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

ICA File Number: 811-07168
Reporting Period: 07/01/2012 - 06/30/2013
Hennessy Funds 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 (811-07168)


Hennessy Funds Trust
(Exact name of registrant as specified in charter)


7250 Redwood Blvd., Suite 200
Novato, CA 94945
(Address of principal executive offices) (Zip code)


Neil J. Hennessy
7250 Redwood Blvd., Suite 200
Novato, CA 94945
(Name and address of agent for service)


Registrant's telephone number, including area code: 1-800-966-4354


Date of fiscal year end: October 31


Date of reporting period: July 1, 2012 to June 30, 2013





========================== Hennessy  Technology Fund ===========================


3D SYSTEMS CORPORATION

Ticker:       DDD            Security ID:  88554D205
Meeting Date: MAY 21, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William E. Curran        For       For          Management
1.2   Elect Director Charles W. Hull          For       For          Management
1.3   Elect Director Jim D. Kever             For       For          Management
1.4   Elect Director G.w. Loewenbaum, II      For       For          Management
1.5   Elect Director Kevin S. Moore           For       For          Management
1.6   Elect Director Abraham N. Reichental    For       For          Management
1.7   Elect Director Daniel S. Van Riper      For       For          Management
1.8   Elect Director Karen E. Welke           For       For          Management
2     Increase Authorized Common Stock        For       For          Management
3     Ratify Auditors                         For       For          Management


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ALEXION PHARMACEUTICALS, INC.

Ticker:       ALXN           Security ID:  015351109
Meeting Date: MAY 06, 2013   Meeting Type: Annual
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Leonard Bell             For       For          Management
1.2   Elect Director Max Link                 For       For          Management
1.3   Elect Director William R. Keller        For       For          Management
1.4   Elect Director Joseph A. Madri          For       For          Management
1.5   Elect Director Larry L. Mathis          For       For          Management
1.6   Elect Director R. Douglas Norby         For       For          Management
1.7   Elect Director Alvin S. Parven          For       For          Management
1.8   Elect Director Andreas Rummelt          For       For          Management
1.9   Elect Director Ann M. Veneman           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management


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APPLE INC.

Ticker:       AAPL           Security ID:  037833100
Meeting Date: FEB 27, 2013   Meeting Type: Annual
Record Date:  JAN 02, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William Campbell         For       For          Management
1.2   Elect Director Timothy Cook             For       For          Management
1.3   Elect Director Millard Drexler          For       For          Management
1.4   Elect Director Al Gore                  For       For          Management
1.5   Elect Director Robert Iger              For       For          Management
1.6   Elect Director Andrea Jung              For       For          Management
1.7   Elect Director Arthur Levinson          For       For          Management
1.8   Elect Director Ronald Sugar             For       For          Management
2     Amend Articles of Incorporation         For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Stock Retention/Holding Period          Against   Against      Shareholder
6     Establish Board Committee on Human      Against   Against      Shareholder
      Rights


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ARUBA NETWORKS, INC.

Ticker:       ARUN           Security ID:  043176106
Meeting Date: NOV 29, 2012   Meeting Type: Annual
Record Date:  OCT 08, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Dominic P. Orr           For       Withhold     Management
1.2   Elect Director Keerti Melkote           For       For          Management
1.3   Elect Director Bernard Guidon           For       Withhold     Management
1.4   Elect Director Emmanuel Hernandez       For       For          Management
1.5   Elect Director Michael R. Kourey        For       For          Management
1.6   Elect Director Willem P. Roelandts      For       For          Management
1.7   Elect Director Juergen Rottler          For       For          Management
1.8   Elect Director Daniel Warmenhoven       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation


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ATHENAHEALTH, INC.

Ticker:       ATHN           Security ID:  04685W103
Meeting Date: JUN 06, 2013   Meeting Type: Annual
Record Date:  APR 10, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Charles D. Baker         For       For          Management
1.2   Elect Director Dev Ittycheria           For       For          Management
1.3   Elect Director John A. Kane             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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AUTOMATIC DATA PROCESSING, INC.

Ticker:       ADP            Security ID:  053015103
Meeting Date: NOV 13, 2012   Meeting Type: Annual
Record Date:  SEP 14, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ellen R. Alemany         For       For          Management
1.2   Elect Director Gregory D. Brenneman     For       For          Management
1.3   Elect Director Leslie A. Brun           For       For          Management
1.4   Elect Director Richard T. Clark         For       For          Management
1.5   Elect Director Eric C. Fast             For       For          Management
1.6   Elect Director Linda R. Gooden          For       For          Management
1.7   Elect Director R. Glenn Hubbard         For       For          Management
1.8   Elect Director John P. Jones            For       For          Management
1.9   Elect Director Carlos A. Rodriguez      For       For          Management
1.10  Elect Director Enrique T. Salem         For       For          Management
1.11  Elect Director Gregory L. Summe         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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CATAMARAN CORPORATION

Ticker:       CTRX           Security ID:  148887102
Meeting Date: MAY 14, 2013   Meeting Type: Annual/Special
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark A. Thierer          For       For          Management
1.2   Elect Director Peter J. Bensen          For       For          Management
1.3   Elect Director Steven Cosler            For       For          Management
1.4   Elect Director William J. Davis         For       For          Management
1.5   Elect Director Steven B. Epstein        For       For          Management
1.6   Elect Director Betsy D. Holden          For       For          Management
1.7   Elect Director Karen L. Katen           For       For          Management
1.8   Elect Director Harry M. Kraemer         For       For          Management
1.9   Elect Director Anthony Masso            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve KPMG LLP as Auditors and        For       For          Management
      Authorize Board to Fix Their
      Remuneration


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CERNER CORPORATION

Ticker:       CERN           Security ID:  156782104
Meeting Date: MAY 24, 2013   Meeting Type: Annual
Record Date:  APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Gerald E. Bisbee, Jr.    For       For          Management
1b    Elect Director Denis A. Cortese         For       For          Management
1c    Elect Director Linda M. Dillman         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management
5     Increase Authorized Common Stock        For       For          Management


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CISCO SYSTEMS, INC.

Ticker:       CSCO           Security ID:  17275R102
Meeting Date: NOV 15, 2012   Meeting Type: Annual
Record Date:  SEP 17, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Carol A. Bartz           For       For          Management
1b    Elect Director Marc Benioff             For       For          Management
1c    Elect Director M. Michele Burns         For       For          Management
1d    Elect Director Michael D. Capellas      For       For          Management
1e    Elect Director Larry R. Carter          For       For          Management
1f    Elect Director John T. Chambers         For       For          Management
1g    Elect Director Brian L. Halla           For       For          Management
1h    Elect Director John L. Hennessy         For       For          Management
1i    Elect Director Kristina M. Johnson      For       For          Management
1j    Elect Director Richard M. Kovacevich    For       For          Management
1k    Elect Director Roderick C. McGeary      For       For          Management
1l    Elect Director Arun Sarin               For       For          Management
1m    Elect Director Steven M. West           For       For          Management
2     Amend Executive Incentive Bonus Plan    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management
5     Require Independent Board Chairman      Against   Against      Shareholder
6     Report on Eliminating Conflict          Against   Against      Shareholder
      Minerals from Supply Chain


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COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION

Ticker:       CTSH           Security ID:  192446102
Meeting Date: JUN 04, 2013   Meeting Type: Annual
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Maureen Breakiron-Evans  For       For          Management
1b    Elect Director John E. Klein            For       For          Management
1c    Elect Director Lakshmi Narayanan        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Declassify the Board of Directors       For       For          Management
4     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
5     Ratify Auditors                         For       For          Management
6     Provide Right to Act by Written Consent Against   Against      Shareholder


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COSTAR GROUP, INC.

Ticker:       CSGP           Security ID:  22160N109
Meeting Date: JUN 04, 2013   Meeting Type: Annual
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael R. Klein         For       For          Management
1.2   Elect Director Andrew C. Florance       For       For          Management
1.3   Elect Director David Bonderman          For       For          Management
1.4   Elect Director Michael J. Glosserman    For       For          Management
1.5   Elect Director Warren H. Haber          For       For          Management
1.6   Elect Director John W. Hill             For       For          Management
1.7   Elect Director Christopher J. Nassetta  For       For          Management
1.8   Elect Director David J. Steinberg       For       For          Management
2     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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DATAWATCH CORPORATION

Ticker:       DWCH           Security ID:  237917208
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard de J. Osborne    For       For          Management
1.2   Elect Director James Wood               For       For          Management
1.3   Elect Director Thomas H. Kelly          For       For          Management
1.4   Elect Director Terry W. Potter          For       For          Management
1.5   Elect Director Christopher T. Cox       For       For          Management
1.6   Elect Director David C. Mahoney         For       For          Management
1.7   Elect Director Michael A. Morrison      For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   Three     Three Years  Management
                                              Years
5     Ratify Auditors                         For       For          Management


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EBAY INC.

Ticker:       EBAY           Security ID:  278642103
Meeting Date: APR 18, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director David M. Moffett         For       For          Management
1b    Elect Director Richard T. Schlosberg,   For       For          Management
      III
1c    Elect Director Thomas J. Tierney        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Report on Lobbying Payments and Policy  Against   Against      Shareholder
4     Report on Privacy and Data Security     Against   Against      Shareholder
5     Ratify Auditors                         For       For          Management


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EQUINIX, INC.

Ticker:       EQIX           Security ID:  29444U502
Meeting Date: JUN 05, 2013   Meeting Type: Annual
Record Date:  APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Tom Bartlett             For       For          Management
1.2   Elect Director Gary Hromadko            For       For          Management
1.3   Elect Director Scott Kriens             For       For          Management
1.4   Elect Director William Luby             For       For          Management
1.5   Elect Director Irving Lyons, III        For       For          Management
1.6   Elect Director Christopher Paisley      For       For          Management
1.7   Elect Director Stephen Smith            For       For          Management
1.8   Elect Director Peter Van Camp           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Provide Right to Act by Written Consent For       For          Management


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FORTINET, INC.

Ticker:       FTNT           Security ID:  34959E109
Meeting Date: JUN 20, 2013   Meeting Type: Annual
Record Date:  APR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ming Hsieh               For       For          Management
1.2   Elect Director Christopher B. Paisley   For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Executive Incentive Bonus Plan  For       For          Management


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GOOGLE INC.

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

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


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HEALTHSTREAM, INC.

Ticker:       HSTM           Security ID:  42222N103
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  MAR 21, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thompson S. Dent         For       For          Management
1.2   Elect Director Dale Polley              For       For          Management
1.3   Elect Director William W. Stead         For       For          Management
1.4   Elect Director Deborah Taylor Tate      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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IAC/INTERACTIVECORP

Ticker:       IACI           Security ID:  44919P508
Meeting Date: JUN 26, 2013   Meeting Type: Annual
Record Date:  APR 29, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gregory R. Blatt         For       For          Management
1.2   Elect Director Edgar Bronfman, Jr.      For       For          Management
1.3   Elect Director Chelsea Clinton          For       For          Management
1.4   Elect Director Sonali De Rycker         For       For          Management
1.5   Elect Director Barry Diller             For       For          Management
1.6   Elect Director Michael D. Eisner        For       For          Management
1.7   Elect Director Victor A. Kaufman        For       For          Management
1.8   Elect Director Donald R. Keough         For       For          Management
1.9   Elect Director Bryan Lourd              For       For          Management
1.10  Elect Director Arthur C. Martinez       For       For          Management
1.11  Elect Director David Rosenblatt         For       For          Management
1.12  Elect Director Alan G. Spoon            For       For          Management
1.13  Elect Director Alexander von            For       For          Management
      Furstenberg
1.14  Elect Director Richard F. Zannino       For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Ratify Auditors                         For       For          Management


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IMAX CORPORATION

Ticker:       IMX            Security ID:  45245E109
Meeting Date: JUN 11, 2013   Meeting Type: Annual/Special
Record Date:  APR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Richard L. Gelfond as Director    For       For          Management
1.2   Elect Michael MacMillan as Director     For       For          Management
1.3   Elect I. Martin Pompadur as Director    For       For          Management
1.4   Elect Bradley J. Wechsler as Director   For       For          Management
2     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration
3     Amend Articles of Amalgamation of the   For       For          Management
      Company
4     Amend By-law No. 1 of the Company       For       For          Management
5     Approve Omnibus Stock Plan              For       For          Management
6     Advisory Vote on Executive              For       For          Management
      Compensation Approach


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INTERDIGITAL, INC.

Ticker:       IDCC           Security ID:  45867G101
Meeting Date: JUN 13, 2013   Meeting Type: Annual
Record Date:  APR 16, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Gilbert F. Amelio        For       For          Management
1b    Elect Director Jeffrey K. Belk          For       For          Management
1c    Elect Director Steven T. Clontz         For       For          Management
1d    Elect Director Edward B. Kamins         For       For          Management
1e    Elect Director John A. Kritzmacher      For       For          Management
1f    Elect Director William J. Merritt       For       For          Management
1g    Elect Director Jean F. Rankin           For       For          Management
1h    Elect Director Robert S. Roath          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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INTUITIVE SURGICAL, INC.

Ticker:       ISRG           Security ID:  46120E602
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Amal M. Johnson          For       For          Management
1.2   Elect Director Eric H. Halvorson        For       For          Management
1.3   Elect Director Alan J. Levy             For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


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IPG PHOTONICS CORPORATION

Ticker:       IPGP           Security ID:  44980X109
Meeting Date: JUN 04, 2013   Meeting Type: Annual
Record Date:  APR 10, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Valentin P. Gapontsev    For       For          Management
1.2   Elect Director Eugene Scherbakov        For       For          Management
1.3   Elect Director Igor Samartsev           For       For          Management
1.4   Elect Director Robert A. Blair          For       For          Management
1.5   Elect Director Michael C. Child         For       For          Management
1.6   Elect Director William F. Krupke        For       For          Management
1.7   Elect Director Henry E. Gauthier        For       For          Management
1.8   Elect Director William S. Hurley        For       For          Management
1.9   Elect Director John R. Peeler           For       For          Management
2     Ratify Auditors                         For       For          Management


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IXIA

Ticker:       XXIA           Security ID:  45071R109
Meeting Date: JUN 19, 2013   Meeting Type: Annual
Record Date:  APR 24, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Victor Alston            For       For          Management
1.2   Elect Director Laurent Asscher          For       For          Management
1.3   Elect Director Jonathan Fram            For       For          Management
1.4   Elect Director Errol Ginsberg           For       For          Management
1.5   Elect Director Gail Hamilton            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan


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KLA-TENCOR CORPORATION

Ticker:       KLAC           Security ID:  482480100
Meeting Date: NOV 07, 2012   Meeting Type: Annual
Record Date:  SEP 18, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert P. Akins          For       Withhold     Management
1.2   Elect Director Robert T. Bond           For       For          Management
1.3   Elect Director Kiran M. Patel           For       For          Management
1.4   Elect Director David C. Wang            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Declassify the Board of Directors       For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

LIQUIDITY SERVICES, INC.

Ticker:       LQDT           Security ID:  53635B107
Meeting Date: FEB 28, 2013   Meeting Type: Annual
Record Date:  JAN 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William P. Angrick, III  For       For          Management
1.2   Elect Director David A. Perdue, Jr.     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

LIVEPERSON, INC.

Ticker:       LPSN           Security ID:  538146101
Meeting Date: JUN 06, 2013   Meeting Type: Annual
Record Date:  APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director William G. Wesemann      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

MICROS SYSTEMS, INC.

Ticker:       MCRS           Security ID:  594901100
Meeting Date: NOV 16, 2012   Meeting Type: Annual
Record Date:  SEP 17, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Louis M. Brown, Jr.      For       For          Management
1.2   Elect Director B. Gary Dando            For       For          Management
1.3   Elect Director A.L. Giannopoulos        For       For          Management
1.4   Elect Director F. Suzanne Jenniches     For       For          Management
1.5   Elect Director John G. Puente           For       For          Management
1.6   Elect Director Dwight S. Taylor         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Stock Option Plan                 For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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MICROSOFT CORPORATION

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

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


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MYRIAD GENETICS, INC.

Ticker:       MYGN           Security ID:  62855J104
Meeting Date: DEC 05, 2012   Meeting Type: Annual
Record Date:  OCT 08, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John T. Henderson        For       For          Management
1.2   Elect Director S. Louise Phanstiel      For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
4     Approve Executive Incentive Bonus Plan  For       For          Management
5     Ratify Auditors                         For       For          Management
6     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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NETSUITE INC.

Ticker:       N              Security ID:  64118Q107
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William Beane III        For       For          Management
1.2   Elect Director Deborah Farrington       For       For          Management
1.3   Elect Director Edward Zander            For       For          Management
2     Approve Executive Incentive Bonus Plan  For       For          Management
3     Ratify Auditors                         For       For          Management


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NEUSTAR, INC.

Ticker:       NSR            Security ID:  64126X201
Meeting Date: JUN 18, 2013   Meeting Type: Annual
Record Date:  APR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director C. C. Chang              For       For          Management
1b    Elect Director Lisa A. Hook             For       For          Management
1c    Elect Director Hellene S. Runtagh       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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ORACLE CORPORATION

Ticker:       ORCL           Security ID:  68389X105
Meeting Date: NOV 07, 2012   Meeting Type: Annual
Record Date:  SEP 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jeffrey S. Berg          For       For          Management
1.2   Elect Director H. Raymond Bingham       For       For          Management
1.3   Elect Director Michael J. Boskin        For       For          Management
1.4   Elect Director Safra A. Catz            For       For          Management
1.5   Elect Director Bruce R. Chizen          For       Withhold     Management
1.6   Elect Director George H. Conrades       For       Withhold     Management
1.7   Elect Director Lawrence J. Ellison      For       For          Management
1.8   Elect Director Hector Garcia-Molina     For       For          Management
1.9   Elect Director Jeffrey O. Henley        For       For          Management
1.10  Elect Director Mark V. Hurd             For       For          Management
1.11  Elect Director Donald L. Lucas          For       For          Management
1.12  Elect Director Naomi O. Seligman        For       Withhold     Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Amend Non-Employee Director Stock       For       For          Management
      Option Plan
4     Ratify Auditors                         For       For          Management
5     Adopt Multiple Performance Metrics      Against   For          Shareholder
      Under Executive Incentive Plans
6     Require Independent Board Chairman      Against   For          Shareholder
7     Adopt Retention Ratio for               Against   For          Shareholder
      Executives/Directors
8     Pro-rata Vesting of Equity Awards       Against   For          Shareholder


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

PRICELINE.COM INCORPORATED

Ticker:       PCLN           Security ID:  741503403
Meeting Date: JUN 06, 2013   Meeting Type: Annual
Record Date:  APR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Tim Armstrong            For       For          Management
1.2   Elect Director Howard W. Barker, Jr.    For       For          Management
1.3   Elect Director Jeffery H. Boyd          For       For          Management
1.4   Elect Director Jan L. Docter            For       For          Management
1.5   Elect Director Jeffrey E. Epstein       For       For          Management
1.6   Elect Director James M. Guyette         For       For          Management
1.7   Elect Director Nancy B. Peretsman       For       For          Management
1.8   Elect Director Thomas E. Rothman        For       For          Management
1.9   Elect Director Craig W. Rydin           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Pro-rata Vesting of Equity Awards       Against   Against      Shareholder


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

PROS HOLDINGS, INC.

Ticker:       PRO            Security ID:  74346Y103
Meeting Date: JUN 04, 2013   Meeting Type: Annual
Record Date:  APR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Andres D. Reiner         For       For          Management
1.2   Elect Director Ronald F. Woestemeyer    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan


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

QUALCOMM INCORPORATED

Ticker:       QCOM           Security ID:  747525103
Meeting Date: MAR 05, 2013   Meeting Type: Annual
Record Date:  JAN 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Barbara T. Alexander     For       For          Management
1b    Elect Director Donald G. Cruickshank    For       For          Management
1c    Elect Director Raymond V. Dittamore     For       For          Management
1d    Elect Director Susan Hockfield          For       For          Management
1e    Elect Director Thomas W. Horton         For       For          Management
1f    Elect Director Paul E. Jacobs           For       For          Management
1g    Elect Director Sherry Lansing           For       For          Management
1h    Elect Director Duane A. Nelles          For       For          Management
1i    Elect Director Francisco Ros            For       For          Management
1j    Elect Director Brent Scowcroft          For       For          Management
1k    Elect Director Marc I. Stern            For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

QUANTA SERVICES, INC.

Ticker:       PWR            Security ID:  74762E102
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James R. Ball            For       For          Management
1.2   Elect Director J. Michal Conaway        For       For          Management
1.3   Elect Director Vincent D. Foster        For       For          Management
1.4   Elect Director Bernard Fried            For       For          Management
1.5   Elect Director Louis C. Golm            For       For          Management
1.6   Elect Director Worthing F. Jackman      For       For          Management
1.7   Elect Director James F. O'Neil III      For       For          Management
1.8   Elect Director Bruce Ranck              For       For          Management
1.9   Elect Director Margaret B. Shannon      For       For          Management
1.10  Elect Director Pat Wood, III            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

RACKSPACE HOSTING, INC.

