meeting Type: Annual
Record Date:  MAR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Director Morten Arntzen                 For       For          Management
1.2   Director Bernard W. Aronson             For       For          Management
1.3   Director Richard D. Fain                For       For          Management
2     To Give The Board Of Directors          For       For          Management
      Discretion To Delist Thecompany S
      Common Stock From The Oslo Stock
      Exchange.
3     Ratification Of Appointment Of          For       For          Management
      Pricewaterhousecoopers Llp Asthe
      Company's Independent Registered
      Certified Public Accounting Firm For
      2009.
4     The Shareholder Proposal Set Forth In   Against   For          Shareholder
      The Accompanying Proxystatement.


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

SAP AG

Ticker:       SAP            Security ID:  803054204
Meeting Date: MAY 19, 2009   Meeting Type: Annual
Record Date:  MAR 26, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Resolution On The Appropriation Of The  For       For          Management
      Retained Earnings Of Thefiscal Year
      2008
2     Resolution On The Formal Approval Of    For       For          Management
      The Acts Of The Executiveboard In The
      Fiscal Year 2008
3     Resolution On The Formal Approval Of    For       For          Management
      The Acts Of The Supervisoryboard In The
      Fiscal Year 2008
4     Appointment Of The Auditor Of The       For       For          Management
      Financial Statements And Groupfinancial
      Statements For The Fiscal Year 2009
5     Resolution On Authorization To Acquire  For       For          Management
      And Use Treasury Sharespursuant To
      Section 71 (1) No. 8 Of German Stock
      Corporation Act(aktiengesetz; Aktg),
      With Possible Exclusion Of
      Shareholderssubscription Rights &
      Potential Rights To Offer Shares
6     Resolution On The Amendment Of Section  For       For          Management
      19 Of The Articles Ofincorporation To
      Reflect The German Act Implementing
      Theshareholders  Rights Directive
      (gesetz Zur Umsetzung
      Deraktionarsrichtlinie; Arug)


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

SCANA CORPORATION

Ticker:       SCG            Security ID:  80589M102
Meeting Date: APR 23, 2009   Meeting Type: Annual
Record Date:  MAR 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James A. Bennett         For       Withhold     Management
1.2   Elect Director Lynne M. Miller          For       Withhold     Management
1.3   Elect Director James W. Roquemore       For       Withhold     Management
1.4   Elect Director Maceo K. Sloan           For       Withhold     Management
2     Ratify Auditors                         For       For          Management


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

SCANSOURCE, INC.

Ticker:       SCSC           Security ID:  806037107
Meeting Date: DEC 4, 2008    Meeting Type: Annual
Record Date:  OCT 15, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael L. Baur          For       Withhold     Management
1.2   Elect Director Steven R. Fischer        For       For          Management
1.3   Elect Director James G. Foody           For       For          Management
1.4   Elect Director Michael J. Grainger      For       For          Management
1.5   Elect Director John P. Reilly           For       For          Management
2     Ratify Auditors                         For       For          Management


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

SCHERING-PLOUGH CORP.

Ticker:       SGP            Security ID:  806605101
Meeting Date: MAY 18, 2009   Meeting Type: Annual
Record Date:  APR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas J. Colligan       For       For          Management
1.2   Elect Director Fred Hassan              For       For          Management
1.3   Elect Director C. Robert Kidder         For       For          Management
1.4   Elect Director Eugene R. McGrath        For       For          Management
1.5   Elect Director Antonio M. Perez         For       For          Management
1.6   Elect Director Patricia F. Russo        For       For          Management
1.7   Elect Director Jack L. Stahl            For       For          Management
1.8   Elect Director Craig B. Thompson        For       For          Management
1.9   Elect Director Kathryn C. Turner        For       For          Management
1.10  Elect Director Robert F.W. van Oordt    For       For          Management
1.11  Elect Director Arthur F. Weinbach       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Provide for Cumulative Voting           Against   For          Shareholder
4     Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings


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

SCHOLASTIC CORP.

Ticker:       SCHL           Security ID:  807066105
Meeting Date: SEP 24, 2008   Meeting Type: Annual
Record Date:  AUG 1, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James W. Barge           For       For          Management
1.2   Elect Director John G. Mcdonald         For       For          Management


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

SHENGDATECH, INC.