Ticker:       RAX            Security ID:  750086100
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director A. Lanham Napier         For       For          Management
1.2   Elect Director George J. Still, Jr.     For       For          Management
1.3   Elect Director Michael Sam Gilliland    For       For          Management
2     Ratify Auditors                         For       For          Management


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

RUDOLPH TECHNOLOGIES, INC.

Ticker:       RTEC           Security ID:  781270103
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Daniel H. Berry          For       For          Management
1.2   Elect Director Thomas G. Greig          For       For          Management
1.3   Elect Director Richard F. Spanier       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Increase Authorized Common Stock        For       For          Management
4     Ratify Auditors                         For       For          Management


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

SALESFORCE.COM, INC.

Ticker:       CRM            Security ID:  79466L302
Meeting Date: MAR 20, 2013   Meeting Type: Special
Record Date:  FEB 08, 2013

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


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

SALESFORCE.COM, INC.

Ticker:       CRM            Security ID:  79466L302
Meeting Date: JUN 06, 2013   Meeting Type: Annual
Record Date:  MAY 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stratton Sclavos         For       For          Management
1.2   Elect Director Lawrence Tomlinson       For       For          Management
1.3   Elect Director Shirley Young            For       For          Management
2     Declassify the Board of Directors       For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

SEMTECH CORPORATION

Ticker:       SMTC           Security ID:  816850101
Meeting Date: JUN 20, 2013   Meeting Type: Annual
Record Date:  APR 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Glen M. Antle            For       For          Management
1.2   Elect Director W. Dean Baker            For       For          Management
1.3   Elect Director James P. Burra           For       For          Management
1.4   Elect Director Bruce C. Edwards         For       For          Management
1.5   Elect Director Rockell N. Hankin        For       For          Management
1.6   Elect Director James T. Lindstrom       For       For          Management
1.7   Elect Director Mohan R. Maheswaran      For       For          Management
1.8   Elect Director John L. Piotrowski       For       For          Management
1.9   Elect Director Carmelo J. Santoro       For       For          Management
1.10  Elect Director Sylvia Summers           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management


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

SOLARWINDS, INC.

Ticker:       SWI            Security ID:  83416B109
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director J. Benjamin Nye          For       For          Management
1.2   Elect Director Kevin B. Thompson        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Adjourn Meeting                         For       For          Management


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

SOURCEFIRE, INC.

Ticker:       FIRE           Security ID:  83616T108
Meeting Date: JUN 06, 2013   Meeting Type: Annual
Record Date:  APR 24, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John C. Becker           For       For          Management
1.2   Elect Director Kevin M. Klausmeyer      For       For          Management
1.3   Elect Director Arnold L. Punaro         For       For          Management
2     Approve Executive Incentive Bonus Plan  For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


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

SS&C TECHNOLOGIES HOLDINGS, INC.

Ticker:       SSNC           Security ID:  78467J100
Meeting Date: MAY 29, 2013   Meeting Type: Annual
Record Date:  APR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Allan M. Holt            For       For          Management
1.2   Elect Director William C. Stone         For       For          Management
2     Ratify Auditors                         For       For          Management


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

STRATASYS LTD.

Ticker:       SSYS           Security ID:  M85548101
Meeting Date: JUN 21, 2013   Meeting Type: Annual
Record Date:  MAY 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Articles Re: Increase the Number  For       Did Not Vote Management
      of Directors from Nine to Ten
2     Elect Ziva Patir as Director and        For       Did Not Vote Management
      Approve Her Remuneration
3.1   Approve Compensation of Edward J.       For       Did Not Vote Management
      Fierko
3.2   Approve Compensation of John J.         For       Did Not Vote Management
      McEleney
3.3   Approve Compensation of Clifford H.     For       Did Not Vote Management
      Schwieter
4     Grant Options to S. Scott Crump, the    For       Did Not Vote Management
      Chairman and Chief  Innovation Officer
5     Approve Cash Award to CEO               For       Did Not Vote Management
6     Increase the Coverage under Directors   For       Did Not Vote Management
      and Officers Liability Insurance Policy
7     Increase Authorized Common Stock and    For       Did Not Vote Management
      Issued Capital
8     Reappoint Kesselman & Kesselman as      For       Did Not Vote Management
      Auditors and Authorize Board to Fix
      Their Remuneration
A     Vote FOR if you are a controlling       None      Did Not Vote Management
      shareholder or have a personal
      interest in item; otherwise, vote
      AGAINST. You may not abstain. If you
      vote FOR, please provide an
      explanation to your account manager.


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

SYNTEL, INC.

Ticker:       SYNT           Security ID:  87162H103
Meeting Date: JUN 04, 2013   Meeting Type: Annual
Record Date:  APR 09, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Paritosh K. Choksi       For       For          Management
1.2   Elect Director Bharat Desai             For       For          Management
1.3   Elect Director Thomas Doke              For       For          Management
1.4   Elect Director Rajesh Mashruwala        For       For          Management
1.5   Elect Director George R. Mrkonic, Jr.   For       For          Management
1.6   Elect Director Prashant Ranade          For       For          Management
1.7   Elect Director Neerja Sethi             For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management


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

VISA INC.

Ticker:       V              Security ID:  92826C839
Meeting Date: JAN 30, 2013   Meeting Type: Annual
Record Date:  DEC 04, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Gary P. Coughlan         For       For          Management
1b    Elect Director Mary B. Cranston         For       For          Management
1c    Elect Director Francisco Javier         For       For          Management
      Fernandez-Carbajal
1d    Elect Director Robert W. Matschullat    For       For          Management
1e    Elect Director Cathy E. Minehan         For       For          Management
1f    Elect Director Suzanne Nora Johnson     For       For          Management
1g    Elect Director David J. Pang            For       For          Management
1h    Elect Director Joseph W. Saunders       For       For          Management
1i    Elect Director Charles W. Scharf        For       For          Management
1j    Elect Director William S. Shanahan      For       For          Management
1k    Elect Director John A. Swainson         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Lobbying Payments and Policy  Against   Against      Shareholder


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

WESTERN DIGITAL CORPORATION

Ticker:       WDC            Security ID:  958102105
Meeting Date: NOV 08, 2012   Meeting Type: Annual
Record Date:  SEP 17, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Kathleen A. Cote         For       For          Management
1b    Elect Director John F. Coyne            For       For          Management
1c    Elect Director Henry T. DeNero          For       For          Management
1d    Elect Director William L. Kimsey        For       For          Management
1e    Elect Director Michael D. Lambert       For       For          Management
1f    Elect Director Len J. Lauer             For       For          Management
1g    Elect Director Matthew E. Massengill    For       For          Management
1h    Elect Director Roger H. Moore           For       For          Management
1i    Elect Director Kensuke Oka              For       For          Management
1j    Elect Director Thomas E. Pardun         For       For          Management
1k    Elect Director Arif Shakeel             For       For          Management
1l    Elect Director Masahiro Yamamura        For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Ratify Auditors                         For       For          Management


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

WEX INC.

Ticker:       WEX            Security ID:  96208T104
Meeting Date: MAY 17, 2013   Meeting Type: Annual
Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Shikhar Ghosh            For       For          Management
1.2   Elect Director Kirk P. Pond             For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

ZILLOW, INC.

Ticker:       Z              Security ID:  98954A107
Meeting Date: MAY 31, 2013   Meeting Type: Annual
Record Date:  APR 02, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard N. Barton        For       For          Management
1.2   Elect Director Lloyd D. Frink           For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management




=========================== Hennessy Core Bond Fund ============================

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



==================== Hennessy Cornerstone Large Growth Fund ====================



Company Name		Meeting Date			Cusip		Ticker			For/Against Mgmnt
Forest Laboratories		8/15/2012		345 838 106	FRX


Vote: 		Proposal: 				Proposed by Issuer or shareholder:
For		1. Directors				Issuer					For
For		2. Rat BDO USA				Issuer					For
Against		3. Regarding proxy access		shareholder				Against
Against		4. Regarding the repeal of company	shareholder				Against
		   by law provisions




Company Name		Meeting Date		Cusip		Ticker					For/Against Mgmnt
General Mills		9/24/2012		370 334 104	GIS


Vote: 		Proposal: 					Proposed by Issuer or shareholder:
For		1. Directors					Issuer					For
For		2. Advisory vote on executive comp		Issuer					For
For		3. Rat KPMG					Issuer					For


Company Name		Meeting Date				Cusip		Ticker			For/Against Mgmnt
LAM Research Corporation		11/1/2012		512807 108	GIS


Vote: 		Proposal: 					Proposed by Issuer or shareholder:
For		1. Directors					Issuer					For
For		2. Advisory vote on executive comp		Issuer					For
For		3. Rat of appt of independent accounting firm 	Issuer					For
		   for 2013



Company Name		Meeting Date			Cusip		Ticker				For/Against Mgmnt
Harris Corporation		10/26/2012		413875 105	HRS


Vote: 		Proposal: 					Proposed by Issuer or shareholder:
For		1. Directors					Issuer						For
For		2. Approval of comp for exec directors		Issuer						For
For		3. Approval of ammendment 25% shareholders 	Issuer						For
		   to call special meetings of shareholder
For		4. Rat of appt of independent accounting firm 	Issuer						For
		   E&Y 2013


Company Name		Meeting Date			Cusip		Ticker				For/Against Mgmnt
SYSCO Corporation		11/14/2012		871829-107	SYY


Vote: 		Proposal: 	Proposed by Issuer or shareholder:
For		1. Directors	Issuer	For
For		2. Advisory vote on executive comp	Issuer	For
For		3. Rat of appt of independent accounting firm for 2013	Issuer	For




Company Name		Meeting Date			Cusip		Ticker				For/Against Mgmnt
Campbell Soup Company		11/14/2012		134429 109	CPB


Vote: 		Proposal: 					Proposed by Issuer or shareholder:
For		1. Directors					Issuer					For
For		2. Rat of appt of independent accounting firm for 2013	Issuer	For
For		3. Advisory vote on executive comp	Issuer	For

		Hennessy Large Growth
Period:		7/1/2012 to 6/30/2013

Company Name		Meeting Date			Cusip		Ticker				For/Against Mgmnt
Microsoft Corporation		11/28/2012		594918 104	MSFT


Vote: 		Proposal: 						Proposed by Issuer or shareholder:
For				1. Directors				Issuer					For
For				2. Advisory vote on executive comp	Issuer					For
For				3. Approve Employee Stock Purchase Plan	Issuer					For
For				4. Ratify Deloitte & Touche LLP as 	Issuer					For
				   Auditor 2013
Against				5. Shareholder Proposal- Adopt 		shareholder				Against
				   Cumulative Voting


Company Name		Meeting Date		Cusip		Ticker					For/Against Mgmnt
Walgreen Co.		1/9/2013		594918 104	MSFT


Vote: 	Proposal: 						Proposed by Issuer or shareholder:
For	1. Directors					Issuer		For
For	2. Advisory vote on executive comp			Issuer		For
For	3. Approve Walgreen Co. 2013 Omnibus Incentive Plan	Issuer		For
For	4. Ratify Deloitte & Touche LLP as Auditor 2013		Issuer		For		Against
	5. Shareholder Prop accelerated vesting equity awards	shareholder	Against


3M COMPANY

Ticker:       MMM            Security ID:  88579Y101
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Linda G. Alvarado        For       For          Management
1b    Elect Director Vance D. Coffman         For       For          Management
1c    Elect Director Michael L. Eskew         For       For          Management
1d    Elect Director W. James Farrell         For       For          Management
1e    Elect Director Herbert L. Henkel        For       For          Management
1f    Elect Director Muhtar Kent              For       For          Management
1g    Elect Director Edward M. Liddy          For       For          Management
1h    Elect Director Robert S. Morrison       For       For          Management
1i    Elect Director Aulana L. Peters         For       For          Management
1j    Elect Director Inge G. Thulin           For       For          Management
1k    Elect Director Robert J. Ulrich         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Provide Right to Act by Written Consent Against   Against      Shareholder
5     Study Feasibility of Prohibiting        Against   Against      Shareholder
      Political Contributions


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

ADVANCE AUTO PARTS, INC.

Ticker:       AAP            Security ID:  00751Y106
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John F. Bergstrom        For       For          Management
1.2   Elect Director John C. Brouillard       For       For          Management
1.3   Elect Director Fiona P. Dias            For       For          Management
1.4   Elect Director Darren R. Jackson        For       For          Management
1.5   Elect Director William S. Oglesby       For       For          Management
1.6   Elect Director J. Paul Raines           For       For          Management
1.7   Elect Director Gilbert T. Ray           For       For          Management
1.8   Elect Director Carlos A. Saladrigas     For       For          Management
1.9   Elect Director Jimmie L. Wade           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Reduce Supermajority Vote Requirement   For       For          Management
4     Provide Right to Call Special Meeting   For       For          Management
5     Ratify Auditors                         For       For          Management


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

APPLE INC.

Ticker:       AAPL           Security ID:  037833100
Meeting Date: FEB 27, 2013   Meeting Type: Annual
Record Date:  JAN 02, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William Campbell         For       For          Management
1.2   Elect Director Timothy Cook             For       For          Management
1.3   Elect Director Millard Drexler          For       For          Management
1.4   Elect Director Al Gore                  For       For          Management
1.5   Elect Director Robert Iger              For       For          Management
1.6   Elect Director Andrea Jung              For       For          Management
1.7   Elect Director Arthur Levinson          For       For          Management
1.8   Elect Director Ronald Sugar             For       For          Management
2     Amend Articles of Incorporation         For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Stock Retention/Holding Period          Against   Against      Shareholder
6     Establish Board Committee on Human      Against   Against      Shareholder
      Rights


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

AUTOMATIC DATA PROCESSING, INC.

Ticker:       ADP            Security ID:  053015103
Meeting Date: NOV 13, 2012   Meeting Type: Annual
Record Date:  SEP 14, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ellen R. Alemany         For       For          Management
1.2   Elect Director Gregory D. Brenneman     For       For          Management
1.3   Elect Director Leslie A. Brun           For       For          Management
1.4   Elect Director Richard T. Clark         For       For          Management
1.5   Elect Director Eric C. Fast             For       For          Management
1.6   Elect Director Linda R. Gooden          For       For          Management
1.7   Elect Director R. Glenn Hubbard         For       For          Management
1.8   Elect Director John P. Jones            For       For          Management
1.9   Elect Director Carlos A. Rodriguez      For       For          Management
1.10  Elect Director Enrique T. Salem         For       For          Management
1.11  Elect Director Gregory L. Summe         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

BAXTER INTERNATIONAL INC.

Ticker:       BAX            Security ID:  071813109
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Thomas F. Chen           For       For          Management
1b    Elect Director Blake E. Devitt          For       For          Management
1c    Elect Director John D. Forsyth          For       For          Management
1d    Elect Director Gail D. Fosler           For       For          Management
1e    Elect Director Carole J. Shapazian      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management
5     Provide Right to Call Special Meeting   For       For          Management


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

BED BATH & BEYOND INC.

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

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


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

CATERPILLAR INC.

Ticker:       CAT            Security ID:  149123101
Meeting Date: JUN 12, 2013   Meeting Type: Annual
Record Date:  APR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director  David L. Calhoun        For       For          Management
1.2   Elect Director Daniel M. Dickinson      For       For          Management
1.3   Elect Director Juan Gallardo            For       For          Management
1.4   Elect Director David R. Goode           For       For          Management
1.5   Elect Director Jesse J. Greene, Jr.     For       For          Management
1.6   Elect Director Jon M. Huntsman, Jr.     For       For          Management
1.7   Elect Director Peter A. Magowan         For       For          Management
1.8   Elect Director Dennis A. Muilenburg     For       For          Management
1.9   Elect Director Douglas R. Oberhelman    For       For          Management
1.10  Elect Director William A. Osborn        For       For          Management
1.11  Elect Director Charles D. Powell        For       For          Management
1.12  Elect Director Edward B. Rust, Jr.      For       For          Management
1.13  Elect Director Susan C. Schwab          For       For          Management
1.14  Elect Director Joshua I. Smith          For       For          Management
1.15  Elect Director Miles D. White           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Require a Majority Vote for the         Against   Against      Shareholder
      Election of Directors
5     Provide Right to Act by Written Consent Against   Against      Shareholder
6     Stock Retention/Holding Period          Against   Against      Shareholder
7     Include Sustainability as a             Against   Against      Shareholder
      Performance Measure for Senior
      Executive Compensation
8     Review and Assess Human Rights Policies Against   Against      Shareholder
9     Prohibit Sales to the Government of     Against   Against      Shareholder
      Sudan


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

CF INDUSTRIES HOLDINGS, INC.

Ticker:       CF             Security ID:  125269100
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Declassify the Board of Directors       For       For          Management
2a    Elect Director Robert C. Arzbaecher     For       For          Management
2b    Elect Director Stephen J. Hagge         For       For          Management
2c    Elect Director Edward A. Schmitt        For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management
5     Reduce Supermajority Vote Requirement   Against   Against      Shareholder
6     Adopt Policy and Report on Board        Against   Against      Shareholder
      Diversity
7     Report on Political Contributions       Against   Against      Shareholder
8     Report on Sustainability                Against   Against      Shareholder


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

CHEVRON CORPORATION

Ticker:       CVX            Security ID:  166764100
Meeting Date: MAY 29, 2013   Meeting Type: Annual
Record Date:  APR 03, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Linnet F. Deily          For       For          Management
1b    Elect Director Robert E. Denham         For       For          Management
1c    Elect Director Alice P. Gast            For       For          Management
1d    Elect Director Enrique Hernandez, Jr.   For       For          Management
1e    Elect Director George L. Kirkland       For       For          Management
1f    Elect Director Charles W. Moorman, IV   For       For          Management
1g    Elect Director Kevin W. Sharer          For       For          Management
1h    Elect Director John G. Stumpf           For       For          Management
1i    Elect Director Ronald D. Sugar          For       For          Management
1j    Elect Director Carl Ware                For       For          Management
1k    Elect Director John S. Watson           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Report on Management of Hydraulic       Against   Against      Shareholder
      Fracturing Risks and Opportunities
6     Report on Offshore Oil Wells and Spill  Against   Against      Shareholder
      Mitigation Measures
7     Report on Financial Risks of Climate    Against   Against      Shareholder
      Change
8     Report on Lobbying Payments and Policy  Against   Against      Shareholder
9     Prohibit Political Contributions        Against   Against      Shareholder
10    Provide for Cumulative Voting           Against   Against      Shareholder
11    Amend Articles/Bylaws/Charter -- Call   Against   Against      Shareholder
      Special Meetings
12    Require Director Nominee with           Against   Against      Shareholder
      Environmental Expertise
13    Adopt Guidelines for Country Selection  Against   Against      Shareholder


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

CISCO SYSTEMS, INC.

Ticker:       CSCO           Security ID:  17275R102
Meeting Date: NOV 15, 2012   Meeting Type: Annual
Record Date:  SEP 17, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Carol A. Bartz           For       For          Management
1b    Elect Director Marc Benioff             For       For          Management
1c    Elect Director M. Michele Burns         For       For          Management
1d    Elect Director Michael D. Capellas      For       For          Management
1e    Elect Director Larry R. Carter          For       For          Management
1f    Elect Director John T. Chambers         For       For          Management
1g    Elect Director Brian L. Halla           For       For          Management
1h    Elect Director John L. Hennessy         For       For          Management
1i    Elect Director Kristina M. Johnson      For       For          Management
1j    Elect Director Richard M. Kovacevich    For       For          Management
1k    Elect Director Roderick C. McGeary      For       For          Management
1l    Elect Director Arun Sarin               For       For          Management
1m    Elect Director Steven M. West           For       For          Management
2     Amend Executive Incentive Bonus Plan    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management
5     Require Independent Board Chairman      Against   Against      Shareholder
6     Report on Eliminating Conflict          Against   Against      Shareholder
      Minerals from Supply Chain


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

COACH, INC.

Ticker:       COH            Security ID:  189754104
Meeting Date: NOV 07, 2012   Meeting Type: Annual
Record Date:  SEP 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Lew Frankfort            For       For          Management
1.2   Elect Director Susan Kropf              For       For          Management
1.3   Elect Director Gary Loveman             For       For          Management
1.4   Elect Director Ivan Menezes             For       For          Management
1.5   Elect Director Irene Miller             For       For          Management
1.6   Elect Director Michael Murphy           For       For          Management
1.7   Elect Director Stephanie Tilenius       For       For          Management
1.8   Elect Director Jide Zeitlin             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

CONOCOPHILLIPS

Ticker:       COP            Security ID:  20825C104
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Richard L. Armitage      For       For          Management
1b    Elect Director Richard H. Auchinleck    For       For          Management
1c    Elect Director James E. Copeland, Jr.   For       For          Management
1d    Elect Director Jody L. Freeman          For       For          Management
1e    Elect Director Gay Huey Evans           For       For          Management
1f    Elect Director Ryan M. Lance            For       For          Management
1g    Elect Director Mohd H. Marican          For       For          Management
1h    Elect Director Robert A. Niblock        For       For          Management
1i    Elect Director Harald J. Norvik         For       For          Management
1j    Elect Director William E. Wade, Jr.     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   Against      Shareholder
5     Adopt Quantitative GHG Goals for        Against   Against      Shareholder
      Products and Operations
6     Amend EEO Policy to Prohibit            Against   Against      Shareholder
      Discrimination based on Gender Identity


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

CUMMINS INC.

Ticker:       CMI            Security ID:  231021106
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director N. Thomas Linebarger     For       For          Management
2     Elect Director William I. Miller        For       For          Management
3     Elect Director Alexis M. Herman         For       For          Management
4     Elect Director Georgia R. Nelson        For       For          Management
5     Elect Director Carl Ware                For       For          Management
6     Elect Director Robert K. Herdman        For       For          Management
7     Elect Director Robert J. Bernhard       For       For          Management
8     Elect Director Franklin R. Chang Diaz   For       For          Management
9     Elect Director Stephen B. Dobbs         For       For          Management
10    Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
11    Ratify Auditors                         For       For          Management
12    Require Independent Board Chairman      Against   Against      Shareholder


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

DEERE & COMPANY

Ticker:       DE             Security ID:  244199105
Meeting Date: FEB 27, 2013   Meeting Type: Annual
Record Date:  DEC 31, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Samuel R. Allen          For       For          Management
1b    Elect Director Crandall C. Bowles       For       For          Management
1c    Elect Director Vance D. Coffman         For       For          Management
1d    Elect Director Charles O. Holliday, Jr. For       For          Management
1e    Elect Director Dipak C. Jain            For       For          Management
1f    Elect Director Clayton M. Jones         For       For          Management
1g    Elect Director Joachim Milberg          For       For          Management
1h    Elect Director Richard B. Myers         For       For          Management
1i    Elect Director Thomas H. Patrick        For       For          Management
1j    Elect Director Aulana L. Peters         For       For          Management
1k    Elect Director Sherry M. Smith          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Executive Incentive Bonus Plan    For       For          Management
4     Ratify Auditors                         For       For          Management


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

DELTA AIR LINES, INC.

Ticker:       DAL            Security ID:  247361702
Meeting Date: JUN 27, 2013   Meeting Type: Annual
Record Date:  MAY 03, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Richard H. Anderson      For       For          Management
1b    Elect Director Edward H. Bastian        For       For          Management
1c    Elect Director Roy J. Bostock           For       For          Management
1d    Elect Director John S. Brinzo           For       For          Management
1e    Elect Director Daniel A. Carp           For       For          Management
1f    Elect Director David G. DeWalt          For       For          Management
1g    Elect Director William H. Easter, III   For       For          Management
1h    Elect Director Mickey P. Foret          For       For          Management
1i    Elect Director Shirley C. Franklin      For       For          Management
1j    Elect Director David R. Goode           For       For          Management
1k    Elect Director George N. Mattson        For       For          Management
1l    Elect Director Paula Rosput Reynolds    For       For          Management
1m    Elect Director Kenneth C. Rogers        For       For          Management
1n    Elect Director Kenneth B. Woodrow       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Stock Retention/Holding Period          Against   Against      Shareholder


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

DIRECTV

Ticker:       DTV            Security ID:  25490A309
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Neil Austrian            For       For          Management
1b    Elect Director Ralph Boyd, Jr.          For       For          Management
1c    Elect Director Abelardo Bru             For       For          Management
1d    Elect Director David Dillon             For       For          Management
1e    Elect Director Samuel DiPiazza, Jr.     For       For          Management
1f    Elect Director Dixon Doll               For       For          Management
1g    Elect Director Charles Lee              For       For          Management
1h    Elect Director Peter Lund               For       For          Management
1i    Elect Director Nancy Newcomb            For       For          Management
1j    Elect Director Lorrie Norrington        For       For          Management
1k    Elect Director Michael White            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Pro-rata Vesting of Equity Awards       Against   Against      Shareholder
5     Require Independent Board Chairman      Against   Against      Shareholder
6     Provide Right to Act by Written Consent Against   Against      Shareholder


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

DOLLAR TREE, INC.

Ticker:       DLTR           Security ID:  256746108
Meeting Date: JUN 20, 2013   Meeting Type: Annual
Record Date:  APR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Arnold S. Barron         For       For          Management
1.2   Elect Director Macon F. Brock, Jr.      For       For          Management
1.3   Elect Director Mary Anne Citrino        For       For          Management
1.4   Elect Director H. Ray Compton           For       For          Management
1.5   Elect Director Conrad M. Hall           For       For          Management
1.6   Elect Director Lemuel E. Lewis          For       For          Management
1.7   Elect Director J. Douglas Perry         For       For          Management
1.8   Elect Director Bob Sasser               For       For          Management
1.9   Elect Director Thomas A. Saunders, III  For       For          Management
1.10  Elect Director Thomas E. Whiddon        For       For          Management
1.11  Elect Director Carl P. Zeithaml         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Deferred Compensation Plan      For       For          Management
4     Ratify Auditors                         For       For          Management
5     Increase Authorized Common Stock        For       For          Management


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

DR PEPPER SNAPPLE GROUP, INC.

Ticker:       DPS            Security ID:  26138E109
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John L. Adams            For       For          Management
1.2   Elect Director Ronald G. Rogers         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Executive Incentive Bonus Plan    For       For          Management


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

ELI LILLY AND COMPANY

Ticker:       LLY            Security ID:  532457108
Meeting Date: MAY 06, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Ralph Alvarez            For       For          Management
2     Elect Director Winfried Bischoff        For       For          Management
3     Elect Director R. David Hoover          For       For          Management
4     Elect Director Franklyn G. Prendergast  For       For          Management
5     Elect Director Kathi P. Seifert         For       For          Management
6     Ratify Auditors                         For       For          Management
7     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
8     Amend Omnibus Stock Plan                For       For          Management


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

EXXON MOBIL CORPORATION

Ticker:       XOM            Security ID:  30231G102
Meeting Date: MAY 29, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director M.J. Boskin              For       For          Management
1.2   Elect Director P. Brabeck-Letmathe      For       For          Management
1.3   Elect Director U.M. Burns               For       For          Management
1.4   Elect Director L.R. Faulkner            For       For          Management
1.5   Elect Director J.S. Fishman             For       For          Management
1.6   Elect Director H.H. Fore                For       For          Management
1.7   Elect Director K.C. Frazier             For       For          Management
1.8   Elect Director W.W. George              For       For          Management
1.9   Elect Director S.J. Palmisano           For       For          Management
1.10  Elect Director S.S. Reinemund           For       For          Management
1.11  Elect Director R.W. Tillerson           For       For          Management
1.12  Elect Director W.C. Weldon              For       For          Management
1.13  Elect Director E.E. Whitacre, Jr.       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Require Independent Board Chairman      Against   Against      Shareholder
5     Require a Majority Vote for the         Against   Against      Shareholder
      Election of Directors
6     Limit Directors to a Maximum of Three   Against   Against      Shareholder
      Board Memberships in Companies with
      Sales over $500 Million Annually
7     Report on Lobbying Payments and Policy  Against   Against      Shareholder
8     Study Feasibility of Prohibiting        Against   Against      Shareholder
      Political Contributions
9     Adopt Sexual Orientation Anti-bias      Against   Against      Shareholder
      Policy
10    Report on Management of Hydraulic       Against   Against      Shareholder
      Fracturing Risks and Opportunities
11    Adopt Quantitative GHG Goals for        Against   Against      Shareholder
      Products and Operations


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

FLUOR CORPORATION

Ticker:       FLR            Security ID:  343412102
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A    Elect Director Peter K. Barker          For       For          Management
1B    Elect Director Alan M. Bennett          For       For          Management
1C    Elect Director Rosemary T. Berkery      For       For          Management
1D    Elect Director James T. Hackett         For       For          Management
1E    Elect Director Kent Kresa               For       For          Management
1F    Elect Director Dean R. O'Hare           For       For          Management
1G    Elect Director Armando J. Olivera       For       For          Management
1H    Elect Director David T. Seaton          For       For          Management
1I    Elect Director Nader H. Sultan          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management


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

FOOT LOCKER, INC.

Ticker:       FL             Security ID:  344849104
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ken C. Hicks             For       For          Management
1.2   Elect Director Guillermo G. Marmol      For       For          Management
1.3   Elect Director Dona D. Young            For       For          Management
1.4   Elect Director Maxine Clark             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Declassify the Board of Directors       Against   Against      Shareholder


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

GENERAL DYNAMICS CORPORATION

Ticker:       GD             Security ID:  369550108
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mary T. Barra            For       For          Management
1.2   Elect Director Nicholas D. Chabraja     For       For          Management
1.3   Elect Director James S. Crown           For       For          Management
1.4   Elect Director William P. Fricks        For       For          Management
1.5   Elect Director Paul G. Kaminski         For       For          Management
1.6   Elect Director John M. Keane            For       For          Management
1.7   Elect Director Lester L. Lyles          For       For          Management
1.8   Elect Director Phebe N. Novakovic       For       For          Management
1.9   Elect Director William A. Osborn        For       For          Management
1.10  Elect Director Robert Walmsley          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   Against      Shareholder
5     Review and Assess Human Rights Policy   Against   Against      Shareholder


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

HALLIBURTON COMPANY

Ticker:       HAL            Security ID:  406216101
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alan M. Bennett          For       For          Management
1.2   Elect Director James R. Boyd            For       For          Management
1.3   Elect Director Milton Carroll           For       For          Management
1.4   Elect Director Nance K. Dicciani        For       For          Management
1.5   Elect Director Murry S. Gerber          For       For          Management
1.6   Elect Director Jose C. Grubisich        For       For          Management
1.7   Elect Director Abdallah S. Jum'ah       For       For          Management
1.8   Elect Director David J. Lesar           For       For          Management
1.9   Elect Director Robert A. Malone         For       For          Management
1.10  Elect Director J. Landis Martin         For       For          Management
1.11  Elect Director Debra L. Reed            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Report on Human Rights Risk Assessment  Against   Against      Shareholder
      Process


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

HCA HOLDINGS, INC.

Ticker:       HCA            Security ID:  40412C101
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard M. Bracken       For       For          Management
1.2   Elect Director  R. Milton Johnson       For       For          Management
1.3   Elect Director John P. Connaughton      For       For          Management
1.4   Elect Director  Kenneth W. Freeman      For       For          Management
1.5   Elect Director Thomas F. Frist, III     For       For          Management
1.6   Elect Director William R. Frist         For       For          Management
1.7   Elect Director Christopher R. Gordon    For       For          Management
1.8   Elect Director Jay O. Light             For       For          Management
1.9   Elect Director Geoffrey G. Meyers       For       For          Management
1.10  Elect Director Michael W. Michelson     For       For          Management
1.11  Elect Director James C. Momtazee        For       For          Management
1.12  Elect Director Stephen G. Pagliuca      For       For          Management
1.13  Elect Director  Wayne J. Riley          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

HELMERICH & PAYNE, INC.

Ticker:       HP             Security ID:  423452101
Meeting Date: MAR 06, 2013   Meeting Type: Annual
Record Date:  JAN 10, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Hans Helmerich           For       Did Not Vote Management
1.2   Elect Director John W. Lindsay          For       Did Not Vote Management
1.3   Elect Director Paula Marshall           For       Did Not Vote Management
1.4   Elect Director Randy A. Foutch          For       Did Not Vote Management
2     Ratify Auditors                         For       Did Not Vote Management
3     Advisory Vote to Ratify Named           For       Did Not Vote Management
      Executive Officers' Compensation
4     Require a Majority Vote for the         None      Did Not Vote Shareholder
      Election of Directors


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

HOLLYFRONTIER CORPORATION

Ticker:       HFC            Security ID:  436106108
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Douglas Y. Bech          For       For          Management
1b    Elect Director Buford P. Berry          For       For          Management
1c    Elect Director Leldon E. Echols         For       For          Management
1d    Elect Director R. Kevin Hardage         For       For          Management
1e    Elect Director Michael C. Jennings      For       For          Management
1f    Elect Director Robert J. Kostelnik      For       For          Management
1g    Elect Director James H. Lee             For       For          Management
1h    Elect Director Robert G. McKenzie       For       For          Management
1i    Elect Director Franklin Myers           For       For          Management
1j    Elect Director Michael E. Rose          For       For          Management
1k    Elect Director Tommy A. Valenta         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

HORMEL FOODS CORPORATION

Ticker:       HRL            Security ID:  440452100
Meeting Date: JAN 29, 2013   Meeting Type: Annual
Record Date:  NOV 30, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Terrell K. Crews         For       For          Management
1.2   Elect Director Jeffrey M. Ettinger      For       For          Management
1.3   Elect Director Jody H. Feragen          For       For          Management
1.4   Elect Director Glenn S. Forbes          For       For          Management
1.5   Elect Director Stephen M. Lacy          For       For          Management
1.6   Elect Director Susan I. Marvin          For       For          Management
1.7   Elect Director John L. Morrison         For       For          Management
1.8   Elect Director Elsa A. Murano           For       For          Management
1.9   Elect Director Robert C. Nakasone       For       For          Management
1.10  Elect Director Susan K. Nestegard       For       For          Management
1.11  Elect Director Dakota A. Pippins        For       For          Management
1.12  Elect Director Christopher J.           For       For          Management
      Policinski
2     Ratify Auditors                         For       For          Management
3     Approve Incentive Bonus Plan            For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

INTEL CORPORATION

Ticker:       INTC           Security ID:  458140100
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Charlene Barshefsky      For       For          Management
1b    Elect Director Andy D. Bryant           For       For          Management
1c    Elect Director Susan L. Decker          For       For          Management
1d    Elect Director John J. Donahoe          For       For          Management
1e    Elect Director Reed E. Hundt            For       For          Management
1f    Elect Director James D. Plummer         For       For          Management
1g    Elect Director David S. Pottruck        For       For          Management
1h    Elect Director Frank D. Yeary           For       For          Management
1i    Elect Director David B. Yoffie          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Stock Retention/Holding Period          Against   Against      Shareholder


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

INTERNATIONAL BUSINESS MACHINES CORPORATION

Ticker:       IBM            Security ID:  459200101
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alain J.P. Belda         For       For          Management
1.2   Elect Director William R. Brody         For       For          Management
1.3   Elect Director Kenneth I. Chenault      For       For          Management
1.4   Elect Director Michael L. Eskew         For       For          Management
1.5   Elect Director David N. Farr            For       For          Management
1.6   Elect Director Shirley Ann Jackson      For       For          Management
1.7   Elect Director Andrew N. Liveris        For       For          Management
1.8   Elect Director W. James McNerney, Jr.   For       For          Management
1.9   Elect Director James W. Owens           For       For          Management
1.10  Elect Director Virginia M. Rometty      For       For          Management
1.11  Elect Director Joan E. Spero            For       For          Management
1.12  Elect Director Sidney Taurel            For       For          Management
1.13  Elect Director Lorenzo H. Zambrano      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   Against      Shareholder
5     Provide Right to Act by Written Consent Against   Against      Shareholder
6     Require Independent Board Chairman      Against   Against      Shareholder
7     Stock Retention/Holding Period          Against   Against      Shareholder


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

JOY GLOBAL INC.

Ticker:       JOY            Security ID:  481165108
Meeting Date: MAR 05, 2013   Meeting Type: Annual
Record Date:  JAN 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steven L. Gerard         For       Did Not Vote Management
1.2   Elect Director John T. Gremp            For       Did Not Vote Management
1.3   Elect Director John Nils Hanson         For       Did Not Vote Management
1.4   Elect Director Gale E. Klappa           For       Did Not Vote Management
1.5   Elect Director Richard B. Loynd         For       Did Not Vote Management
1.6   Elect Director P. Eric Siegert          For       Did Not Vote Management
1.7   Elect Director Michael W. Sutherlin     For       Did Not Vote Management
1.8   Elect Director James H. Tate            For       Did Not Vote Management
2     Ratify Auditors                         For       Did Not Vote Management
3     Advisory Vote to Ratify Named           For       Did Not Vote Management
      Executive Officers' Compensation
4     Adopt Majority Voting for Uncontested   None      Did Not Vote Management
      Election of Directors


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

KOHL'S CORPORATION

Ticker:       KSS            Security ID:  500255104
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Peter Boneparth          For       For          Management
1b    Elect Director Steven A. Burd           For       For          Management
1c    Elect Director Dale E. Jones            For       For          Management
1d    Elect Director Kevin Mansell            For       For          Management
1e    Elect Director John E. Schlifske        For       For          Management
1f    Elect Director Frank V. Sica            For       For          Management
1g    Elect Director Peter M. Sommerhauser    For       For          Management
1h    Elect Director Stephanie A. Streeter    For       For          Management
1i    Elect Director Nina G. Vaca             For       For          Management
1j    Elect Director Stephen E. Watson        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Adopt Policy on Animal Cruelty          Against   Against      Shareholder
5     Require Independent Board Chairman      Against   Against      Shareholder


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

LOCKHEED MARTIN CORPORATION

Ticker:       LMT            Security ID:  539830109
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Nolan D. Archibald       For       For          Management
1.2   Elect Director Rosalind G. Brewer       For       For          Management
1.3   Elect Director David B. Burritt         For       For          Management
1.4   Elect Director James O. Ellis, Jr.      For       For          Management
1.5   Elect Director Thomas J. Falk           For       For          Management
1.6   Elect Director Marillyn A. Hewson       For       For          Management
1.7   Elect Director Gwendolyn S. King        For       For          Management
1.8   Elect Director James M. Loy             For       For          Management
1.9   Elect Director Douglas H. McCorkindale  For       For          Management
1.10  Elect Director Joseph W. Ralston        For       For          Management
1.11  Elect Director Anne Stevens             For       For          Management
1.12  Elect Director Robert J. Stevens        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Provide Right to Act by Written Consent Against   Against      Shareholder
5     Require Independent Board Chairman      Against   Against      Shareholder
6     Report on Lobbying Payments and Policy  Against   Against      Shareholder


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

MARATHON OIL CORPORATION

Ticker:       MRO            Security ID:  565849106
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Gregory H. Boyce         For       For          Management
1b    Elect Director Pierre Brondeau          For       For          Management
1c    Elect Director Clarence P. Cazalot, Jr. For       For          Management
1d    Elect Director Linda Z. Cook            For       For          Management
1e    Elect Director Shirley Ann Jackson      For       For          Management
1f    Elect Director Philip Lader             For       For          Management
1g    Elect Director Michael E. J. Phelps     For       For          Management
1h    Elect Director Dennis H. Reilley        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   Against      Shareholder


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

MARATHON PETROLEUM CORPORATION

Ticker:       MPC            Security ID:  56585A102
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Evan Bayh                For       For          Management
1.2   Elect Director William L. Davis         For       For          Management
1.3   Elect Director Thomas J. Usher          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management


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

MICROS SYSTEMS, INC.

Ticker:       MCRS           Security ID:  594901100
Meeting Date: NOV 16, 2012   Meeting Type: Annual
Record Date:  SEP 17, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Louis M. Brown, Jr.      For       For          Management
1.2   Elect Director B. Gary Dando            For       For          Management
1.3   Elect Director A.L. Giannopoulos        For       For          Management
1.4   Elect Director F. Suzanne Jenniches     For       For          Management
1.5   Elect Director John G. Puente           For       For          Management
1.6   Elect Director Dwight S. Taylor         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Stock Option Plan                 For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

MICROSOFT CORPORATION

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

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


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

MONSANTO COMPANY

Ticker:       MON            Security ID:  61166W101
Meeting Date: JAN 31, 2013   Meeting Type: Annual
Record Date:  DEC 03, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director David L. Chicoine        For       For          Management
1b    Elect Director Arthur H. Harper         For       For          Management
1c    Elect Director Gwendolyn S. King        For       For          Management
1d    Elect Director Jon R. Moeller           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management
5     Report on Risk of Genetically           Against   Against      Shareholder
      Engineered Products


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

NORDSTROM, INC.