Ticker:       SDTH           Security ID:  823213103
Meeting Date: SEP 15, 2008   Meeting Type: Annual
Record Date:  AUG 18, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect  Director Xiangzhi Chen           For       For          Management
1.2   Elect  Director Anhui Guo               For       For          Management
1.3   Elect  Director Dongquan Zhang          For       For          Management
1.4   Elect  Director A. Carl Mudd            For       For          Management
1.5   Elect  Director Sheldon Saidman         For       For          Management


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

SRA INTERNATIONAL, INC.

Ticker:       SRX            Security ID:  78464R105
Meeting Date: OCT 30, 2008   Meeting Type: Annual
Record Date:  SEP 1, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John W. Barter           For       For          Management
1.2   Elect Director Larry R. Ellis           For       For          Management
1.3   Elect Director Miles R. Gilburne        For       For          Management
1.4   Elect Director Gail R. Wilensky         For       For          Management
2     Ratify Auditors                         For       For          Management


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

STRYKER CORP.

Ticker:       SYK            Security ID:  863667101
Meeting Date: APR 29, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John W. Brown            For       For          Management
1.2   Elect Director Howard E. Cox. Jr.       For       For          Management
1.3   Elect Director Donald M. Engelman       For       For          Management
1.4   Elect Director Louise L. Francesconi    For       For          Management
1.5   Elect Director Howard L. Lance          For       For          Management
1.6   Elect Director Stephen P. MacMillan     For       For          Management
1.7   Elect Director William U. Parfet        For       For          Management
1.8   Elect Director Ronda E. Stryker         For       For          Management
2     Ratify Auditors                         For       For          Management


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

T-3 ENERGY SERVICES INC

Ticker:       TTES           Security ID:  87306E107
Meeting Date: JUN 4, 2009    Meeting Type: Annual
Record Date:  APR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James M. Tidwell         For       For          Management
1.2   Elect Director Robert L. Ayers          For       For          Management
1.3   Elect Director Thomas R. Bates, Jr.     For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management
4     Other Business                          For       Against      Management


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

TELECOMMUNICATION SYSTEMS, INC.

Ticker:       TSYS           Security ID:  87929J103
Meeting Date: JUN 11, 2009   Meeting Type: Annual
Record Date:  APR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas M. Brandt, Jr.    For       For          Management
1.2   Elect Director Weldon H. Latham         For       For          Management
1.3   Elect Director Jan C. Huly              For       For          Management
1.4   Elect Director Richard A. Young         For       For          Management


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

TELEDYNE TECHNOLOGIES, INC.

Ticker:       TDY            Security ID:  879360105
Meeting Date: APR 22, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Simon M. Lorne           For       For          Management
1.2   Elect Director Paul D. Miller           For       For          Management
1.3   Elect Director Wesley W. von Schack     For       For          Management
2     Ratify Auditors                         For       For          Management


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

TESORO CORP.

Ticker:       TSO            Security ID:  881609101
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 12, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John F. Bookout, III     For       For          Management
1.2   Elect Director Rodney F. Chase          For       For          Management
1.3   Elect Director Robert W. Goldman        For       For          Management
1.4   Elect Director Steven H. Grapstein      For       For          Management
1.5   Elect Director William J. Johnson       For       For          Management
1.6   Elect Director J.W. (Jim) Nokes         For       For          Management
1.7   Elect Director Donald H. Schmude        For       For          Management
1.8   Elect Director Bruce A. Smith           For       For          Management
1.9   Elect Director Michael E. Wiley         For       For          Management
2     Ratify Auditors                         For       For          Management


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

THINKORSWIM GROUP INC.

Ticker:       SWIM           Security ID:  88409C105
Meeting Date: JUN 9, 2009    Meeting Type: Special
Record Date:  APR 24, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Merger Agreement                For       For          Management
2     Adjourn Meeting                         For       For          Management
3     Approve Stock Option Exchange Program   For       Against      Management
4     Amend Omnibus Stock Plan                For       Against      Management


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

UNION PACIFIC CORP.