Ticker:       JWN            Security ID:  655664100
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Phyllis J. Campbell      For       For          Management
1b    Elect Director Michelle M. Ebanks       For       For          Management
1c    Elect Director Enrique Hernandez, Jr.   For       For          Management
1d    Elect Director Robert G. Miller         For       For          Management
1e    Elect Director Blake W. Nordstrom       For       For          Management
1f    Elect Director Erik B. Nordstrom        For       For          Management
1g    Elect Director Peter E. Nordstrom       For       For          Management
1h    Elect Director Philip G. Satre          For       For          Management
1i    Elect Director B. Kevin Turner          For       For          Management
1j    Elect Director Robert D. Walter         For       For          Management
1k    Elect Director Alison A. Winter         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management


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

ORACLE CORPORATION

Ticker:       ORCL           Security ID:  68389X105
Meeting Date: NOV 07, 2012   Meeting Type: Annual
Record Date:  SEP 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jeffrey S. Berg          For       For          Management
1.2   Elect Director H. Raymond Bingham       For       For          Management
1.3   Elect Director Michael J. Boskin        For       For          Management
1.4   Elect Director Safra A. Catz            For       For          Management
1.5   Elect Director Bruce R. Chizen          For       Withhold     Management
1.6   Elect Director George H. Conrades       For       Withhold     Management
1.7   Elect Director Lawrence J. Ellison      For       For          Management
1.8   Elect Director Hector Garcia-Molina     For       For          Management
1.9   Elect Director Jeffrey O. Henley        For       For          Management
1.10  Elect Director Mark V. Hurd             For       For          Management
1.11  Elect Director Donald L. Lucas          For       For          Management
1.12  Elect Director Naomi O. Seligman        For       Withhold     Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Amend Non-Employee Director Stock       For       For          Management
      Option Plan
4     Ratify Auditors                         For       For          Management
5     Adopt Multiple Performance Metrics      Against   For          Shareholder
      Under Executive Incentive Plans
6     Require Independent Board Chairman      Against   For          Shareholder
7     Adopt Retention Ratio for               Against   For          Shareholder
      Executives/Directors
8     Pro-rata Vesting of Equity Awards       Against   For          Shareholder


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

PACCAR INC

Ticker:       PCAR           Security ID:  693718108
Meeting Date: APR 29, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alison J. Carnwath       For       For          Management
1.2   Elect Director Luiz Kaufmann            For       For          Management
1.3   Elect Director John M. Pigott           For       For          Management
1.4   Elect Director Gregory M. E. Spierkel   For       For          Management
2     Declassify the Board of Directors       Against   Against      Shareholder
3     Reduce Supermajority Vote Requirement   Against   Against      Shareholder


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

PAYCHEX, INC.

Ticker:       PAYX           Security ID:  704326107
Meeting Date: OCT 23, 2012   Meeting Type: Annual
Record Date:  AUG 24, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director B. Thomas Golisano       For       Did Not Vote Management
1b    Elect Director Joseph G. Doody          For       Did Not Vote Management
1c    Elect Director David J. S. Flaschen     For       Did Not Vote Management
1d    Elect Director Phillip Horsley          For       Did Not Vote Management
1e    Elect Director Grant M. Inman           For       Did Not Vote Management
1f    Elect Director Pamela A. Joseph         For       Did Not Vote Management
1g    Elect Director Martin Mucci             For       Did Not Vote Management
1h    Elect Director Joseph M. Tucci          For       Did Not Vote Management
1i    Elect Director Joseph M. Velli          For       Did Not Vote Management
2     Advisory Vote to Ratify Named           For       Did Not Vote Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       Did Not Vote Management


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

RAYTHEON COMPANY

Ticker:       RTN            Security ID:  755111507
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 09, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director James E. Cartwright      For       For          Management
1b    Elect Director Vernon E. Clark          For       For          Management
1c    Elect Director Stephen J. Hadley        For       For          Management
1d    Elect Director Michael C. Ruettgers     For       For          Management
1e    Elect Director Ronald L. Skates         For       For          Management
1f    Elect Director William R. Spivey        For       For          Management
1g    Elect Director Linda G. Stuntz          For       For          Management
1h    Elect Director William H. Swanson       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Political Contributions       Against   Against      Shareholder
5     Provide Right to Act by Written Consent Against   Against      Shareholder
6     Submit SERP to Shareholder Vote         Against   Against      Shareholder
7     Pro-rata Vesting of Equity Awards       Against   Against      Shareholder


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

THE BOEING COMPANY

Ticker:       BA             Security ID:  097023105
Meeting Date: APR 29, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director David L. Calhoun         For       For          Management
1b    Elect Director Arthur D. Collins, Jr.   For       For          Management
1c    Elect Director Linda Z. Cook            For       For          Management
1d    Elect Director Kenneth M. Duberstein    For       For          Management
1e    Elect Director Edmund P. Giambastiani,  For       For          Management
      Jr.
1f    Elect Director Lawrence W. Kellner      For       For          Management
1g    Elect Director Edward M. Liddy          For       For          Management
1h    Elect Director W. James McNerney, Jr.   For       For          Management
1i    Elect Director Susan C. Schwab          For       For          Management
1j    Elect Director Ronald A. Williams       For       For          Management
1k    Elect Director Mike S. Zafirovski       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Submit SERP to Shareholder Vote         Against   Against      Shareholder
5     Provide Right to Act by Written Consent Against   Against      Shareholder
6     Stock Retention/Holding Period          Against   Against      Shareholder
7     Require Independent Board Chairman      Against   Against      Shareholder


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

THE ESTEE LAUDER COMPANIES INC.

Ticker:       EL             Security ID:  518439104
Meeting Date: NOV 09, 2012   Meeting Type: Annual
Record Date:  SEP 11, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Rose Marie Bravo         For       For          Management
1.2   Elect Director Paul J. Fribourg         For       For          Management
1.3   Elect Director Mellody Hobson           For       For          Management
1.4   Elect Director Irvine O. Hockaday, Jr.  For       For          Management
1.5   Elect Director Barry S. Sternlicht      For       Withhold     Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Increase Authorized Common Stock        For       Against      Management
4     Ratify Auditors                         For       For          Management


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

THE GAP, INC.

Ticker:       GPS            Security ID:  364760108
Meeting Date: MAY 21, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Adrian D. P. Bellamy     For       For          Management
1b    Elect Director Domenico De Sole         For       For          Management
1c    Elect Director Robert J. Fisher         For       For          Management
1d    Elect Director William S. Fisher        For       For          Management
1e    Elect Director Isabella D. Goren        For       For          Management
1f    Elect Director Bob L. Martin            For       For          Management
1g    Elect Director Jorge P. Montoya         For       For          Management
1h    Elect Director Glenn K. Murphy          For       For          Management
1i    Elect Director Mayo A. Shattuck, III    For       For          Management
1j    Elect Director Katherine Tsang          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

THE KROGER CO.

Ticker:       KR             Security ID:  501044101
Meeting Date: JUN 27, 2013   Meeting Type: Annual
Record Date:  APR 30, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Reuben V. Anderson       For       For          Management
1b    Elect Director Robert D. Beyer          For       For          Management
1c    Elect Director David B. Dillon          For       For          Management
1d    Elect Director Susan J. Kropf           For       For          Management
1e    Elect Director John T. LaMacchia        For       For          Management
1f    Elect Director David B. Lewis           For       For          Management
1g    Elect Director W. Rodney McMullen       For       For          Management
1h    Elect Director Jorge P. Montoya         For       For          Management
1i    Elect Director Clyde R. Moore           For       For          Management
1j    Elect Director Susan M. Phillips        For       For          Management
1k    Elect Director Steven R. Rogel          For       For          Management
1l    Elect Director James A. Runde           For       For          Management
1m    Elect Director Ronald L. Sargent        For       For          Management
1n    Elect Director Bobby S. Shackouls       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Supply Chain Human Rights     Against   Against      Shareholder
      Risks and Management
5     Require Independent Board Chairman      Against   Against      Shareholder
6     Report on Adopting Extended Producer    Against   Against      Shareholder
      Responsibility Policy
7     Adopt and Implement Sustainable Palm    Against   Against      Shareholder
      Oil Policy


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

THE PROCTER & GAMBLE COMPANY

Ticker:       PG             Security ID:  742718109
Meeting Date: OCT 09, 2012   Meeting Type: Annual
Record Date:  AUG 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Angela F. Braly          For       Did Not Vote Management
1.2   Elect Director Kenneth I. Chenault      For       Did Not Vote Management
1.3   Elect Director Scott D. Cook            For       Did Not Vote Management
1.4   Elect Director Susan Desmond-Hellmann   For       Did Not Vote Management
1.5   Elect Director Robert A. McDonald       For       Did Not Vote Management
1.6   Elect Director W. James McNerney, Jr.   For       Did Not Vote Management
1.7   Elect Director Johnathan A. Rodgers     For       Did Not Vote Management
1.8   Elect Director Margaret C. Whitman      For       Did Not Vote Management
1.9   Elect Director Mary Agnes Wilderotter   For       Did Not Vote Management
1.10  Elect Director Patricia A. Woertz       For       Did Not Vote Management
1.11  Elect Director Ernesto Zedillo          For       Did Not Vote Management
2     Ratify Auditors                         For       Did Not Vote Management
3     Advisory Vote to Ratify Named           For       Did Not Vote Management
      Executive Officers' Compensation
4     Adopt Proxy Statement Reporting on      Against   Did Not Vote Shareholder
      Political Contributions and Advisory
      Vote
5     Report on Adopting Extended Producer    Against   Did Not Vote Shareholder
      Responsibility Policy
6     Reduce Supermajority Vote Requirement   Against   Did Not Vote Shareholder


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

THE WESTERN UNION COMPANY

Ticker:       WU             Security ID:  959802109
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Dinyar S. Devitre        For       For          Management
2     Elect Director Betsy D. Holden          For       For          Management
3     Elect Director Wulf von Schimmelmann    For       For          Management
4     Elect Director Solomon D. Trujillo      For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
6     Ratify Auditors                         For       For          Management
7     Provide Right to Call Special Meeting   For       For          Management
8     Require Consistency with Corporate      Against   Against      Shareholder
      Values and Report on Political
      Contributions


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

UNION PACIFIC CORPORATION

Ticker:       UNP            Security ID:  907818108
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     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 John J. Koraleski        For       For          Management
1.7   Elect Director Charles C. Krulak        For       For          Management
1.8   Elect Director Michael R. McCarthy      For       For          Management
1.9   Elect Director Michael W. McConnell     For       For          Management
1.10  Elect Director Thomas F. McLarty, III   For       For          Management
1.11  Elect Director Steven R. Rogel          For       For          Management
1.12  Elect Director Jose H. Villarreal       For       For          Management
1.13  Elect Director James R. Young           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management
5     Report on Lobbying Payments and Policy  Against   Against      Shareholder


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

UNITEDHEALTH GROUP INCORPORATED

Ticker:       UNH            Security ID:  91324P102
Meeting Date: JUN 03, 2013   Meeting Type: Annual
Record Date:  APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director William C. Ballard, Jr.  For       For          Management
1b    Elect Director Edson Bueno              For       For          Management
1c    Elect Director Richard T. Burke         For       For          Management
1d    Elect Director Robert J. Darretta       For       For          Management
1e    Elect Director Stephen J. Hemsley       For       For          Management
1f    Elect Director Michele J. Hooper        For       For          Management
1g    Elect Director Rodger A. Lawson         For       For          Management
1h    Elect Director Douglas W. Leatherdale   For       For          Management
1i    Elect Director Glenn M. Renwick         For       For          Management
1j    Elect Director Kenneth I. Shine         For       For          Management
1k    Elect Director Gail R. Wilensky         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Lobbying Payments and Policy  Against   Against      Shareholder




======================= Hennessy Equity and Income Fund ========================


ALBEMARLE CORPORATION

Ticker:       ALB            Security ID:  012653101
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Willam H. Hernandez      For       For          Management
1.2   Elect Director Luther C. Kissam, IV     For       For          Management
1.3   Elect Director Joseph M. Mahady         For       For          Management
1.4   Elect Director Jim W. Nokes             For       For          Management
1.5   Elect Director James J. O'Brien         For       For          Management
1.6   Elect Director Barry W. Perry           For       For          Management
1.7   Elect Director John Sherman Jr.         For       For          Management
1.8   Elect Director Harriett Tee Taggart     For       For          Management
1.9   Elect Director Anne Marie Whittemore    For       For          Management
2     Approve Non-Employee Director           For       For          Management
      Restricted Stock Plan
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

ALTRIA GROUP, INC.

Ticker:       MO             Security ID:  02209S103
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gerald L. Baliles        For       For          Management
1.2   Elect Director Martin J. Barrington     For       For          Management
1.3   Elect Director John T. Casteen, III     For       For          Management
1.4   Elect Director Dinyar S. Devitre        For       For          Management
1.5   Elect Director Thomas F. Farrell, II    For       For          Management
1.6   Elect Director Thomas W. Jones          For       For          Management
1.7   Elect Director Debra J. Kelly-Ennis     For       For          Management
1.8   Elect Director W. Leo Kiely, III        For       For          Management
1.9   Elect Director Kathryn B. McQuade       For       For          Management
1.10  Elect Director George Munoz             For       For          Management
1.11  Elect Director Nabil Y. Sakkab          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   Against      Shareholder


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

BERKSHIRE HATHAWAY INC.

Ticker:       BRK.B          Security ID:  084670702
Meeting Date: MAY 04, 2013   Meeting Type: Annual
Record Date:  MAR 06, 2013

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


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

BLACKROCK, INC.

Ticker:       BLK            Security ID:  09247X101
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 03, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Abdlatif Yousef Al-Hamad For       For          Management
1b    Elect Director Mathis Cabiallavetta     For       For          Management
1c    Elect Director Dennis D. Dammerman      For       For          Management
1d    Elect Director Jessica P. Einhorn       For       For          Management
1e    Elect Director Fabrizio Freda           For       For          Management
1f    Elect Director David H. Komansky        For       For          Management
1g    Elect Director James E. Rohr            For       For          Management
1h    Elect Director Susan L. Wagner          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

BRISTOL-MYERS SQUIBB COMPANY

Ticker:       BMY            Security ID:  110122108
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A    Elect Director Lamberto Andreotti       For       For          Management
1B    Elect Director Lewis B. Campbell        For       For          Management
1C    Elect Director James M. Cornelius       For       For          Management
1D    Elect Director Laurie H. Glimcher       For       For          Management
1E    Elect Director Michael Grobstein        For       For          Management
1F    Elect Director Alan J. Lacy             For       For          Management
1G    Elect Director Vicki L. Sato            For       For          Management
1H    Elect Director Elliott Sigal            For       For          Management
1I    Elect Director Gerald L. Storch         For       For          Management
1J    Elect Director Togo D. West, Jr.        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

CARMAX, INC.

Ticker:       KMX            Security ID:  143130102
Meeting Date: JUN 24, 2013   Meeting Type: Annual
Record Date:  APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ronald E. Blaylock       For       For          Management
1.2   Elect Director Rakesh Gangwal           For       For          Management
1.3   Elect Director Mitchell D. Steenrod     For       For          Management
1.4   Elect Director Thomas G. Stemberg       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management
5     Amend Articles of Incorporation to      For       For          Management
      Update and Modify Certain Provisions
      Related to Indemnification


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

CHEVRON CORPORATION

Ticker:       CVX            Security ID:  166764100
Meeting Date: MAY 29, 2013   Meeting Type: Annual
Record Date:  APR 03, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Linnet F. Deily          For       For          Management
1b    Elect Director Robert E. Denham         For       For          Management
1c    Elect Director Alice P. Gast            For       For          Management
1d    Elect Director Enrique Hernandez, Jr.   For       For          Management
1e    Elect Director George L. Kirkland       For       For          Management
1f    Elect Director Charles W. Moorman, IV   For       For          Management
1g    Elect Director Kevin W. Sharer          For       For          Management
1h    Elect Director John G. Stumpf           For       For          Management
1i    Elect Director Ronald D. Sugar          For       For          Management
1j    Elect Director Carl Ware                For       For          Management
1k    Elect Director John S. Watson           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Report on Management of Hydraulic       Against   Against      Shareholder
      Fracturing Risks and Opportunities
6     Report on Offshore Oil Wells and Spill  Against   Against      Shareholder
      Mitigation Measures
7     Report on Financial Risks of Climate    Against   Against      Shareholder
      Change
8     Report on Lobbying Payments and Policy  Against   Against      Shareholder
9     Prohibit Political Contributions        Against   Against      Shareholder
10    Provide for Cumulative Voting           Against   Against      Shareholder
11    Amend Articles/Bylaws/Charter -- Call   Against   Against      Shareholder
      Special Meetings
12    Require Director Nominee with           Against   Against      Shareholder
      Environmental Expertise
13    Adopt Guidelines for Country Selection  Against   Against      Shareholder


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

CISCO SYSTEMS, INC.

Ticker:       CSCO           Security ID:  17275R102
Meeting Date: NOV 15, 2012   Meeting Type: Annual
Record Date:  SEP 17, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Carol A. Bartz           For       For          Management
1b    Elect Director Marc Benioff             For       For          Management
1c    Elect Director M. Michele Burns         For       For          Management
1d    Elect Director Michael D. Capellas      For       For          Management
1e    Elect Director Larry R. Carter          For       For          Management
1f    Elect Director John T. Chambers         For       For          Management
1g    Elect Director Brian L. Halla           For       For          Management
1h    Elect Director John L. Hennessy         For       For          Management
1i    Elect Director Kristina M. Johnson      For       For          Management
1j    Elect Director Richard M. Kovacevich    For       For          Management
1k    Elect Director Roderick C. McGeary      For       For          Management
1l    Elect Director Arun Sarin               For       For          Management
1m    Elect Director Steven M. West           For       For          Management
2     Amend Executive Incentive Bonus Plan    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management
5     Require Independent Board Chairman      Against   Against      Shareholder
6     Report on Eliminating Conflict          Against   Against      Shareholder
      Minerals from Supply Chain


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

CONOCOPHILLIPS

Ticker:       COP            Security ID:  20825C104
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Richard L. Armitage      For       For          Management
1b    Elect Director Richard H. Auchinleck    For       For          Management
1c    Elect Director James E. Copeland, Jr.   For       For          Management
1d    Elect Director Jody L. Freeman          For       For          Management
1e    Elect Director Gay Huey Evans           For       For          Management
1f    Elect Director Ryan M. Lance            For       For          Management
1g    Elect Director Mohd H. Marican          For       For          Management
1h    Elect Director Robert A. Niblock        For       For          Management
1i    Elect Director Harald J. Norvik         For       For          Management
1j    Elect Director William E. Wade, Jr.     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   Against      Shareholder
5     Adopt Quantitative GHG Goals for        Against   Against      Shareholder
      Products and Operations
6     Amend EEO Policy to Prohibit            Against   Against      Shareholder
      Discrimination based on Gender Identity


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

CORNING INCORPORATED

Ticker:       GLW            Security ID:  219350105
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John Seely Brown         For       For          Management
1.2   Elect Director Stephanie A. Burns       For       For          Management
1.3   Elect Director John A. Canning, Jr.     For       For          Management
1.4   Elect Director Richard T. Clark         For       For          Management
1.5   Elect Director Robert F. Cummings, Jr.  For       For          Management
1.6   Elect Director James B. Flaws           For       For          Management
1.7   Elect Director Kurt M. Landgraf         For       For          Management
1.8   Elect Director Kevin J. Martin          For       For          Management
1.9   Elect Director Deborah D. Rieman        For       For          Management
1.10  Elect Director Hansel E. Tookes, II     For       For          Management
1.11  Elect Director Wendell P. Weeks         For       For          Management
1.12  Elect Director Mark S. Wrighton         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

DOMINION RESOURCES, INC.

Ticker:       D              Security ID:  25746U109
Meeting Date: MAY 03, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William P. Barr          For       For          Management
1.2   Elect Director Peter W. Brown           For       For          Management
1.3   Elect Director Helen E. Dragas          For       For          Management
1.4   Elect Director James O. Ellis, Jr.      For       For          Management
1.5   Elect Director Thomas F. Farrell, II    For       For          Management
1.6   Elect Director John W. Harris           For       For          Management
1.7   Elect Director Robert S. Jepson, Jr.    For       For          Management
1.8   Elect Director Mark J. Kington          For       For          Management
1.9   Elect Director Pamela J. Royal          For       For          Management
1.10  Elect Director Robert H. Spilman, Jr.   For       For          Management
1.11  Elect Director Michael E. Szymanczyk    For       For          Management
1.12  Elect Director David A. Wollard         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Provide Right to Call Special Meeting   For       For          Management
5     Report on Coal Use from Mountaintop     Against   Against      Shareholder
      Removal Mining
6     Include Sustainability as a             Against   Against      Shareholder
      Performance Measure for Senior
      Executive Compensation
7     Minimize Pool Storage of Spent Nuclear  Against   Against      Shareholder
      Fuel
8     Report on Financial Risks of Climate    Against   Against      Shareholder
      Change


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

DUKE ENERGY CORPORATION

Ticker:       DUK            Security ID:  26441C204
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William Barnet, III      For       For          Management
1.2   Elect Director G. Alex Bernhardt, Sr.   For       For          Management
1.3   Elect Director Michael G. Browning      For       For          Management
1.4   Elect Director Harris E. DeLoach, Jr.   For       For          Management
1.5   Elect Director Daniel R. DiMicco        For       For          Management
1.6   Elect Director John H. Forsgren         For       For          Management
1.7   Elect Director Ann Maynard Gray         For       For          Management
1.8   Elect Director James H. Hance, Jr.      For       For          Management
1.9   Elect Director John T. Herron           For       For          Management
1.10  Elect Director James B. Hyler, Jr.      For       For          Management
1.11  Elect Director E. Marie McKee           For       For          Management
1.12  Elect Director E. James Reinsch         For       For          Management
1.13  Elect Director James T. Rhodes          For       For          Management
1.14  Elect Director James E. Rogers          For       For          Management
1.15  Elect Director Carlos A. Saladrigas     For       For          Management
1.16  Elect Director Philip R. Sharp          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Executive Incentive Bonus Plan    For       For          Management
5     Provide Right to Act by Written Consent Against   Against      Shareholder
6     Require a Majority Vote for the         Against   Against      Shareholder
      Election of Directors


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

EMC CORPORATION

Ticker:       EMC            Security ID:  268648102
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Michael W. Brown         For       For          Management
1b    Elect Director Randolph L. Cowen        For       For          Management
1c    Elect Director Gail Deegan              For       For          Management
1d    Elect Director James S. DiStasio        For       For          Management
1e    Elect Director John R. Egan             For       For          Management
1f    Elect Director Edmund F. Kelly          For       For          Management
1g    Elect Director Judith A. Miscik         For       For          Management
1h    Elect Director Windle B. Priem          For       For          Management
1i    Elect Director Paul Sagan               For       For          Management
1j    Elect Director David N. Strohm          For       For          Management
1k    Elect Director Joseph M. Tucci          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
6     Provide Right to Act by Written Consent For       For          Management
7     Require Consistency with Corporate      Against   Against      Shareholder
      Values and Report on Political
      Contributions


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

ENERGIZER HOLDINGS, INC.