Ticker:       UNP            Security ID:  907818108
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Andrew H. Card, Jr.      For       For          Management
1.2   Elect Director Erroll B. Davis, Jr.     For       For          Management
1.3   Elect Director Thomas J. Donohue        For       For          Management
1.4   Elect Director Archie W. Dunham         For       For          Management
1.5   Elect Director Judith Richards Hope     For       For          Management
1.6   Elect Director Charles C. Krulak        For       For          Management
1.7   Elect Director Michael R. McCarthy      For       For          Management
1.8   Elect Director Michael W. McConnell     For       For          Management
1.9   Elect Director Thomas F. McLarty III    For       For          Management
1.10  Elect Director Steven R. Rogel          For       For          Management
1.11  Elect Director Jose H. Villarreal       For       For          Management
1.12  Elect Director James R. Young           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Report on Political Contributions       Against   For          Shareholder


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

UNIT CORPORATION

Ticker:       UNT            Security ID:  909218109
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John G. Nikkel           For       For          Management
1.2   Elect Director Robert J. Sullivan Jr.   For       For          Management
1.3   Elect Director Gary R. Christopher      For       For          Management
2     Ratify Auditors                         For       For          Management


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

UNITEDHEALTH GROUP INCORPORATED

Ticker:       UNH            Security ID:  91324P102
Meeting Date: JUN 2, 2009    Meeting Type: Annual
Record Date:  APR 3, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director William C. Ballard, Jr.  For       For          Management
2     Elect Director Richard T. Burke         For       For          Management
3     Elect Director Robert J. Darretta       For       For          Management
4     Elect Director Stephen J. Hemsley       For       For          Management
5     Elect Director Michele J. Hooper        For       For          Management
6     Elect Director Douglas W. Leatherdale   For       For          Management
7     Elect Director Glenn M. Renwick         For       For          Management
8     Elect Director Kenneth I. Shine, M.D.   For       For          Management
9     Elect Director Gail R. Wilensky, Ph.D.  For       For          Management
10    Ratify Auditors                         For       For          Management
11    Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation


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

URSTADT BIDDLE PROPERTIES INC.

Ticker:       UBP            Security ID:  917286205
Meeting Date: MAR 5, 2009    Meeting Type: Annual
Record Date:  JAN 20, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kevin J. Bannon          For       For          Management
1.2   Elect Director Robert R. Douglass       For       Withhold     Management
1.3   Elect Director George H.C. Lawrence     For       Withhold     Management
1.4   Elect Director Charles J. Urstadt       For       Withhold     Management
2     Ratify Auditors                         For       For          Management


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

UTI WORLDWIDE INC.

Ticker:       UTIW           Security ID:  G87210103
Meeting Date: JUN 8, 2009    Meeting Type: Annual
Record Date:  MAY 1, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.01  Elect Brian D. Belchers as a Class C    For       For          Management
      Director
1.02  Elect  Roger I. MacFarlane as a Class C For       For          Management
      Director
1.03  Elect Matthys J. Wessels as a Class C   For       For          Management
      Director
2     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
3     Approve 2009 Long-Term Incentive Plan   For       For          Management
4     Approve Executive Incentive Plan        For       For          Management
5     Transact Other Business (Non-Voting)    None      None         Management


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

VERIZON COMMUNICATIONS

Ticker:       VZ             Security ID:  92343V104
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard L. Carrion       For       For          Management
1.2   Elect Director M. Frances Keeth         For       For          Management
1.3   Elect Director Robert W. Lane           For       For          Management
1.4   Elect Director Sandra O. Moose          For       For          Management
1.5   Elect Director Joseph Neubauer          For       For          Management
1.6   Elect Director Donald T. Nicolaisen     For       For          Management
1.7   Elect Director Thomas H. O'Brien        For       For          Management
1.8   Elect Director Clarence Otis, Jr.       For       For          Management
1.9   Elect Director Hugh B. Price            For       For          Management
1.10  Elect Director Ivan G. Seidenberg       For       For          Management
1.11  Elect Director John W. Snow             For       For          Management
1.12  Elect Director John R. Stafford         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management
5     Approve Executive Incentive Bonus Plan  For       For          Management
6     Prohibit Executive Stock-Based Awards   Against   Against      Shareholder
7     Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
8     Require Independent Board Chairman      Against   Against      Shareholder
9     Provide for Cumulative Voting           Against   For          Shareholder
10    Adopt a Policy in which the Company     Against   For          Shareholder
      will not Make or Promise to Make Any
      Death Benefit Payments to Senior
      Executives


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

VISA INC.