Ticker:       ENR            Security ID:  29266R108
Meeting Date: JAN 28, 2013   Meeting Type: Annual
Record Date:  NOV 26, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Daniel J. Heinrich       For       For          Management
1.2   Elect Director R. David Hoover          For       For          Management
1.3   Elect Director John C. Hunter, III      For       For          Management
1.4   Elect Director John E. Klein            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

GENERAL DYNAMICS CORPORATION

Ticker:       GD             Security ID:  369550108
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mary T. Barra            For       For          Management
1.2   Elect Director Nicholas D. Chabraja     For       For          Management
1.3   Elect Director James S. Crown           For       For          Management
1.4   Elect Director William P. Fricks        For       For          Management
1.5   Elect Director Paul G. Kaminski         For       For          Management
1.6   Elect Director John M. Keane            For       For          Management
1.7   Elect Director Lester L. Lyles          For       For          Management
1.8   Elect Director Phebe N. Novakovic       For       For          Management
1.9   Elect Director William A. Osborn        For       For          Management
1.10  Elect Director Robert Walmsley          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   Against      Shareholder
5     Review and Assess Human Rights Policy   Against   Against      Shareholder


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

INTEL CORPORATION

Ticker:       INTC           Security ID:  458140100
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Charlene Barshefsky      For       For          Management
1b    Elect Director Andy D. Bryant           For       For          Management
1c    Elect Director Susan L. Decker          For       For          Management
1d    Elect Director John J. Donahoe          For       For          Management
1e    Elect Director Reed E. Hundt            For       For          Management
1f    Elect Director James D. Plummer         For       For          Management
1g    Elect Director David S. Pottruck        For       For          Management
1h    Elect Director Frank D. Yeary           For       For          Management
1i    Elect Director David B. Yoffie          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Stock Retention/Holding Period          Against   Against      Shareholder


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

INTERNATIONAL BUSINESS MACHINES CORPORATION

Ticker:       IBM            Security ID:  459200101
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alain J.P. Belda         For       For          Management
1.2   Elect Director William R. Brody         For       For          Management
1.3   Elect Director Kenneth I. Chenault      For       For          Management
1.4   Elect Director Michael L. Eskew         For       For          Management
1.5   Elect Director David N. Farr            For       For          Management
1.6   Elect Director Shirley Ann Jackson      For       For          Management
1.7   Elect Director Andrew N. Liveris        For       For          Management
1.8   Elect Director W. James McNerney, Jr.   For       For          Management
1.9   Elect Director James W. Owens           For       For          Management
1.10  Elect Director Virginia M. Rometty      For       For          Management
1.11  Elect Director Joan E. Spero            For       For          Management
1.12  Elect Director Sidney Taurel            For       For          Management
1.13  Elect Director Lorenzo H. Zambrano      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   Against      Shareholder
5     Provide Right to Act by Written Consent Against   Against      Shareholder
6     Require Independent Board Chairman      Against   Against      Shareholder
7     Stock Retention/Holding Period          Against   Against      Shareholder


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

LORILLARD, INC.

Ticker:       LO             Security ID:  544147101
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Declassify the Board of Directors       For       For          Management
2.1   Elect Director Andrew H. Card, Jr.      For       For          Management
2.2   Elect Director Virgis W. Colbert        For       For          Management
2.3   Elect Director Richard W. Roedel        For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management
5     Report on Lobbying Payments and Policy  Against   Against      Shareholder


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

LOWE'S COMPANIES, INC.

Ticker:       LOW            Security ID:  548661107
Meeting Date: MAY 31, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Raul Alvarez             For       For          Management
1.2   Elect Director David W. Bernauer        For       For          Management
1.3   Elect Director Leonard L. Berry         For       For          Management
1.4   Elect Director Peter C. Browning        For       For          Management
1.5   Elect Director Richard W. Dreiling      For       For          Management
1.6   Elect Director Dawn E. Hudson           For       For          Management
1.7   Elect Director Robert L. Johnson        For       For          Management
1.8   Elect Director Marshall O. Larsen       For       For          Management
1.9   Elect Director Richard K. Lochridge     For       For          Management
1.10  Elect Director Robert A. Niblock        For       For          Management
1.11  Elect Director Eric C. Wisemen          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Stock Retention/Holding Period          Against   Against      Shareholder


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

MEADWESTVACO CORPORATION

Ticker:       MWV            Security ID:  583334107
Meeting Date: APR 22, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael E. Campbell      For       For          Management
1.2   Elect Director James G. Kasier          For       For          Management
1.3   Elect Director Richard B. Kelson        For       For          Management
1.4   Elect Director James M. Kilts           For       For          Management
1.5   Elect Director Susan J. Kropf           For       For          Management
1.6   Elect Director Douglas S. Luke          For       For          Management
1.7   Elect Director John A. Luke, Jr.        For       For          Management
1.8   Elect Director Gracia C. Martore        For       For          Management
1.9   Elect Director Timothy H.  Powers       For       For          Management
1.10  Elect Director Jane L. Warner           For       For          Management
1.11  Elect Director Alan D. Wilson           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management


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

MICROSOFT CORPORATION

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

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


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

NEWMARKET CORPORATION

Ticker:       NEU            Security ID:  651587107
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  FEB 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Phyllis L. Cothran       For       For          Management
1.2   Elect Director Mark M. Gambill          For       For          Management
1.3   Elect Director Bruce C. Gottwald        For       For          Management
1.4   Elect Director Thomas E. Gottwald       For       For          Management
1.5   Elect Director Patrick D. Hanley        For       For          Management
1.6   Elect Director James E. Rogers          For       For          Management
1.7   Elect Director Charles B. Walker        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

PFIZER INC.

Ticker:       PFE            Security ID:  717081103
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  FEB 27, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Dennis A. Ausiello       For       For          Management
1.2   Elect Director M. Anthony Burns         For       For          Management
1.3   Elect Director W. Don Cornwell          For       For          Management
1.4   Elect Director Frances D. Fergusson     For       For          Management
1.5   Elect Director William H. Gray, III     For       For          Management
1.6   Elect Director Helen H. Hobbs           For       For          Management
1.7   Elect Director Constance J. Horner      For       For          Management
1.8   Elect Director James M. Kilts           For       For          Management
1.9   Elect Director George A. Lorch          For       For          Management
1.10  Elect Director Suzanne Nora Johnson     For       For          Management
1.11  Elect Director Ian C. Read              For       For          Management
1.12  Elect Director Stephen W. Sanger        For       For          Management
1.13  Elect Director Marc Tessier-Lavigne     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Stock Retention/Holding Period          Against   Against      Shareholder
5     Provide Right to Act by Written Consent Against   Against      Shareholder


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

PHILIP MORRIS INTERNATIONAL INC.

Ticker:       PM             Security ID:  718172109
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     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 Andre Calantzopoulos     For       For          Management
1.4   Elect Director Louis C. Camilleri       For       For          Management
1.5   Elect Director J. Dudley Fishburn       For       For          Management
1.6   Elect Director Jennifer Li              For       For          Management
1.7   Elect Director Graham Mackay            For       For          Management
1.8   Elect Director Sergio Marchionne        For       For          Management
1.9   Elect Director Kalpana Morparia         For       For          Management
1.10  Elect DirectorLucio A. Noto             For       For          Management
1.11  Elect Director Robert B. Polet          For       For          Management
1.12  Elect Director Carlos Slim Helu         For       For          Management
1.13  Elect Director Stephen M. Wolf          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

REYNOLDS AMERICAN INC.

Ticker:       RAI            Security ID:  761713106
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Daniel M. Delen          For       For          Management
1b    Elect Director Martin D. Feinstein      For       For          Management
1c    Elect Director Lionel L. Nowell, III    For       For          Management
1d    Elect Director Neil R. Withington       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Declassify the Board of Directors       Against   Against      Shareholder


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

THE COCA-COLA COMPANY

Ticker:       KO             Security ID:  191216100
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Herbert A. Allen         For       For          Management
1.2   Elect Director Ronald W. Allen          For       For          Management
1.3   Elect Director Howard G. Buffett        For       For          Management
1.4   Elect Director Richard M. Daley         For       For          Management
1.5   Elect Director Barry Diller             For       For          Management
1.6   Elect Director Helene D. Gayle          For       For          Management
1.7   Elect Director Evan G. Greenberg        For       For          Management
1.8   Elect Director Alexis M. Herman         For       For          Management
1.9   Elect Director Muhtar Kent              For       For          Management
1.10  Elect Director Robert A. Kotick         For       For          Management
1.11  Elect Director Maria Elena Lagomasino   For       For          Management
1.12  Elect Director Donald F. McHenry        For       For          Management
1.13  Elect Director Sam Nunn                 For       For          Management
1.14  Elect Director James D. Robinson, III   For       For          Management
1.15  Elect Director Peter V. Ueberroth       For       For          Management
1.16  Elect Director Jacob Wallenberg         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Provide Right to Call Special Meeting   For       For          Management
5     Establish Board Committee on Human      Against   Against      Shareholder
      Rights


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

THE HERSHEY COMPANY

Ticker:       HSY            Security ID:  427866108
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Pamela M. Arway          For       For          Management
1.2   Elect Director John P. Bilbrey          For       For          Management
1.3   Elect Director Robert F. Cavanaugh      For       For          Management
1.4   Elect Director Charles A. Davis         For       For          Management
1.5   Elect Director Robert M. Malcolm        For       For          Management
1.6   Elect Director James M. Mead            For       For          Management
1.7   Elect Director  James E. Nevels         For       For          Management
1.8   Elect Director Anthony J. Palmer        For       For          Management
1.9   Elect Director Thomas J. Ridge          For       For          Management
1.10  Elect Director David L. Shedlarz        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

VERIZON COMMUNICATIONS INC.

Ticker:       VZ             Security ID:  92343V104
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard L. Carrion       For       For          Management
1.2   Elect Director Melanie L. Healey        For       For          Management
1.3   Elect Director M. Frances Keeth         For       For          Management
1.4   Elect Director Robert W. Lane           For       For          Management
1.5   Elect Director Lowell C. McAdam         For       For          Management
1.6   Elect Director Sandra O. Moose          For       For          Management
1.7   Elect Director Joseph Neubauer          For       For          Management
1.8   Elect Director Donald T. Nicolaisen     For       For          Management
1.9   Elect Director Clarence Otis, Jr.       For       For          Management
1.10  Elect Director Hugh B. Price            For       For          Management
1.11  Elect Director Rodney E. Slater         For       For          Management
1.12  Elect Director Kathryn A. Tesija        For       For          Management
1.13  Elect Director Gregory D. Wasson        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Commit to Wireless Network Neutrality   Against   Against      Shareholder
6     Report on Lobbying Payments and Policy  Against   Against      Shareholder
7     Adopt Proxy Access Right                Against   Against      Shareholder
8     Submit Severance Agreement              Against   Against      Shareholder
      (Change-in-Control) to Shareholder Vote
9     Amend Articles/Bylaws/Charter- Call     Against   Against      Shareholder
      Special Meetings
10    Provide Right to Act by Written Consent Against   Against      Shareholder


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

VISA INC.

Ticker:       V              Security ID:  92826C839
Meeting Date: JAN 30, 2013   Meeting Type: Annual
Record Date:  DEC 04, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Gary P. Coughlan         For       For          Management
1b    Elect Director Mary B. Cranston         For       For          Management
1c    Elect Director Francisco Javier         For       For          Management
      Fernandez-Carbajal
1d    Elect Director Robert W. Matschullat    For       For          Management
1e    Elect Director Cathy E. Minehan         For       For          Management
1f    Elect Director Suzanne Nora Johnson     For       For          Management
1g    Elect Director David J. Pang            For       For          Management
1h    Elect Director Joseph W. Saunders       For       For          Management
1i    Elect Director Charles W. Scharf        For       For          Management
1j    Elect Director William S. Shanahan      For       For          Management
1k    Elect Director John A. Swainson         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Lobbying Payments and Policy  Against   Against      Shareholder


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

WAL-MART STORES, INC.

Ticker:       WMT            Security ID:  931142103
Meeting Date: JUN 07, 2013   Meeting Type: Annual
Record Date:  APR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Aida M. Alvarez          For       For          Management
1b    Elect Director James I. Cash, Jr.       For       For          Management
1c    Elect Director Roger C. Corbett         For       For          Management
1d    Elect Director Douglas N. Daft          For       For          Management
1e    Elect Director Michael T. Duke          For       For          Management
1f    Elect Director Timothy P. Flynn         For       For          Management
1g    Elect Director Marissa A. Mayer         For       For          Management
1h    Elect Director Gregory B. Penner        For       For          Management
1i    Elect Director Steven S. Reinemund      For       For          Management
1j    Elect Director H. Lee Scott, Jr.        For       For          Management
1k    Elect Director Jim C. Walton            For       For          Management
1l    Elect Director S. Robson Walton         For       For          Management
1m    Elect Director Christopher J. Williams  For       For          Management
1n    Elect Director Linda S. Wolf            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Executive Incentive Bonus Plan    For       For          Management
5     Amend Bylaws -- Call Special Meetings   Against   Against      Shareholder
6     Stock Retention/Holding Period          Against   Against      Shareholder
7     Require Independent Board Chairman      Against   Against      Shareholder
8     Disclosure of Recoupment Activity from  Against   Against      Shareholder
      Senior Officers


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

WELLS FARGO & COMPANY

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

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


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

WHITE MOUNTAINS INSURANCE GROUP, LTD.

Ticker:       WTM            Security ID:  G9618E107
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Morgan W. Davis as Director       For       For          Management
1.2   Elect Edith E. Holiday as Director      For       For          Management
1.3   Elect Lowndes A. Smith as Director      For       For          Management
2.1   Elect Jeffrey Davis as Director for     For       For          Management
      Sirius International Insurance
      Corporation
2.2   Elect Lars Ek as Director for Sirius    For       For          Management
      International Insurance Corporation
2.3   Elect Brian E. Kensil as Director for   For       For          Management
      Sirius International Insurance
      Corporation
2.4   Elect Jan Onselius as Director for      For       For          Management
      Sirius International Insurance
      Corporation
2.5   Elect Goran A. Thorstensson as          For       For          Management
      Director for Sirius International
      Insurance Corporation
2.6   Elect Allan L. Waters as Director for   For       For          Management
      Sirius International Insurance
      Corporation
3.1   Elect Sheila E. Nicoll as Director for  For       For          Management
      HG Re Ltd.
3.2   Elect Kevin Pearson as Director for HG  For       For          Management
      Re Ltd.
3.3   Elect Warren J. Trace as Director for   For       For          Management
      HG Re Ltd.
3.4   Elect Allan L. Waters as Director for   For       For          Management
      HG Re Ltd.
4.1   Elect Jennifer L. Pitts as Director     For       For          Management
      for White Mountains Life Reinsurance
      (Bermuda) Ltd.
4.2   Elect Christine H. Repasy as Director   For       For          Management
      for White Mountains Life Reinsurance
      (Bermuda) Ltd.
4.3   Elect Warren J. Trace as Director for   For       For          Management
      White Mountains Life Reinsurance
      (Bermuda) Ltd.
4.4   Elect Allan L. Waters as Director for   For       For          Management
      White Mountains Life Reinsurance
      (Bermuda) Ltd.
5.1   Elect Christine H. Repasy as Director   For       For          Management
      for White Shoals Re Ltd.
5.2   Elect Warren J. Trace as Director for   For       For          Management
      White Shoals Re Ltd.
5.3   Elect  Allan L. Waters as Director for  For       For          Management
      White Shoals Re Ltd.
6.1   Elect Christine H. Repasy as Director   For       For          Management
      for Star Re Ltd.
6.2   Elect Goran A. Thorstensson as          For       For          Management
      Director for Star Re Ltd.
6.3   Elect Warren J. Trace as Director for   For       For          Management
      Star Re Ltd.
6.4   Elect Allan L. Waters as Director for   For       For          Management
      Star Re Ltd.
7.1   Elect Michael Dashfield as Director of  For       For          Management
      Sirius Capital Ltd.
7.2   Elect Lars Ek as Director of Sirius     For       For          Management
      Capital Ltd.
7.3   Elect Goran A. Thorstensson as          For       For          Management
      Director of Sirius Capital Ltd.
7.4   Elect Allan L. Waters as Director of    For       For          Management
      Sirius Capital Ltd.
8.1   Elect Paul J. Brehm as Director of      For       For          Management
      Split Rock Insurance, Ltd.
8.2   Elect Sarah A. Kolar as Director of     For       For          Management
      Split Rock Insurance, Ltd.
8.3   Elect Sheila E. Nicoll as Director of   For       For          Management
      Split Rock Insurance, Ltd.
8.4   Elect John C. Treacy as Director of     For       For          Management
      Split Rock Insurance, Ltd.
9.1   Elect Raymond Barrette as Director for  For       For          Management
      Any New Designated Subsidiary
9.2   Elect David T. Foy as Director for Any  For       For          Management
      New Designated Subsidiary
9.3   Elect Jennifer L. Pitts as Director     For       For          Management
      for Any New Designated Subsidiary
9.4   Elect Warren J. Trace as Director for   For       For          Management
      Any New Designated Subsidiary
10    Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
11    Amend Omnibus Stock Plan                For       For          Management
12    Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors




============================= Hennessy Focus Fund ==============================


AMERICAN TOWER CORPORATION

Ticker:       AMT            Security ID:  03027X100
Meeting Date: MAY 21, 2013   Meeting Type: Annual
Record Date:  MAR 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Raymond P. Dolan         For       For          Management
1b    Elect Director Ronald M. Dykes          For       For          Management
1c    Elect Director Carolyn F. Katz          For       For          Management
1d    Elect Director Gustavo Lara Cantu       For       For          Management
1e    Elect Director JoAnn A. Reed            For       For          Management
1f    Elect Director Pamela D.A. Reeve        For       For          Management
1g    Elect Director David E. Sharbutt        For       For          Management
1h    Elect Director James D. Taiclet, Jr.    For       For          Management
1i    Elect Director Samme L. Thompson        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Right to Call Special Meeting     For       For          Management


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

AON PLC

Ticker:       AON            Security ID:  G0408V102
Meeting Date: MAY 17, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Lester B. Knight as Director      For       For          Management
1.2   Elect Gregory C. Case as Director       For       For          Management
1.3   Elect Fulvio Conti as Director          For       For          Management
1.4   Elect Cheryl A. Francis as Director     For       For          Management
1.5   Elect Edgar D. Jannotta as Director     For       For          Management
1.6   Elect J. Michael Losh as Director       For       For          Management
1.7   Elect Robert S. Morrison as Director    For       For          Management
1.8   Elect Richard B. Myers as Director      For       For          Management
1.9   Elect Richard C. Notebaert as Director  For       For          Management
1.10  Elect Gloria Santona as Director        For       For          Management
1.11  Elect Carolyn Y. Woo as Director        For       For          Management
2     Accept Financial Statements and         For       For          Management
      Statutory Reports
3     Ratify Ernst and Young LLP as Aon's     For       For          Management
      Auditors
4     Ratify Ernst and Young LLP as Aon's U.  For       For          Management
      K. Statutory Auditor
5     Authorize Board to Fix Remuneration of  For       For          Management
      Internal Statutory Auditors
6     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
7     Advisory Vote to Ratify Directors'      For       For          Management
      Remuneration Report
8     Approve Nonqualified Employee Stock     For       For          Management
      Purchase Plan


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

BALLY TECHNOLOGIES, INC.

Ticker:       BYI            Security ID:  05874B107
Meeting Date: DEC 04, 2012   Meeting Type: Annual
Record Date:  OCT 08, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director W. Andrew McKenna        For       For          Management
1.2   Elect Director David Robbins            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

CARMAX, INC.

Ticker:       KMX            Security ID:  143130102
Meeting Date: JUN 24, 2013   Meeting Type: Annual
Record Date:  APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ronald E. Blaylock       For       For          Management
1.2   Elect Director Rakesh Gangwal           For       For          Management
1.3   Elect Director Mitchell D. Steenrod     For       For          Management
1.4   Elect Director Thomas G. Stemberg       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management
5     Amend Articles of Incorporation to      For       For          Management
      Update and Modify Certain Provisions
      Related to Indemnification


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

DIAMOND HILL INVESTMENT GROUP, INC.