Ticker:       V              Security ID:  92826C839
Meeting Date: DEC 16, 2008   Meeting Type: Special
Record Date:  NOV 12, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Certificate of Incorporation      For       For          Management


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

VISA INC.

Ticker:       V              Security ID:  92826C839
Meeting Date: APR 21, 2009   Meeting Type: Annual
Record Date:  FEB 26, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Hani Al-Qadi             For       Against      Management
1.2   Elect Director Charles T. Doyle         For       For          Management
1.3   Elect Director Peter Hawkins            For       For          Management
1.4   Elect Director David I. McKay           For       For          Management
1.5   Elect Director Charles W. Scharf        For       For          Management
1.6   Elect Director Segismundo               For       For          Management
      Schulin-Zeuthen
2.1   Elect Director Thomas J. Campbell       For       For          Management
2.2   Elect Director Gary P. Coughlan         For       For          Management
2.3   Elect Director Mary B. Cranston         For       For          Management
2.4   Elect Director Francisco Javier         For       For          Management
      Fernandez-Carbajal
2.5   Elect Director Suzanne Nora Johnson     For       For          Management
2.6   Elect Director Joseph. W. Saunders      For       For          Management
3     Ratify Auditors                         For       For          Management


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

VOLCOM, INC.

Ticker:       VLCM           Security ID:  92864N101
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Rene R. Woolcott         For       For          Management
1.2   Elect Director Richard R. Woolcott      For       For          Management
1.3   Elect Director Douglas S. Ingram        For       For          Management
1.4   Elect Director Anthony M. Palma         For       For          Management
1.5   Elect Director Joseph B. Tyson          For       For          Management
1.6   Elect Director Carl W. Womack           For       For          Management
1.7   Elect Director Kevin G. Wulff           For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management


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

VSE CORP.

Ticker:       VSEC           Security ID:  918284100
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  MAR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ralph E. Eberhart        For       For          Management
1.2   Elect Director Donald M. Ervine         For       For          Management
1.3   Elect Director Maurice A. Gauthier      For       For          Management
1.4   Elect Director Clifford M. Kendall      For       For          Management
1.5   Elect Director Calvin S. Koonce         For       For          Management
1.6   Elect Director  James F. Lafond         For       For          Management
1.7   Elect Director David M. Osnos           For       Withhold     Management
1.8   Elect Director Jimmy D. Ross            For       For          Management
1.9   Elect Director Bonnie K. Wachtel        For       For          Management
2     Ratify Auditors                         For       For          Management


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

WABCO HOLDINGS INC

Ticker:       WBC            Security ID:  92927K102
Meeting Date: MAY 28, 2009   Meeting Type: Annual
Record Date:  APR 7, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James F. Hardymon        For       For          Management
1.2   Elect Director Michael T. Smith         For       Withhold     Management
1.3   Elect Director John F. Fiedler          For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management


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

WALT DISNEY COMPANY, THE

Ticker:       DIS            Security ID:  254687106
Meeting Date: MAR 10, 2009   Meeting Type: Annual
Record Date:  JAN 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Susan E. Arnold          For       For          Management
2     Elect Director John E. Bryson           For       For          Management
3     Elect Director John S. Chen             For       For          Management
4     Elect Director Judith L. Estrin         For       For          Management
5     Elect Director Robert A. Iger           For       For          Management
6     Elect Director Steven P. Jobs           For       For          Management
7     Elect Director Fred H. Langhammer       For       For          Management
8     Elect Director Aylwin B. Lewis          For       For          Management
9     Elect Director Monica C. Lozano         For       For          Management
10    Elect Director Robert W. Matschullat    For       For          Management
11    Elect Director John E. Pepper , Jr.     For       For          Management
12    Elect Director Orin C. Smith            For       For          Management
13    Ratify Auditors                         For       For          Management
14    Amend Omnibus Stock Plan                For       For          Management
15    Amend Executive Incentive Bonus Plan    For       For          Management
16    Report on Political Contributions       Against   For          Shareholder
17    Adopt a Policy in which the Company     Against   For          Shareholder
      will not Make or Promise to Make Any
      Death Benefit Payments to Senior
      Executives
18    Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation


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

WATSON WYATT WORLDWIDE INC

Ticker:       WW             Security ID:  942712100
Meeting Date: NOV 14, 2008   Meeting Type: Annual
Record Date:  SEP 29, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director John J. Gabarro          For       For          Management
2     Elect Director John J. Haley            For       For          Management
3     Elect Director R. Michael McCullough    For       For          Management
4     Elect Director Brendan R. O'Neill       For       For          Management
5     Elect Director Linda D. Rabbitt         For       For          Management
6     Elect Director Gilbert T. Ray           For       For          Management
7     Elect Director John C. Wright           For       For          Management
8     Ratify Auditors                         For       For          Management
9     Amend Deferred Compensation Plan        For       For          Management


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

WESCO INTERNATIONAL, INC.

Ticker:       WCC            Security ID:  95082P105
Meeting Date: MAY 20, 2009   Meeting Type: Annual
Record Date:  APR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John J. Engel            For       For          Management
1.2   Elect Director Steven A. Raymund        For       For          Management
1.3   Elect Director Lynn M. Utter            For       For          Management
1.4   Elect Director William J. Vareschi      For       For          Management
1.5   Elect Director Stephen A. Van Oss       For       For          Management
2     Ratify Auditors                         For       For          Management


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

WESTERN DIGITAL CORP.

Ticker:       WDC            Security ID:  958102105
Meeting Date: NOV 6, 2008    Meeting Type: Annual
Record Date:  SEP 17, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Peter D. Behrendt        For       For          Management
2     Elect Director Kathleen A. Cote         For       For          Management
3     Elect Director John F. Coyne            For       For          Management
4     Elect Director Henry T. DeNero          For       For          Management
5     Elect Director William L. Kimsey        For       For          Management
6     Elect Director Michael D. Lambert       For       For          Management
7     Elect Director Matthew E. Massengill    For       For          Management
8     Elect Director Roger H. Moore           For       For          Management
9     Elect Director Thomas E. Pardun         For       For          Management
10    Elect Director Arif Shakeel             For       For          Management
11    Amend Qualified Employee Stock Purchase For       For          Management
      Plan
12    Ratify Auditors                         For       For          Management


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

ZALE CORP.

Ticker:       ZLC            Security ID:  988858106
Meeting Date: NOV 18, 2008   Meeting Type: Annual
Record Date:  SEP 26, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director J. Glen Adams            For       For          Management
1.2   Elect Director Yuval Braverman          For       For          Management
1.3   Elect Director Richard C. Breeden       For       For          Management
1.4   Elect Director James M. Cotter          For       For          Management
1.5   Elect Director Neal L. Goldberg         For       For          Management
1.6   Elect Director John B. Lowe, Jr.        For       For          Management
1.7   Elect Director Thomas C. Shull          For       For          Management
1.8   Elect Director Charles M. Sonsteby      For       For          Management
1.9   Elect Director David M. Szymanski       For       For          Management
2     Amend Bundled Compensation Plans        For       For          Management
3     Advisory Vote on Executive              For       For          Management
      Compensation- Approve Application of
      Compensation Policies and Procedures
4     Ratify Auditors                         For       For          Management


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

ZOLL MEDICAL CORP.

Ticker:       ZOLL           Security ID:  989922109
Meeting Date: JAN 20, 2009   Meeting Type: Annual
Record Date:  DEC 5, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas M. Claflin, II    For       Withhold     Management
1.2   Elect Director Richard A. Packer        For       Withhold     Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Amend Non-Employee Director Stock       For       For          Management
      Option Plan
4     Ratify Auditors                         For       For          Management




=================== DIREXION EVOLUTION VP MANAGED BOND FUND ====================


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND, INC.