Ticker:       DHIL           Security ID:  25264R207
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director R. H. Dillon             For       For          Management
1.2   Elect Director Randolph J. Fortener     For       For          Management
1.3   Elect Director James F. Laird           For       For          Management
1.4   Elect Director Peter J. Moran           For       For          Management
1.5   Elect Director Donald B. Shackelford    For       For          Management
1.6   Elect Director Bradley C. Shoup         For       For          Management
1.7   Elect Director Frances A. Skinner       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

DICK'S SPORTING GOODS, INC.

Ticker:       DKS            Security ID:  253393102
Meeting Date: JUN 05, 2013   Meeting Type: Annual
Record Date:  APR 09, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Emanuel Chirico          For       For          Management
1.2   Elect Director Allen R. Weiss           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

ENCORE CAPITAL GROUP, INC.

Ticker:       ECPG           Security ID:  292554102
Meeting Date: JUN 05, 2013   Meeting Type: Annual
Record Date:  APR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director George Lund              For       For          Management
1.2   Elect Director Willem Mesdag            For       For          Management
1.3   Elect Director Francis E. Quinlan       For       For          Management
1.4   Elect Director Norman R. Sorensen       For       For          Management
1.5   Elect Director J. Christopher Teets     For       For          Management
1.6   Elect Director Kenneth A. Vecchione     For       For          Management
1.7   Elect Director H Ronald Weissman        For       For          Management
1.8   Elect Director Warren S. Wilcox         For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Ratify Auditors                         For       For          Management


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

GOOGLE INC.

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

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


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

HENRY SCHEIN, INC.

Ticker:       HSIC           Security ID:  806407102
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stanley M. Bergman       For       For          Management
1.2   Elect Director Gerald A. Benjamin       For       For          Management
1.3   Elect Director James P. Breslawski      For       For          Management
1.4   Elect Director Mark E. Mlotek           For       For          Management
1.5   Elect Director Steven Paladino          For       For          Management
1.6   Elect Director Barry J. Alperin         For       For          Management
1.7   Elect Director Paul Brons               For       For          Management
1.8   Elect Director Donald J. Kabat          For       For          Management
1.9   Elect Director Philip A. Laskawy        For       For          Management
1.10  Elect Director Karyn Mashima            For       For          Management
1.11  Elect Director Norman S. Matthews       For       For          Management
1.12  Elect Director Carol Raphael            For       For          Management
1.13  Elect Director Bradley T. Sheares       For       For          Management
1.14  Elect Director Louis W. Sullivan        For       For          Management
2     Amend Executive Incentive Bonus Plan    For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Ratify Auditors                         For       For          Management


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

LAMAR ADVERTISING COMPANY

Ticker:       LAMR           Security ID:  512815101
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 27, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John Maxwell Hamilton    For       For          Management
1.2   Elect Director John E. Koerner, III     For       For          Management
1.3   Elect Director Stephen P. Mumblow       For       For          Management
1.4   Elect Director Thomas V. Reifenheiser   For       For          Management
1.5   Elect Director Anna Reilly              For       For          Management
1.6   Elect Director Kevin P. Reilly, Jr.     For       For          Management
1.7   Elect Director Wendell Reilly           For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management


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

MARKEL CORPORATION

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

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


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

MARKEL CORPORATION

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

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


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

NEWS CORPORATION

Ticker:       NWS            Security ID:  65248E104
Meeting Date: JUN 11, 2013   Meeting Type: Special
Record Date:  APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Certificate of Incorporation      For       For          Management
      Clarifying the Ability to Make
      Distributions in Comparable Securities
      in Connection with Separation
      Transactions
2     Amend Certificate of Incorporation      For       For          Management
      Allowing for Certain Distributions on
      Subsidiary-owned Shares and the
      Creation of Additional
      Subsidiary-owned Shares


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

O'REILLY AUTOMOTIVE, INC.

Ticker:       ORLY           Security ID:  67103H107
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Larry O'Reilly           For       For          Management
1b    Elect Director Rosalie O'Reilly-Wooten  For       For          Management
1c    Elect Director Thomas T. Hendrickson    For       For          Management
2     Declassify the Board of Directors       For       For          Management
3     Provide Right to Call Special Meeting   For       For          Management
4     Amend Articles of Incorporation to      For       For          Management
      Eliminate Unnecessary and Outdated
      Provisions and to Make Minor Revisions
      to Conform to Current State Laws and
      Clarify
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
6     Ratify Auditors                         For       For          Management


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

PENN NATIONAL GAMING, INC.

Ticker:       PENN           Security ID:  707569109
Meeting Date: JUN 12, 2013   Meeting Type: Annual
Record Date:  APR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Wesley R. Edens          For       For          Management
1.2   Elect Director Ronald J. Naples         For       For          Management
1.3   Elect Director Barbara Shattuck Kohn    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

ROADRUNNER TRANSPORTATION SYSTEMS, INC.

Ticker:       RRTS           Security ID:  76973Q105
Meeting Date: MAY 21, 2013   Meeting Type: Annual
Record Date:  APR 10, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark A. DiBlasi          For       For          Management
1.2   Elect Director Scott D. Rued            For       For          Management
1.3   Elect Director John G. Kennedy, III     For       For          Management
2     Ratify Auditors                         For       For          Management


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

SIMPSON MANUFACTURING CO., INC.

Ticker:       SSD            Security ID:  829073105
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James S. Andrasick       For       For          Management
1.2   Elect Director Gary M. Cusumano         For       For          Management
1.3   Elect Director Peter N. Louras, Jr.     For       For          Management
2     Amend Executive Incentive Bonus Plan    For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Require a Majority Vote for the         Against   Against      Shareholder
      Election of Directors
6     Report on Sustainability                Against   Against      Shareholder


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

T. ROWE PRICE GROUP, INC.

Ticker:       TROW           Security ID:  74144T108
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  FEB 21, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Edward C. Bernard        For       For          Management
1b    Elect Director James T. Brady           For       For          Management
1c    Elect Director Mary K. Bush             For       For          Management
1d    Elect Director Donald B. Hebb, Jr.      For       For          Management
1e    Elect Director Freeman A. Hrabowski,    For       For          Management
      III
1f    Elect Director James A.C. Kennedy       For       For          Management
1g    Elect Director Robert F. MacLellan      For       For          Management
1h    Elect Director Brian C. Rogers          For       For          Management
1i    Elect Director Alfred Sommer            For       For          Management
1j    Elect Director Dwight S. Taylor         For       For          Management
1k    Elect Director Anne Marie Whittemore    For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

THE CHARLES SCHWAB CORPORATION

Ticker:       SCHW           Security ID:  808513105
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Stephen A. Ellis         For       For          Management
1b    Elect Director Arun Sarin               For       For          Management
1c    Elect Director Charles R. Schwab        For       For          Management
1d    Elect Director Paula A. Sneed           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management
5     Report on Political Contributions       Against   Against      Shareholder
6     Adopt Proxy Access Right                Against   Against      Shareholder


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

UTI WORLDWIDE INC.

Ticker:       UTIW           Security ID:  G87210103
Meeting Date: JUN 10, 2013   Meeting Type: Annual
Record Date:  MAY 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect C. John Langley, Jr. as a         For       For          Management
      Director
1.2   Elect Allan M. Rosenzweig as a Director For       For          Management
1.3   Elect Donald W. Slager as a Director    For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors


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

WHITE RIVER CAPITAL, INC.

Ticker:       RVR            Security ID:  96445P105
Meeting Date: FEB 11, 2013   Meeting Type: Special
Record Date:  JAN 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Merger Agreement                For       Against      Management
2     Advisory Vote on Golden Parachutes      For       Against      Management
3     Adjourn Meeting                         For       Against      Management


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

WORLD FUEL SERVICES CORPORATION

Ticker:       INT            Security ID:  981475106
Meeting Date: MAY 31, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael J. Kasbar        For       For          Management
1.2   Elect Director Paul H. Stebbins         For       For          Management
1.3   Elect Director Ken Bakshi               For       For          Management
1.4   Elect Director Richard A. Kassar        For       For          Management
1.5   Elect Director Myles Klein              For       For          Management
1.6   Elect Director John L. Manley           For       For          Management
1.7   Elect Director J. Thomas Presby         For       For          Management
1.8   Elect Director Stephen K. Roddenberry   For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Amend Executive Incentive Bonus Plan    For       For          Management




======================= Hennessy Gas Utility Index Fund ========================


AGL RESOURCES INC.

Ticker:       GAS            Security ID:  001204106
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  FEB 21, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sandra N. Bane           For       For          Management
1.2   Elect Director Thomas D. Bell, Jr.      For       For          Management
1.3   Elect Director Norman R. Bobins         For       For          Management
1.4   Elect Director Charles R. Crisp         For       For          Management
1.5   Elect Director Brenda J. Gaines         For       For          Management
1.6   Elect Director Arthur E. Johnson        For       For          Management
1.7   Elect Director Wyck A. Knox, Jr.        For       For          Management
1.8   Elect Director Dennis M. Love           For       For          Management
1.9   Elect Director Charles H. "Pete" McTier For       For          Management
1.10  Elect Director Dean R. O'Hare           For       For          Management
1.11  Elect Director Armando J. Olivera       For       For          Management
1.12  Elect Director John E. Rau              For       For          Management
1.13  Elect Director James A. Rubright        For       For          Management
1.14  Elect Director John W. Somerhalder II   For       For          Management
1.15  Elect Director Bettina M. Whyte         For       For          Management
1.16  Elect Director Henry C. Wolf            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend EEO Policy to Prohibit            Against   Against      Shareholder
      Discrimination based on Gender Identity


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

ALLETE, INC.

Ticker:       ALE            Security ID:  018522300
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kathryn W. Dindo         For       For          Management
1.2   Elect Director Heidi J. Eddins          For       For          Management
1.3   Elect Director Sidney W. Emery, Jr.     For       For          Management
1.4   Elect Director George G. Goldfarb       For       For          Management
1.5   Elect Director James S. Haines, Jr.     For       For          Management
1.6   Elect Director Alan R. Hodnik           For       For          Management
1.7   Elect Director James J. Hoolihan        For       For          Management
1.8   Elect Director Madeleine W. Ludlow      For       For          Management
1.9   Elect Director Douglas C. Neve          For       For          Management
1.10  Elect Director Leonard C. Rodman        For       For          Management
1.11  Elect Director Bruce W. Stender         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Non-Employee Director Restricted  For       For          Management
      Stock Plan
4     Ratify Auditors                         For       For          Management


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

ALLIANT ENERGY CORPORATION

Ticker:       LNT            Security ID:  018802108
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael L. Bennett       For       For          Management
1.2   Elect Director Darryl B. Hazel          For       For          Management
1.3   Elect Director David A. Perdue          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

AMEREN CORPORATION

Ticker:       AEE            Security ID:  023608102
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stephen F. Brauer        For       For          Management
1.2   Elect Director Catherine S. Brune       For       For          Management
1.3   Elect Director Ellen M. Fitzsimmons     For       For          Management
1.4   Elect Director Walter J. Galvin         For       For          Management
1.5   Elect Director Gayle P. W. Jackson      For       For          Management
1.6   Elect Director James C. Johnson         For       For          Management
1.7   Elect Director Steven H. Lipstein       For       For          Management
1.8   Elect Director Patrick T. Stokes        For       For          Management
1.9   Elect Director Thomas R. Voss           For       For          Management
1.10  Elect Director Stephen R. Wilson        For       For          Management
1.11  Elect Director Jack D. Woodard          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Energy Efficiency and         Against   Against      Shareholder
      Renewable Energy Programs


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

ATMOS ENERGY CORPORATION

Ticker:       ATO            Security ID:  049560105
Meeting Date: FEB 13, 2013   Meeting Type: Annual
Record Date:  DEC 17, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Robert W. Best           For       For          Management
1b    Elect Director Kim R. Cocklin           For       For          Management
1c    Elect Director Richard W. Douglas       For       For          Management
1d    Elect Director Ruben E. Esquivel        For       For          Management
1e    Elect Director Richard K. Gordon        For       For          Management
1f    Elect Director Robert C. Grable         For       For          Management
1g    Elect Director Thomas C. Meredith       For       For          Management
1h    Elect Director Nancy K. Quinn           For       For          Management
1i    Elect Director Richard A. Sampson       For       For          Management
1j    Elect Director Stephen R. Springer      For       For          Management
1k    Elect Director Richard Ware, II         For       For          Management
2     Amend Executive Incentive Bonus Plan    For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

AVISTA CORPORATION

Ticker:       AVA            Security ID:  05379B107
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Erik J. Anderson         For       For          Management
1b    Elect Director Kristianne Blake         For       For          Management
1c    Elect Director Donald C. Burke          For       For          Management
1d    Elect Director Rick R. Holley           For       For          Management
1e    Elect Director John F. Kelly            For       For          Management
1f    Elect Director Rebecca A. Klein         For       For          Management
1g    Elect Director Scott L. Morris          For       For          Management
1h    Elect Director Marc F. Racicot          For       For          Management
1i    Elect Director Heidi B. Stanley         For       For          Management
1j    Elect Director  R. John Taylor          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Reduce Supermajority Vote Requirement   For       For          Management
      for Certain Provisions
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

BERKSHIRE HATHAWAY INC.

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

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


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

BLACK HILLS CORPORATION

Ticker:       BKH            Security ID:  092113109
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jack W. Eugster          For       For          Management
1.2   Elect Director Gary L. Pechota          For       For          Management
1.3   Elect Director Thomas J. Zeller         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

CENTERPOINT ENERGY, INC.

Ticker:       CNP            Security ID:  15189T107
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Milton Carroll           For       For          Management
1b    Elect Director Michael P. Johnson       For       For          Management
1c    Elect Director Janiece M. Longoria      For       For          Management
1d    Elect Director David M. McClanahan      For       For          Management
1e    Elect Director Susan O. Rheney          For       For          Management
1f    Elect Director R. A. Walker             For       For          Management
1g    Elect Director Peter S. Wareing         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

CHENIERE ENERGY, INC.

Ticker:       LNG            Security ID:  16411R208
Meeting Date: FEB 01, 2013   Meeting Type: Special
Record Date:  DEC 17, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Declassify the Board of Directors       For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Other Business                          For       For          Management


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

CHENIERE ENERGY, INC.

Ticker:       LNG            Security ID:  16411R208
Meeting Date: JUN 06, 2013   Meeting Type: Annual
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Vicky A. Bailey          For       For          Management
1.2   Elect Director David B. Kilpatrick      For       For          Management
1.3   Elect Director G. Andrea Botta          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

CHESAPEAKE UTILITIES CORPORATION

Ticker:       CPK            Security ID:  165303108
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ralph J. Adkins          For       For          Management
1.2   Elect Director Richard Bernstein        For       For          Management
1.3   Elect Director Paul L. Maddock, Jr.     For       For          Management
1.4   Elect Director Michael P. McMasters     For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Ratify Auditors                         For       For          Management


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

CMS ENERGY CORPORATION

Ticker:       CMS            Security ID:  125896100
Meeting Date: MAY 17, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jon E. Barfield          For       For          Management
1.2   Elect Director Stephen E. Ewing         For       For          Management
1.3   Elect Director Richard M. Gabrys        For       For          Management
1.4   Elect Director William D. Harvey        For       For          Management
1.5   Elect Director David W. Joos            For       For          Management
1.6   Elect Director Philip R. Lochner, Jr.   For       For          Management
1.7   Elect Director Michael T. Monahan       For       For          Management
1.8   Elect Director John G. Russell          For       For          Management
1.9   Elect Director Kenneth L. Way           For       For          Management
1.10  Elect Director Laura H. Wright          For       For          Management
1.11  Elect Director John B. Yasinsky         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

CONSOLIDATED EDISON, INC.

Ticker:       ED             Security ID:  209115104
Meeting Date: MAY 20, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kevin Burke              For       For          Management
1.2   Elect Director Vincent A. Calarco       For       For          Management
1.3   Elect Director George Campbell, Jr.     For       For          Management
1.4   Elect Director Gordon J. Davis          For       For          Management
1.5   Elect Director Michael J. Del Giudice   For       For          Management
1.6   Elect Director Ellen V. Futter          For       For          Management
1.7   Elect Director John F. Hennessy, III    For       For          Management
1.8   Elect Director John F. Killian          For       For          Management
1.9   Elect Director Eugene R. McGrath        For       For          Management
1.10  Elect Director Sally H. Pinero          For       For          Management
1.11  Elect Director Michael W. Ranger        For       For          Management
1.12  Elect Director L. Frederick Sutherland  For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Cease CEO Compensation Benchmarking     Against   Against      Shareholder
      Policy


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

CORNING NATURAL GAS CORPORATION

Ticker:       CNIG           Security ID:  219381100
Meeting Date: APR 16, 2013   Meeting Type: Annual
Record Date:  MAR 21, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Henry B. Cook, Jr.       For       For          Management
1.2   Elect Director Michael I. German        For       For          Management
1.3   Elect Director Ted W. Gibson            For       For          Management
1.4   Elect Director Joseph P. Mirabito       For       For          Management
1.5   Elect Director William Mirabito         For       For          Management
1.6   Elect Director George J. Welch          For       For          Management
1.7   Elect Director John B. Williamson III   For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify Auditors                         For       For          Management


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

DELTA NATURAL GAS COMPANY, INC.

Ticker:       DGAS           Security ID:  247748106
Meeting Date: NOV 15, 2012   Meeting Type: Annual
Record Date:  SEP 26, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Ratify Auditors                         For       For          Management
2.1   Elect Director Michael J. Kistner       For       For          Management
2.2   Elect Director Michael R. Whitley       For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

DOMINION RESOURCES, INC.

Ticker:       D              Security ID:  25746U109
Meeting Date: MAY 03, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William P. Barr          For       For          Management
1.2   Elect Director Peter W. Brown           For       For          Management
1.3   Elect Director Helen E. Dragas          For       For          Management
1.4   Elect Director James O. Ellis, Jr.      For       For          Management
1.5   Elect Director Thomas F. Farrell, II    For       For          Management
1.6   Elect Director John W. Harris           For       For          Management
1.7   Elect Director Robert S. Jepson, Jr.    For       For          Management
1.8   Elect Director Mark J. Kington          For       For          Management
1.9   Elect Director Pamela J. Royal          For       For          Management
1.10  Elect Director Robert H. Spilman, Jr.   For       For          Management
1.11  Elect Director Michael E. Szymanczyk    For       For          Management
1.12  Elect Director David A. Wollard         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Provide Right to Call Special Meeting   For       For          Management
5     Report on Coal Use from Mountaintop     Against   Against      Shareholder
      Removal Mining
6     Include Sustainability as a             Against   Against      Shareholder
      Performance Measure for Senior
      Executive Compensation
7     Minimize Pool Storage of Spent Nuclear  Against   Against      Shareholder
      Fuel
8     Report on Financial Risks of Climate    Against   Against      Shareholder
      Change


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

DTE ENERGY COMPANY

Ticker:       DTE            Security ID:  233331107
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gerard M. Anderson       For       For          Management
1.2   Elect Director David A. Brandon         For       For          Management
1.3   Elect Director Charles G. McClure, Jr.  For       For          Management
1.4   Elect Director Gail J. McGovern         For       For          Management
1.5   Elect Director James B. Nicholson       For       For          Management
1.6   Elect Director Charles W. Pryor, Jr.    For       For          Management
1.7   Elect Director Ruth G. Shaw             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Political Contributions       Against   Against      Shareholder


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

DUKE ENERGY CORPORATION

Ticker:       DUK            Security ID:  26441C204
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William Barnet, III      For       For          Management
1.2   Elect Director G. Alex Bernhardt, Sr.   For       For          Management
1.3   Elect Director Michael G. Browning      For       For          Management
1.4   Elect Director Harris E. DeLoach, Jr.   For       For          Management
1.5   Elect Director Daniel R. DiMicco        For       For          Management
1.6   Elect Director John H. Forsgren         For       For          Management
1.7   Elect Director Ann Maynard Gray         For       For          Management
1.8   Elect Director James H. Hance, Jr.      For       For          Management
1.9   Elect Director John T. Herron           For       For          Management
1.10  Elect Director James B. Hyler, Jr.      For       For          Management
1.11  Elect Director E. Marie McKee           For       For          Management
1.12  Elect Director E. James Reinsch         For       For          Management
1.13  Elect Director James T. Rhodes          For       For          Management
1.14  Elect Director James E. Rogers          For       For          Management
1.15  Elect Director Carlos A. Saladrigas     For       For          Management
1.16  Elect Director Philip R. Sharp          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Executive Incentive Bonus Plan    For       For          Management
5     Provide Right to Act by Written Consent Against   Against      Shareholder
6     Require a Majority Vote for the         Against   Against      Shareholder
      Election of Directors


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

ENBRIDGE INC.