Ticker:       AWF            Security ID:  01879R106
Meeting Date: MAR 31, 2009   Meeting Type: Annual
Record Date:  FEB 17, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Trustee Garry L. Moody            For       For          Management
1.2   Elect Trustee Marshall C. Turner, Jr.   For       For          Management
1.3   Elect Trustee Earl D. Weiner            For       For          Management
1.4   Elect Trustee  Robert M. Keith          For       For          Management


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

BLACKROCK CORPORATE HIGH YIELD FUND VI INC

Ticker:       HYT            Security ID:  09255P107
Meeting Date: SEP 12, 2008   Meeting Type: Annual
Record Date:  JUL 14, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect  Director G.N. Beckwith, III      For       For          Management
1.2   Elect  Director Kent Dixon              For       For          Management
1.3   Elect  Director R. Glenn Hubbard        For       For          Management
1.4   Elect  Director W. Carl Kester          For       For          Management
1.5   Elect  Director Robert S. Salomon, Jr.  For       For          Management
1.6   Elect  Director Richard S. Davis        For       For          Management
1.7   Elect  Director Frank J. Fabozzi        For       For          Management
1.8   Elect  Director James T. Flynn          For       For          Management
1.9   Elect  Director Karen P. Robards        For       For          Management
1.10  Elect  Director Richard E. Cavanagh     For       For          Management
1.11  Elect  Director Kathleen F. Feldstein   For       For          Management
1.12  Elect  Director Henry Gabbay            For       For          Management
1.13  Elect  Director Jerrold B. Harris       For       For          Management


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

BLACKROCK FLOATING RATE INCOME STATEGIES FUND INC

Ticker:       FRA            Security ID:  09255X100
Meeting Date: SEP 12, 2008   Meeting Type: Annual
Record Date:  JUL 14, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect  Director G.N. Beckwith, III      For       For          Management
1.2   Elect  Director Kent Dixon              For       For          Management
1.3   Elect  Director R. Glenn Hubbard        For       For          Management
1.4   Elect  Director W. Carl Kester          For       For          Management
1.5   Elect  Director Robert S. Salomon, Jr.  For       For          Management
1.6   Elect  Director Richard S. Davis        For       For          Management
1.7   Elect  Director Frank J. Fabozzi        For       For          Management
1.8   Elect  Director James T. Flynn          For       For          Management
1.9   Elect  Director Karen P. Robards        For       For          Management
1.10  Elect  Director Richard E. Cavanagh     For       For          Management
1.11  Elect  Director Kathleen F. Feldstein   For       For          Management
1.12  Elect  Director Henry Gabbay            For       For          Management
1.13  Elect  Director Jerrold B. Harris       For       For          Management


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

BLACKROCK PREFERRED INCOME STRATEGIES FUND INC

Ticker:       PSY            Security ID:  09255H105
Meeting Date: SEP 12, 2008   Meeting Type: Annual
Record Date:  JUL 14, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect  Director G.N. Beckwith, III      For       For          Management
1.2   Elect  Director Kent Dixon              For       For          Management
1.3   Elect  Director R. Glenn Hubbard        For       For          Management
1.4   Elect  Director Robert S. Salomon, Jr.  For       For          Management
1.5   Elect  Director Richard S. Davis        For       For          Management
1.6   Elect  Director James T. Flynn          For       For          Management
1.7   Elect  Director Karen P. Robards        For       For          Management
1.8   Elect  Director Richard E. Cavanagh     For       For          Management
1.9   Elect  Director Kathleen F. Feldstein   For       For          Management
1.10  Elect  Director Henry Gabbay            For       For          Management
1.11  Elect  Director Jerrold B. Harris       For       For          Management


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

EVERGREEN MULTI-SECTOR INCOME FUND

Ticker:       ERC            Security ID:  30024Y104
Meeting Date: FEB 12, 2009   Meeting Type: Annual
Record Date:  OCT 31, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect  Trustee Carol A. Kosel           For       For          Management
1.2   Elect  Trustee Dr. Russell A. Salton    For       For          Management
1.3   Elect  Trustee Richard K. Wagoner       For       For          Management
2     Approve Investment Advisory Agreement   For       For          Management
3     Approve Subadvisory Agreement           For       For          Management
4     Approve Subadvisory Agreement           For       For          Management