Ticker:       ENB            Security ID:  29250N105
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David A. Arledge         For       For          Management
1.2   Elect Director James J. Blanchard       For       For          Management
1.3   Elect Director J. Lorne Braithwaite     For       For          Management
1.4   Elect Director J. Herb England          For       For          Management
1.5   Elect Director Charles W. Fischer       For       For          Management
1.6   Elect Director V. Maureen Kempston      For       For          Management
      Darkes
1.7   Elect Director David A. Leslie          For       For          Management
1.8   Elect Director Al Monaco                For       For          Management
1.9   Elect Director George K. Petty          For       For          Management
1.10  Elect Director Charles E. Shultz        For       For          Management
1.11  Elect Director Dan C. Tutcher           For       For          Management
1.12  Elect Director Catherine L. Williams    For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote on Executive              For       For          Management
      Compensation Approach


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

ENERGEN CORPORATION

Ticker:       EGN            Security ID:  29265N108
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director T. Michael Goodrich      For       For          Management
1.2   Elect Director Jay Grinney              For       For          Management
1.3   Elect Director Frances Powell Hawes     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Executive Incentive Bonus Plan    For       For          Management
5     Declassify the Board of Directors       For       For          Management


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

ENTERGY CORPORATION

Ticker:       ETR            Security ID:  29364G103
Meeting Date: MAY 03, 2013   Meeting Type: Annual
Record Date:  MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Maureen Scannell Bateman For       For          Management
1b    Elect Director L.P. Denault             For       For          Management
1c    Elect Director Gary W. Edwards          For       For          Management
1d    Elect Director Alexis M. Herman         For       For          Management
1e    Elect Director Donald C. Hintz          For       For          Management
1f    Elect Director Stuart L. Levenick       For       For          Management
1g    Elect Director Blanche L. Lincoln       For       For          Management
1h    Elect Director Stewart C. Myers         For       For          Management
1i    Elect Director W.J. Tauzin              For       For          Management
1j    Elect Director Steven V. Wilkinson      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   Against      Shareholder
5     Minimize Pool Storage of Spent Nuclear  Against   Against      Shareholder
      Fuel


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

EQT CORPORATION

Ticker:       EQT            Security ID:  26884L109
Meeting Date: APR 17, 2013   Meeting Type: Annual
Record Date:  FEB 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Vicky A. Bailey          For       For          Management
1.2   Elect Director Kenneth M. Burke         For       For          Management
1.3   Elect Director George L. Miles, Jr.     For       For          Management
1.4   Elect Director Stephen A. Thorington    For       For          Management
2     Declassify the Board of Directors       For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management
5     Report on Feasibility of Prohibiting    Against   Against      Shareholder
      Political Contributions


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

EXELON CORPORATION

Ticker:       EXC            Security ID:  30161N101
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Anthony K. Anderson      For       For          Management
1b    Elect Director Ann C. Berzin            For       For          Management
1c    Elect Director John A. Canning, Jr.     For       For          Management
1d    Elect Director Christopher M. Crane     For       For          Management
1e    Elect Director Yves C. de Balmann       For       For          Management
1f    Elect Director Nicholas DeBenedictis    For       For          Management
1g    Elect Director Nelson A. Diaz           For       For          Management
1h    Elect Director Sue L. Gin               For       For          Management
1i    Elect Director Paul L. Joskow           For       For          Management
1j    Elect Director Robert J. Lawless        For       For          Management
1k    Elect Director Richard W. Mies          For       For          Management
1l    Elect Director William C. Richardson    For       For          Management
1m    Elect Director Thomas J. Ridge          For       For          Management
1n    Elect Director John W. Rogers, Jr.      For       For          Management
1o    Elect Director Mayo A. Shattuck, III    For       For          Management
1p    Elect Director Stephen D. Steinour      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan


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

GAS NATURAL INC.

Ticker:       EGAS           Security ID:  367204104
Meeting Date: MAR 01, 2013   Meeting Type: Annual
Record Date:  OCT 17, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director W.E. 'Gene' Argo         For       For          Management
1.2   Elect Director Wade F. Brooksby         For       For          Management
1.3   Elect Director Nicholas U. Fedeli       For       For          Management
1.4   Elect Director John R. 'Jack' Male      For       For          Management
1.5   Elect Director Gregory J. Osborne       For       For          Management
1.6   Elect Director Richard M. Osborne       For       For          Management
1.7   Elect Director Thomas J. Smith          For       For          Management
1.8   Elect Director Michael T. Victor        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management
4     Approve Outside Director Stock Awards   For       For          Management
      in Lieu of Cash
5     Approve Acquisition of John D.          For       For          Management
      Marketing
6     Issue Shares in Connection with         For       For          Management
      Acquisition
7     Adjourn Meeting                         For       For          Management


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

GAS NATURAL INC.

Ticker:       EGAS           Security ID:  367204104
Meeting Date: JUN 26, 2013   Meeting Type: Annual
Record Date:  APR 29, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director W.E. 'Gene' Argo         For       For          Management
1.2   Elect Director Wade F. Brooksby         For       For          Management
1.3   Elect Director John R. 'Jack' Male      For       For          Management
1.4   Elect Director Gregory J. Osborne       For       For          Management
1.5   Elect Director Richard M. Osborne       For       For          Management
1.6   Elect Director Thomas J. Smith          For       For          Management
1.7   Elect Director Michael T. Victor        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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

INTEGRYS ENERGY GROUP, INC.

Ticker:       TEG            Security ID:  45822P105
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William J. Brodsky       For       For          Management
1.2   Elect Director Albert J. Budney, Jr.    For       For          Management
1.3   Elect Director Ellen Carnahan           For       For          Management
1.4   Elect Director Michelle L. Collins      For       For          Management
1.5   Elect Director Kathryn M.               For       For          Management
      Hasselblad-Pascale
1.6   Elect Director John W. Higgins          For       For          Management
1.7   Elect Director Paul W. Jones            For       For          Management
1.8   Elect Director Holly Keller Koeppel     For       For          Management
1.9   Elect Director Michael E. Lavin         For       For          Management
1.10  Elect Director William F. Protz, Jr.    For       For          Management
1.11  Elect Director Charles A. Schrock       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

KINDER MORGAN, INC.

Ticker:       KMI            Security ID:  49456B101
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard D. Kinder        For       For          Management
1.2   Elect Director C. Park Shaper           For       For          Management
1.3   Elect Director Steven J. Kean           For       For          Management
1.4   Elect Director Anthony W. Hall, Jr.     For       For          Management
1.5   Elect Director Deborah A. Macdonald     For       For          Management
1.6   Elect Director Michael Miller           For       For          Management
1.7   Elect Director Michael C. Morgan        For       For          Management
1.8   Elect Director Fayez Sarofim            For       For          Management
1.9   Elect Director Joel V. Staff            For       For          Management
1.10  Elect Director John Stokes              For       For          Management
1.11  Elect Director Robert F. Vagt           For       For          Management
2     Ratify Auditors                         For       For          Management


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

MDU RESOURCES GROUP, INC.

Ticker:       MDU            Security ID:  552690109
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas Everist           For       For          Management
1.2   Elect Director Karen B. Fagg            For       For          Management
1.3   Elect Director David L. Goodin          For       For          Management
1.4   Elect Director A. Bart Holaday          For       For          Management
1.5   Elect Director Dennis W. Johnson        For       For          Management
1.6   Elect Director Thomas C. Knudson        For       For          Management
1.7   Elect Director Patricia L. Moss         For       For          Management
1.8   Elect Director Harry J. Pearce          For       For          Management
1.9   Elect Director J. Kent Wells            For       For          Management
1.10  Elect Director John K. Wilson           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

MGE ENERGY, INC.

Ticker:       MGEE           Security ID:  55277P104
Meeting Date: MAY 21, 2013   Meeting Type: Annual
Record Date:  MAR 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director F. Curtis Hastings       For       For          Management
1.2   Elect Director James L. Possin          For       For          Management
1.3   Elect Director Mark D. Bugher           For       For          Management
2     Ratify Auditors                         For       For          Management


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

NATIONAL FUEL GAS COMPANY

Ticker:       NFG            Security ID:  636180101
Meeting Date: MAR 07, 2013   Meeting Type: Annual
Record Date:  JAN 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David C. Carroll         For       For          Management
1.2   Elect Director Craig G. Matthews        For       For          Management
1.3   Elect Director David F. Smith           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

NEW JERSEY RESOURCES CORPORATION

Ticker:       NJR            Security ID:  646025106
Meeting Date: JAN 23, 2013   Meeting Type: Annual
Record Date:  NOV 27, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Lawrence R. Codey        For       For          Management
1.2   Elect Director Laurence M. Downes       For       For          Management
1.3   Elect Director Robert B. Evans          For       For          Management
1.4   Elect Director Alfred C. Koeppe         For       For          Management
1.5   Elect Director Sharon C. Taylor         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Amend Omnibus Stock Plan                For       For          Management


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

NISOURCE INC.

Ticker:       NI             Security ID:  65473P105
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard A. Abdoo         For       For          Management
1.2   Elect Director Aristides S. Candris     For       For          Management
1.3   Elect Director Sigmund L. Cornelius     For       For          Management
1.4   Elect Director Michael E. Jesanis       For       For          Management
1.5   Elect Director Marty R. Kittrell        For       For          Management
1.6   Elect Director W. Lee Nutter            For       For          Management
1.7   Elect Director Deborah S. Parker        For       For          Management
1.8   Elect Director Robert C. Skaggs, Jr.    For       For          Management
1.9   Elect Director Teresa A. Taylor         For       For          Management
1.10  Elect Director Richard L. Thompson      For       For          Management
1.11  Elect Director Carolyn Y. Woo           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Provide Right to Act by Written Consent Against   Against      Shareholder
5     Adopt Compensation Benchmarking Policy  Against   Against      Shareholder


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

NORTHEAST UTILITIES

Ticker:       NU             Security ID:  664397106
Meeting Date: OCT 31, 2012   Meeting Type: Annual
Record Date:  SEP 04, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard H. Booth         For       For          Management
1.2   Elect Director John S. Clarkeson        For       For          Management
1.3   Elect Director Cotton M. Cleveland      For       For          Management
1.4   Elect Director Sanford Cloud, Jr.       For       For          Management
1.5   Elect Director James S. DiStasio        For       For          Management
1.6   Elect Director Francis A. Doyle         For       For          Management
1.7   Elect Director Charles K. Gifford       For       For          Management
1.8   Elect Director Paul A. La Camera        For       For          Management
1.9   Elect Director Kenneth R. Leibler       For       For          Management
1.10  Elect Director Thomas J. May            For       For          Management
1.11  Elect Director Charles W. Shivery       For       For          Management
1.12  Elect Director William C. Van Faasen    For       For          Management
1.13  Elect Director Frederica M. Williams    For       For          Management
1.14  Elect Director Dennis R. Wraase         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management


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

NORTHEAST UTILITIES

Ticker:       NU             Security ID:  664397106
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard H. Booth         For       For          Management
1.2   Elect Director John S. Clarkeson        For       For          Management
1.3   Elect Director Cotton M. Cleveland      For       For          Management
1.4   Elect Director Sanford Cloud, Jr.       For       For          Management
1.5   Elect Director James S. DiStasio        For       For          Management
1.6   Elect Director Francis A. Doyle         For       For          Management
1.7   Elect Director Charles K. Gifford       For       For          Management
1.8   Elect Director Paul A. La Camera        For       For          Management
1.9   Elect Director Kenneth R. Leibler       For       For          Management
1.10  Elect Director Thomas J. May            For       For          Management
1.11  Elect Director Charles W. Shivery       For       For          Management
1.12  Elect Director William C. Van Faasen    For       For          Management
1.13  Elect Director Frederica M. Williams    For       For          Management
1.14  Elect Director Dennis R. Wraase         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

NORTHWEST NATURAL GAS COMPANY

Ticker:       NWN            Security ID:  667655104
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Tod R. Hamachek          For       For          Management
1.2   Elect Director Jane L. Peverett         For       For          Management
1.3   Elect Director Kenneth Thrasher         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

NORTHWESTERN CORPORATION

Ticker:       NWE            Security ID:  668074305
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stephen P. Adik          For       For          Management
1.2   Elect Director Dorothy M. Bradley       For       For          Management
1.3   Elect Director E. Linn Draper, Jr.      For       For          Management
1.4   Elect Director Dana J. Dykhouse         For       For          Management
1.5   Elect Director Julia L. Johnson         For       For          Management
1.6   Elect Director Philip L. Maslowe        For       For          Management
1.7   Elect Director Denton Louis Peoples     For       For          Management
1.8   Elect Director Robert C. Rowe           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

NV ENERGY, INC.

Ticker:       NVE            Security ID:  67073Y106
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Joseph B. Anderson, Jr.  For       For          Management
1b    Elect Director Glenn C. Christenson     For       For          Management
1c    Elect Director Susan F. Clark           For       For          Management
1d    Elect Director Stephen E. Frank         For       For          Management
1e    Elect Director Brian J. Kennedy         For       For          Management
1f    Elect Director Maureen T. Mullarkey     For       For          Management
1g    Elect Director John F. O'Reilly         For       For          Management
1h    Elect Director Philip G. Satre          For       For          Management
1i    Elect Director Donald D. Snyder         For       For          Management
1j    Elect Director Michael W. Yackira       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management


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

ONEOK, INC.

Ticker:       OKE            Security ID:  682680103
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James C. Day             For       For          Management
1.2   Elect Director Julie H. Edwards         For       For          Management
1.3   Elect Director William L. Ford          For       For          Management
1.4   Elect Director John W. Gibson           For       For          Management
1.5   Elect Director Bert H. Mackie           For       For          Management
1.6   Elect Director Steven J. Malcolm        For       For          Management
1.7   Elect Director Jim W. Mogg              For       For          Management
1.8   Elect Director Pattye L. Moore          For       For          Management
1.9   Elect Director Gary D. Parker           For       For          Management
1.10  Elect Director Eduardo A. Rodriguez     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Report on Methane Emissions             Against   Against      Shareholder


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

PEPCO HOLDINGS, INC.

Ticker:       POM            Security ID:  713291102
Meeting Date: MAY 17, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jack B. Dunn, IV         For       For          Management
1.2   Elect Director H. Russell Frisby, Jr.   For       For          Management
1.3   Elect Director Terence C. Golden        For       For          Management
1.4   Elect Director Patrick T. Harker        For       For          Management
1.5   Elect Director Frank O. Heintz          For       For          Management
1.6   Elect Director Barbara J. Krumsiek      For       For          Management
1.7   Elect Director George F. MacCormack     For       For          Management
1.8   Elect Director Lawrence C. Nussdorf     For       For          Management
1.9   Elect Director Patricia A. Oelrich      For       For          Management
1.10  Elect Director Joseph M. Rigby          For       For          Management
1.11  Elect Director Frank K. Ross            For       For          Management
1.12  Elect Director Pauline A. Schneider     For       For          Management
1.13  Elect Director Lester P. Silverman      For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

PG&E CORPORATION

Ticker:       PCG            Security ID:  69331C108
Meeting Date: MAY 06, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David R. Andrews         For       For          Management
1.2   Elect Director Lewis Chew               For       For          Management
1.3   Elect Director C. Lee Cox               For       For          Management
1.4   Elect Director Anthony F. Earley, Jr.   For       For          Management
1.5   Elect Director Fred J. Fowler           For       For          Management
1.6   Elect Director Maryellen C. Herringer   For       For          Management
1.7   Elect Director Roger H. Kimmel          For       For          Management
1.8   Elect Director Richard A. Meserve       For       For          Management
1.9   Elect Director Forrest E. Miller        For       For          Management
1.10  Elect Director Rosendo G. Parra         For       For          Management
1.11  Elect Director Barbara L. Rambo         For       For          Management
1.12  Elect Director Barry Lawson Williams    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Require Independent Board Chairman      Against   Against      Shareholder


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

PIEDMONT NATURAL GAS COMPANY, INC.

Ticker:       PNY            Security ID:  720186105
Meeting Date: MAR 06, 2013   Meeting Type: Annual
Record Date:  JAN 02, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Frankie T. Jones, Sr.    For       For          Management
1.2   Elect Director Vicki McElreath          For       For          Management
1.3   Elect Director Thomas E. Skains         For       For          Management
1.4   Elect Director Phillip D. Wright        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

PPL CORPORATION

Ticker:       PPL            Security ID:  69351T106
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Frederick M. Bernthal    For       For          Management
1.2   Elect Director John W. Conway           For       For          Management
1.3   Elect Director Philip G. Cox            For       For          Management
1.4   Elect Director Steven G. Elliott        For       For          Management
1.5   Elect Director Louise K. Goeser         For       For          Management
1.6   Elect Director Stuart E. Graham         For       For          Management
1.7   Elect Director Stuart Heydt             For       For          Management
1.8   Elect Director Raja Rajamannar          For       For          Management
1.9   Elect Director Craig A. Rogerson        For       For          Management
1.10  Elect Director William H. Spence        For       For          Management
1.11  Elect Director Natica von Althann       For       For          Management
1.12  Elect Director Keith H. Williamson      For       For          Management
2     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Report on Political Contributions       Against   Against      Shareholder


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

PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

Ticker:       PEG            Security ID:  744573106
Meeting Date: APR 16, 2013   Meeting Type: Annual
Record Date:  FEB 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Albert R. Gamper, Jr.    For       For          Management
1.2   Elect Director William V. Hickey        For       For          Management
1.3   Elect Director Ralph Izzo               For       For          Management
1.4   Elect Director Shirley Ann Jackson      For       For          Management
1.5   Elect Director David Lilley             For       For          Management
1.6   Elect Director Thomas A. Renyi          For       For          Management
1.7   Elect Director Hak Cheol Shin           For       For          Management
1.8   Elect Director Richard J. Swift         For       For          Management
1.9   Elect Director Susan Tomasky            For       For          Management
1.10  Elect Director Alfred W. Zollar         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Nonqualified Employee Stock       For       For          Management
      Purchase Plan
5     Ratify Auditors                         For       For          Management
6     Reduce Supermajority Vote Requirement   Against   Against      Shareholder


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

QUESTAR CORPORATION

Ticker:       STR            Security ID:  748356102
Meeting Date: MAY 10, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Teresa Beck              For       For          Management
1b    Elect Director R. D. Cash               For       For          Management
1c    Elect Director Laurence M. Downes       For       For          Management
1d    Elect Director Christopher A. Helms     For       For          Management
1e    Elect Director Ronald W. Jibson         For       For          Management
1f    Elect Director Keith O. Rattie          For       For          Management
1g    Elect Director Harris H. Simmons        For       For          Management
1h    Elect Director Bruce A. Williamson      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

RGC RESOURCES, INC.

Ticker:       RGCO           Security ID:  74955L103
Meeting Date: FEB 04, 2013   Meeting Type: Annual
Record Date:  NOV 27, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Abney S. Boxley, III     For       For          Management
1.2   Elect Director S. Frank Smith           For       For          Management
1.3   Elect Director John B. Williamson, III  For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Stock Option Plan                 For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

SCANA CORPORATION

Ticker:       SCG            Security ID:  80589M102
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kevin B. Marsh           For       Did Not Vote Management
1.2   Elect Director Joshua W. Martin, III    For       Did Not Vote Management
1.3   Elect Director James M. Micali          For       Did Not Vote Management
1.4   Elect Director Harold C. Stowe          For       Did Not Vote Management
2     Ratify Auditors                         For       Did Not Vote Management
3     Declassify the Board of Directors       None      Did Not Vote Shareholder


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

SEMPRA ENERGY

Ticker:       SRE            Security ID:  816851109
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alan L. Boeckmann        For       For          Management
1.2   Elect Director James G. Brocksmith, Jr. For       For          Management
1.3   Elect Director William D. Jones         For       For          Management
1.4   Elect Director William G. Ouchi         For       For          Management
1.5   Elect Director Debra L. Reed            For       For          Management
1.6   Elect Director William C. Rusnack       For       For          Management
1.7   Elect Director William P. Rutledge      For       For          Management
1.8   Elect Director Lynn Schenk              For       For          Management
1.9   Elect Director Jack T. Taylor           For       For          Management
1.10  Elect Director Luis M. Tellez           For       For          Management
1.11  Elect Director James C. Yardley         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management
5     Require Independent Board Chairman      Against   Against      Shareholder


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

SOUTH JERSEY INDUSTRIES, INC.