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

FEDERATED FUNDS

Ticker:       MMMXX          Security ID:  60934N203
Meeting Date: OCT 15, 2008   Meeting Type: Special
Record Date:  APR 7, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Change of Fundamental           For       For          Management
      Investment Policy - Concentration


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

MFS CHARTER INCOME TRUST

Ticker:       MCR            Security ID:  552727109
Meeting Date: OCT 9, 2008    Meeting Type: Annual
Record Date:  AUG 4, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect  Trustee J. Atwood Ives           For       For          Management
1.2   Elect  Trustee William R. Gutow         For       For          Management
1.3   Elect  Trustee Michael Hegarty          For       For          Management
1.4   Elect  Trustee Robert W. Uek            For       For          Management


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

MFS GOVERNMENT MARKETS INCOME TRUST

Ticker:       MGF            Security ID:  552939100
Meeting Date: OCT 9, 2008    Meeting Type: Annual
Record Date:  AUG 4, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect  Trustee J. Atwood Ives           For       For          Management
1.2   Elect  Trustee William R. Gutow         For       For          Management
1.3   Elect  Trustee Michael Hegarty          For       For          Management
1.4   Elect  Trustee Robert W. Uek            For       For          Management


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

MFS INTERMEDIATE INCOME TRUST

Ticker:       MIN            Security ID:  55273C107
Meeting Date: OCT 9, 2008    Meeting Type: Proxy Contest
Record Date:  AUG 4, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director J. Atwood Ives           For       For          Management
1.2   Elect Director William R. Gutow         For       For          Management
1.3   Elect Director Michael Hegarty          For       For          Management
1.4   Elect Director Robert W. Uek            For       For          Management
2     Adopt Policy to Conduct Periodic Tender Against   Against      Shareholder
      Offers for Shares of the Fund
1.1   Elect Director Richard W. Cohen         For       Did Not Vote Shareholder
1.2   Elect Director Brad Orvieto             For       Did Not Vote Shareholder
1.3   Elect Director Donald R. Logan          For       Did Not Vote Shareholder
1.4   Elect Director Dwight A. Pike           For       Did Not Vote Shareholder
2     Adopt Policy to Conduct Periodic Tender For       Did Not Vote Shareholder
      Offers for Shares of the Fund


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

PUTNAM PREMIER INCOME TRUST

Ticker:       PPT            Security ID:  746853100
Meeting Date: JAN 29, 2009   Meeting Type: Annual
Record Date:  NOV 24, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect  Trustee Jameson A. Baxter        For       For          Management
1.2   Elect  Trustee Charles B. Curtis        For       For          Management
1.3   Elect  Trustee Robert J. Darretta       For       For          Management
1.4   Elect  Trustee Myra R. Drucker          For       For          Management
1.5   Elect  Trustee Charles E. Haldeman, Jr. For       For          Management
1.6   Elect  Trustee John A. Hill             For       For          Management
1.7   Elect  Trustee Paul L. Joskow           For       For          Management
1.8   Elect  Trustee ElizabethT. Kennan       For       For          Management
1.9   Elect  Trustee Kenneth R. Leibler       For       For          Management
1.10  Elect  Trustee Robert E. Patterson      For       For          Management
1.11  Elect  Trustee George Putnam, III       For       For          Management
1.12  Elect  Trustee Robert L. Reynolds       For       For          Management
1.13  Elect  Trustee Richard B. Worley        For       For          Management


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

TEMPLETON EMERGING MARKETS INCOME FUND, INC.

Ticker:       TEI            Security ID:  880192109
Meeting Date: FEB 20, 2009   Meeting Type: Annual
Record Date:  DEC 19, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect  Trustee Ann Torre Bates          For       For          Management
1.2   Elect  Trustee David W. Niemiec         For       For          Management
1.3   Elect  Trustee Larry D. Thompson        For       For          Management
1.4   Elect  Trustee Robert E. Wade           For       For          Management


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

WESTERN ASSET EMERGING MARKETS DEBT FUND INC.

Ticker:       ESD            Security ID:  95766A101
Meeting Date: FEB 27, 2009   Meeting Type: Annual
Record Date:  DEC 29, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect  Trustee Carol L. Colman          For       For          Management
1.2   Elect  Trustee Daniel P. Cronin         For       For          Management
1.3   Elect  Trustee Paolo M. Cucchi          For       For          Management


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

WESTERN ASSET HIGH INCOME FUND II INC

Ticker:       HIX            Security ID:  95766J102
Meeting Date: AUG 4, 2008    Meeting Type: Annual
Record Date:  JUN 13, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Trustee Daniel P. Cronin          For       For          Management
1.2   Elect Trustee Jeswald W. Salacuse       For       For          Management


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

WESTERN ASSET/CLAYMORE INFLATION-LINKED OPPORTUNITIES & INCOME FUND

Ticker:       WIW            Security ID:  95766R104
Meeting Date: MAY 11, 2009   Meeting Type: Annual
Record Date:  MAR 31, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Trustee Ronald A. Nyberg          For       For          Management




================ DIREXION VP U.S. Government MONEY MARKET FUND ================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



========================= EVOLUTION VP LARGE CAP FUND ==========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



========================= EVOLUTION VP SMALL CAP FUND ==========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



======================== EVOLUTION VP TOTAL RETURN FUND ========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



======================= VP 10 YEAR NOTE BEAR 1.75X FUND ========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



======================= VP 10 YEAR NOTE BULL 1.75X FUND ========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



========================== VP BIOTECH BEAR 1.25X FUND ==========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



========================== VP BIOTECH BULL 1.25X FUND ==========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



========================= VP COMMODITY BEAR 1.25X FUND =========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



========================= VP COMMODITY BULL 1.25X FUND =========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



===================== VP DEVELOPED MARKETS BEAR 1.25X FUND =====================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



===================== VP DEVELOPED MARKETS BULL 1.25X FUND =====================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



========================== VP DOLLAR BEAR 1.25X FUND ===========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



========================== VP DOLLAR BULL 1.25X FUND ===========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



===================== VP EMERGING MARKETS BEAR 1.25X FUND ======================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



===================== VP EMERGING MARKETS BULL 1.25X FUND ======================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



======================= VP EQUITY INCOME BEAR 1.25X FUND =======================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



======================= VP EQUITY INCOME BULL 1.25X FUND =======================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



========================= VP FINANCIAL BEAR 1.25X FUND =========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



========================= VP FINANCIAL BULL 1.25X FUND =========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



======================== VP HEALTHCARE BEAR 1.25X FUND =========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



======================== VP HEALTHCARE BULL 1.25X FUND =========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



=========================== VP JAPAN BEAR 1.25X FUND ===========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



=========================== VP JAPAN BULL 1.25X FUND ===========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



======================= VP LATIN AMERICA BEAR 1.25X FUND =======================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



======================= VP LATIN AMERICA BULL 1.25X FUND =======================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



========================== VP MID CAP BEAR 1.25X FUND ==========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



========================== VP MID CAP BULL 1.25X FUND ==========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



======================= VP NASDAQ-100(R) BEAR 1.25X FUND =======================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



======================= VP NASDAQ-100(R) BULL 1.25X FUND =======================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



========================= VP OIL & GAS BEAR 1.25X FUND =========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



========================= VP OIL & GAS BULL 1.25X FUND =========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



====================== VP PRECIOUS METALS BEAR 1.25X FUND ======================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



====================== VP PRECIOUS METALS BULL 1.25X FUND ======================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



======================== VP REAL ESTATE BEAR 1.25X FUND ========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



======================== VP REAL ESTATE BULL 1.25X FUND ========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



======================== VP S&P 500(R) BEAR 1.25X FUND =========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



======================== VP S&P 500(R) BULL 1.25X FUND =========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



========================= VP SMALL CAP BEAR 1.25X FUND =========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



========================= VP SMALL CAP BULL 1.25X FUND =========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



======================= VP TOTAL MARKET BEAR 1.25X FUND ========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.



======================= VP TOTAL MARKET BULL 1.25X FUND ========================

There is no proxy voting activity for the fund, as the fund did not hold
any votable positions during the reporting period.


SIGNATURES


Pursuant to the requirements of the Investment Company Act of 1940,
the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.


(Registrant) Direxion Insurance Trust


By (Signature and Title)/s/ Daniel ONeill
			Daniel ONeill
			President

Date 8/9/09


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