Ticker:       SJI            Security ID:  838518108
Meeting Date: APR 19, 2013   Meeting Type: Annual
Record Date:  FEB 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sarah M. Barpoulis       For       For          Management
1.2   Elect Director Thomas A. Bracken        For       For          Management
1.3   Elect Director Keith S. Campbell        For       For          Management
1.4   Elect Director Sheila Hartnett-Devlin   For       For          Management
1.5   Elect Director Victor A. Fortkiewicz    For       For          Management
1.6   Elect Director Edward J. Graham         For       For          Management
1.7   Elect Director Walter M. Higgins, III   For       For          Management
1.8   Elect Director Sunita Holzer            For       For          Management
1.9   Elect Director Joseph H. Petrowski      For       For          Management
1.10  Elect Director Frank L. Sims            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

SOUTHWEST GAS CORPORATION

Ticker:       SWX            Security ID:  844895102
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert L. Boughner       For       For          Management
1.2   Elect Director Jose A. Cardenas         For       For          Management
1.3   Elect Director Thomas E. Chestnut       For       For          Management
1.4   Elect Director Stephen C. Comer         For       For          Management
1.5   Elect Director Leroy C. Hanneman, Jr.   For       For          Management
1.6   Elect Director Michael O. Maffie        For       For          Management
1.7   Elect Director Anne L. Mariucci         For       For          Management
1.8   Elect Director Michael J. Melarkey      For       For          Management
1.9   Elect Director Jeffrey W. Shaw          For       For          Management
1.10  Elect Director A. Randall Thoman        For       For          Management
1.11  Elect Director Thomas A. Thomas         For       For          Management
1.12  Elect Director Terrence L. Wright       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

SPECTRA ENERGY CORP

Ticker:       SE             Security ID:  847560109
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director William T. Esrey         For       For          Management
1b    Elect Director Gregory L. Ebel          For       For          Management
1c    Elect Director Austin A. Adams          For       For          Management
1d    Elect Director Joseph Alvarado          For       For          Management
1e    Elect Director Pamela L. Carter         For       For          Management
1f    Elect Director F. Anthony Comper        For       For          Management
1g    Elect Director Peter B. Hamilton        For       For          Management
1h    Elect Director Dennis R. Hendrix        For       For          Management
1i    Elect Director Michael McShane          For       For          Management
1j    Elect Director Michael G. Morris        For       For          Management
1k    Elect Director Michael E.J. Phelps      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   Against      Shareholder
5     Report on Methane Emissions             Against   Against      Shareholder


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

TECO ENERGY, INC.

Ticker:       TE             Security ID:  872375100
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  FEB 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John B. Ramil            For       For          Management
1.2   Elect Director Tom L. Rankin            For       For          Management
1.3   Elect Director William D. Rockford      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend EEO Policy to Prohibit            Against   Against      Shareholder
      Discrimination based on Sexual
      Orientation and Gender Identity


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

THE EMPIRE DISTRICT ELECTRIC COMPANY

Ticker:       EDE            Security ID:  291641108
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ross C. Hartley          For       For          Management
1.2   Elect Director Herbert J. Schmidt       For       For          Management
1.3   Elect Director C. James Sullivan        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Energy Efficiency             Against   Against      Shareholder


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

THE LACLEDE GROUP, INC.

Ticker:       LG             Security ID:  505597104
Meeting Date: JAN 31, 2013   Meeting Type: Annual
Record Date:  NOV 26, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Brenda D. Newberry       For       For          Management
1.2   Elect Director Suzanne Sitherwood       For       For          Management
1.3   Elect Director Mary Ann Van Lokeren     For       For          Management
2     Ratify Auditors                         For       For          Management


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

THE WILLIAMS COMPANIES, INC.

Ticker:       WMB            Security ID:  969457100
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alan S. Armstrong        For       For          Management
1.2   Elect Director Joseph R. Cleveland      For       For          Management
1.3   Elect Director Kathleen B. Cooper       For       For          Management
1.4   Elect Director John A. Hagg             For       For          Management
1.5   Elect Director Juanita H. Hinshaw       For       For          Management
1.6   Elect Director Ralph Izzo               For       For          Management
1.7   Elect Director Frank T. MacInnis        For       For          Management
1.8   Elect Director Steven W. Nance          For       For          Management
1.9   Elect Director Murray D. Smith          For       For          Management
1.10  Elect Director Janice D. Stoney         For       For          Management
1.11  Elect Director Laura A. Sugg            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

TRANSCANADA CORPORATION

Ticker:       TRP            Security ID:  89353D107
Meeting Date: APR 26, 2013   Meeting Type: Annual/Special
Record Date:  FEB 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kevin E. Benson          For       For          Management
1.2   Elect Director Derek H. Burney          For       For          Management
1.3   Elect Director Paule Gauthier           For       For          Management
1.4   Elect Director Russell K. Girling       For       For          Management
1.5   Elect Director S. Barry Jackson         For       For          Management
1.6   Elect Director Paul L. Joskow           For       For          Management
1.7   Elect Director Paula Rosput Reynolds    For       For          Management
1.8   Elect Director Mary Pat Salomone        For       For          Management
1.9   Elect Director W. Thomas Stephens       For       For          Management
1.10  Elect Director D. Michael G. Stewart    For       For          Management
1.11  Elect Director Richard E. Waugh         For       For          Management
2     Approve KPMG LLP as Auditors and        For       For          Management
      Authorize Board to Fix Their
      Remuneration
3     Amend Stock Option Plan                 For       For          Management
4     Approve Shareholder Rights Plan         For       For          Management
5     Advisory Vote on Executive              For       For          Management
      Compensation Approach


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

UGI CORPORATION

Ticker:       UGI            Security ID:  902681105
Meeting Date: JAN 24, 2013   Meeting Type: Annual
Record Date:  NOV 13, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Lon R. Greenberg         For       For          Management
1.2   Elect Director Marvin O. Schlanger      For       For          Management
1.3   Elect Director Anne Pol                 For       For          Management
1.4   Elect Director Ernest E. Jones          For       For          Management
1.5   Elect Director John L. Walsh            For       For          Management
1.6   Elect Director Roger B. Vincent         For       For          Management
1.7   Elect Director M. Shawn Puccio          For       For          Management
1.8   Elect Director Richard W. Gochnauer     For       For          Management
1.9   Elect Director Frank S. Hermance        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management


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

UIL HOLDINGS CORPORATION

Ticker:       UIL            Security ID:  902748102
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thelma R. Albright       For       For          Management
1.2   Elect Director Arnold L. Chase          For       For          Management
1.3   Elect Director Betsy Henley-Cohn        For       For          Management
1.4   Elect Director Suedeen G. Kelly         For       For          Management
1.5   Elect Director John L. Lahey            For       For          Management
1.6   Elect Director Daniel J. Miglio         For       For          Management
1.7   Elect Director William F. Murdy         For       For          Management
1.8   Elect Director William B. Plummer       For       For          Management
1.9   Elect Director Donald R. Shassian       For       For          Management
1.10  Elect Director James P. Torgerson       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management


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

UNITIL CORPORATION

Ticker:       UTL            Security ID:  913259107
Meeting Date: APR 18, 2013   Meeting Type: Annual
Record Date:  FEB 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Lisa Crutchfield         For       For          Management
1.2   Elect Director Edward F. Godfrey        For       For          Management
1.3   Elect Director Eben S. Moulton          For       For          Management
1.4   Elect Director David A. Whiteley        For       For          Management
2     Ratify Auditors                         For       For          Management


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

UNS ENERGY CORPORATION

Ticker:       UNS            Security ID:  903119105
Meeting Date: MAY 03, 2013   Meeting Type: Annual
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Paul J. Bonavia          For       For          Management
1.2   Elect Director Lawrence J. Aldrich      For       For          Management
1.3   Elect Director Barbara M. Baumann       For       For          Management
1.4   Elect Director Larry W. Bickle          For       For          Management
1.5   Elect Director Robert A. Elliott        For       For          Management
1.6   Elect Director Daniel W.L. Fessler      For       For          Management
1.7   Elect Director Louise L. Francesconi    For       For          Management
1.8   Elect Director Ramiro G. Peru           For       For          Management
1.9   Elect Director Gregory A. Pivirotto     For       For          Management
1.10  Elect Director Joaquin Ruiz             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

VECTREN CORPORATION

Ticker:       VVC            Security ID:  92240G101
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Carl L. Chapman          For       For          Management
1.2   Elect Director James H.                 For       For          Management
      DeGraffenreidt, Jr.
1.3   Elect Director Niel C. Ellerbrook       For       For          Management
1.4   Elect Director John D. Engelbrecht      For       For          Management
1.5   Elect Director Anton H. George          For       For          Management
1.6   Elect Director Martin C. Jischke        For       For          Management
1.7   Elect Director Robert G. Jones          For       For          Management
1.8   Elect Director J. Timothy McGinley      For       For          Management
1.9   Elect Director R. Daniel Sadlier        For       For          Management
1.10  Elect Director Michael L. Smith         For       For          Management
1.11  Elect Director Jean L. Wojtowicz        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Require Independent Board Chairman      Against   Against      Shareholder


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

WGL HOLDINGS, INC.

Ticker:       WGL            Security ID:  92924F106
Meeting Date: MAR 07, 2013   Meeting Type: Annual
Record Date:  JAN 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael D. Barnes        For       For          Management
1.2   Elect Director George P. Clancy, Jr.    For       For          Management
1.3   Elect Director James W. Dyke, Jr.       For       For          Management
1.4   Elect Director Melvyn J. Estrin         For       For          Management
1.5   Elect Director Nancy C. Floyd           For       For          Management
1.6   Elect Director James F. Lafond          For       For          Management
1.7   Elect Director Debra L. Lee             For       For          Management
1.8   Elect Director Terry D. McCallister     For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

WISCONSIN ENERGY CORPORATION

Ticker:       WEC            Security ID:  976657106
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  FEB 21, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John F. Bergstrom        For       For          Management
1.2   Elect Director Barbara L. Bowles        For       For          Management
1.3   Elect Director Patricia W. Chadwick     For       For          Management
1.4   Elect Director Curt S. Culver           For       For          Management
1.5   Elect Director Thomas J. Fischer        For       For          Management
1.6   Elect Director Gale E. Klappa           For       For          Management
1.7   Elect Director Henry W. Knueppel        For       For          Management
1.8   Elect Director Ulice Payne, Jr.         For       For          Management
1.9   Elect Director Mary Ellen Stanek        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

XCEL ENERGY INC.

Ticker:       XEL            Security ID:  98389B100
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Gail Koziara Boudreaux   For       For          Management
1b    Elect Director Fredric W. Corrigan      For       For          Management
1c    Elect Director Richard K. Davis         For       For          Management
1d    Elect Director Benjamin G.S. Fowke, III For       For          Management
1e    Elect Director Albert F. Moreno         For       For          Management
1f    Elect Director Richard T. O'Brien       For       For          Management
1g    Elect Director Christopher J.           For       For          Management
      Policinski
1h    Elect Director A. Patricia Sampson      For       For          Management
1i    Elect Director James J. Sheppard        For       For          Management
1j    Elect Director David A. Westerlund      For       For          Management
1k    Elect Director Kim Williams             For       For          Management
1l    Elect Director Timothy V. Wolf          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Require Independent Board Chairman      Against   Against      Shareholder




====================== Hennessy Large Cap Financial Fund =======================


AMERICAN EXPRESS COMPANY

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

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


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

AMERICAN INTERNATIONAL GROUP, INC.

Ticker:       AIG            Security ID:  026874784
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Robert H. Benmosche      For       For          Management
1b    Elect Director W. Don Cornwell          For       For          Management
1c    Elect Director John H. Fitzpatrick      For       For          Management
1d    Elect Director William G. Jurgensen     For       For          Management
1e    Elect Director Christopher S. Lynch     For       For          Management
1f    Elect Director Arthur C. Martinez       For       For          Management
1g    Elect Director George L. Miles, Jr.     For       For          Management
1h    Elect Director Henry S. Miller          For       For          Management
1i    Elect Director Robert S. Miller         For       For          Management
1j    Elect Director Suzanne Nora Johnson     For       For          Management
1k    Elect Director Ronald A. Rittenmeyer    For       For          Management
1l    Elect Director Douglas M. Steenland     For       For          Management
1m    Elect Director Theresa M. Stone         For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
5     Ratify Auditors                         For       For          Management
6     Limit Total Number of Boards on Which   Against   Against      Shareholder
      Company Directors May Serve


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

BANK OF AMERICA CORPORATION

Ticker:       BAC            Security ID:  060505104
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sharon L. Allen          For       For          Management
1.2   Elect Director Susan S. Bies            For       For          Management
1.3   Elect Director Jack O. Bovender, Jr.    For       For          Management
1.4   Elect Director Frank P. Bramble, Sr.    For       For          Management
1.5   Elect Director Arnold W. Donald         For       For          Management
1.6   Elect Director Charles K. Gifford       For       For          Management
1.7   Elect Director Charles O. Holliday, Jr. For       For          Management
1.8   Elect Director Linda P. Hudson          For       For          Management
1.9   Elect Director Monica C. Lozano         For       For          Management
1.10  Elect Director Thomas J. May            For       For          Management
1.11  Elect Director Brian T. Moynihan        For       For          Management
1.12  Elect Director Lionel L. Nowell, III    For       For          Management
1.13  Elect Director R. David Yost            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Political Contributions       Against   Against      Shareholder
5     Adopt Proxy Access Right                Against   Against      Shareholder
6     Amend Bylaw to Limit Multiple Board     Against   Against      Shareholder
      Service
7     Report on Feasibility of Prohibiting    Against   Against      Shareholder
      Political Contributions
8     Review Fair Housing and Fair Lending    Against   Against      Shareholder
      Compliance


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

CAPITAL ONE FINANCIAL CORPORATION

Ticker:       COF            Security ID:  14040H105
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Richard D. Fairbank      For       For          Management
1b    Elect Director W. Ronald Dietz          For       For          Management
1c    Elect Director Lewis Hay, III           For       For          Management
1d    Elect Director Benjamin P. Jenkins, III For       For          Management
1e    Elect Director Peter E. Raskind         For       For          Management
1f    Elect Director Mayo A. Shattuck, III    For       For          Management
1g    Elect Director Bradford H. Warner       For       For          Management
1h    Elect Director Catherine G. West        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4a    Reduce Supermajority Vote Requirement   For       For          Management
4b    Reduce Supermajority Vote Requirement   For       For          Management
4c    Reduce Supermajority Vote Requirement   For       For          Management


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

CIT GROUP INC.

Ticker:       CIT            Security ID:  125581801
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director John A. Thain            For       For          Management
1b    Elect Director Michael J. Embler        For       For          Management
1c    Elect Director William M. Freeman       For       For          Management
1d    Elect Director David M. Moffett         For       For          Management
1e    Elect Director R. Brad Oates            For       For          Management
1f    Elect Director Marianne Miller Parrs    For       For          Management
1g    Elect Director Gerald Rosenfeld         For       For          Management
1h    Elect Director John R. Ryan             For       For          Management
1i    Elect Director Seymour Sternberg        For       For          Management
1j    Elect Director Peter J. Tobin           For       For          Management
1k    Elect Director Laura S. Unger           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

CITIGROUP INC.

Ticker:       C              Security ID:  172967424
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Michael L. Corbat        For       For          Management
1b    Elect Director Franz B. Humer           For       For          Management
1c    Elect Director Robert L. Joss           For       For          Management
1d    Elect Director Michael E. O'Neill       For       For          Management
1e    Elect Director Judith Rodin             For       For          Management
1f    Elect Director Robert L. Ryan           For       For          Management
1g    Elect Director Anthony M. Santomero     For       For          Management
1h    Elect Director Joan E. Spero            For       For          Management
1i    Elect Director Diana L. Taylor          For       For          Management
1j    Elect Director William S. Thompson, Jr. For       For          Management
1k    Elect Director Ernesto Zedillo Ponce    For       For          Management
      de Leon
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Stock Retention/Holding Period          Against   Against      Shareholder
6     Report on Lobbying Payments and Policy  Against   Against      Shareholder
7     Amend Indemnifications Provisions       Against   Against      Shareholder


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

COMERICA INCORPORATED

Ticker:       CMA            Security ID:  200340107
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  FEB 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ralph W. Babb, Jr.       For       For          Management
1.2   Elect Director Roger A. Cregg           For       For          Management
1.3   Elect Director T. Kevin DeNicola        For       For          Management
1.4   Elect Director Jacqueline P. Kane       For       For          Management
1.5   Elect Director Richard G. Lindner       For       For          Management
1.6   Elect Director Alfred A. Piergallini    For       For          Management
1.7   Elect Director Robert S. Taubman        For       For          Management
1.8   Elect Director Reginald M. Turner, Jr.  For       For          Management
1.9   Elect Director Nina G. Vaca             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

DISCOVER FINANCIAL SERVICES

Ticker:       DFS            Security ID:  254709108
Meeting Date: APR 17, 2013   Meeting Type: Annual
Record Date:  FEB 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jeffrey S. Aronin        For       For          Management
1.2   Elect Director Mary K. Bush             For       For          Management
1.3   Elect Director Gregory C. Case          For       For          Management
1.4   Elect Director Cynthia A. Glassman      For       For          Management
1.5   Elect Director Richard H. Lenny         For       For          Management
1.6   Elect Director Thomas G. Maheras        For       For          Management
1.7   Elect Director Michael H. Moskow        For       For          Management
1.8   Elect Director David W. Nelms           For       For          Management
1.9   Elect Director E. Follin Smith          For       For          Management
1.10  Elect Director Mark A. Thierer          For       For          Management
1.11  Elect Director Lawrence A. Weinbach     For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

FIFTH THIRD BANCORP

Ticker:       FITB           Security ID:  316773100
Meeting Date: APR 16, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Darryl F. Allen          For       For          Management
1.2   Elect Director B. Evan Bayh, III        For       For          Management
1.3   Elect Director Ulysses L. Bridgeman,    For       For          Management
      Jr.
1.4   Elect Director Emerson L. Brumback      For       For          Management
1.5   Elect Director James P. Hackett         For       For          Management
1.6   Elect Director Gary R. Heminger         For       For          Management
1.7   Elect Director Jewell D. Hoover         For       For          Management
1.8   Elect Director William M. Isaac         For       For          Management
1.9   Elect Director Kevin T. Kabat           For       For          Management
1.10  Elect Director Mitchel D. Livingston    For       For          Management
1.11  Elect Director Michael B. McCallister   For       For          Management
1.12  Elect Director Hendrik G. Meijer        For       For          Management
1.13  Elect Director John J. Schiff, Jr.      For       For          Management
1.14  Elect Director Marsha C. Williams       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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

HUNTINGTON BANCSHARES INCORPORATED

Ticker:       HBAN           Security ID:  446150104
Meeting Date: APR 18, 2013   Meeting Type: Annual
Record Date:  FEB 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Don M. Casto, III        For       For          Management
1.2   Elect Director Ann 'Tanny'  B. Crane    For       For          Management
1.3   Elect Director Steven G. Elliott        For       For          Management
1.4   Elect Director Michael J. Endres        For       For          Management
1.5   Elect Director John B. Gerlach, Jr.     For       For          Management
1.6   Elect Director Peter J. Kight           For       For          Management
1.7   Elect Director Jonathan A. Levy         For       For          Management
1.8   Elect Director Richard W. Neu           For       For          Management
1.9   Elect Director David L. Porteous        For       For          Management
1.10  Elect Director Kathleen H. Ransier      For       For          Management
1.11  Elect Director Stephen D. Steinour      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

JPMORGAN CHASE & CO.

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 21, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director James A. Bell            For       For          Management
1b    Elect Director Crandall C.Bowles        For       For          Management
1c    Elect Director Stephen B. Burke         For       For          Management
1d    Elect Director David M. Cote            For       For          Management
1e    Elect Director James S. Crown           For       For          Management
1f    Elect Director James Dimon              For       For          Management
1g    Elect Director Timothy P. Flynn         For       For          Management
1h    Elect Director Ellen V. Futter          For       For          Management
1i    Elect Director Laban P. Jackson, Jr.    For       For          Management
1j    Elect Director Lee R. Raymond           For       For          Management
1k    Elect Director William C. Weldon        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Provide Right to Act by Written Consent For       For          Management
5     Amend Executive Incentive Bonus Plan    For       For          Management
6     Require Independent Board Chairman      Against   Against      Shareholder
7     Stock Retention/Holding Period          Against   Against      Shareholder
8     Institute Procedures to Prevent         Against   Against      Shareholder
      Investments in Companies that
      Contribute to Genocide or Crimes
      Against Humanity
9     Report on Lobbying Payments and Policy  Against   Against      Shareholder


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

KEYCORP

Ticker:       KEY            Security ID:  493267108
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Edward P. Campbell       For       For          Management
1.2   Elect Director Joseph A. Carrabba       For       For          Management
1.3   Elect Director Charles P. Cooley        For       For          Management
1.4   Elect Director Alexander M. Cutler      For       For          Management
1.5   Elect Director H. James Dallas          For       For          Management
1.6   Elect Director Elizabeth R. Gile        For       For          Management
1.7   Elect Director Ruth Ann M. Gillis       For       For          Management
1.8   Elect Director William G. Gisel, Jr.    For       For          Management
1.9   Elect Director Richard J. Hipple        For       For          Management
1.10  Elect Director Kristen L. Manos         For       For          Management
1.11  Elect Director Beth E. Mooney           For       For          Management
1.12  Elect Director Barbara R. Snyder        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management


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

MASTERCARD INCORPORATED

Ticker:       MA             Security ID:  57636Q104
Meeting Date: JUN 18, 2013   Meeting Type: Annual
Record Date:  APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Richard Haythornthwaite  For       For          Management
1b    Elect Director Ajay Banga               For       For          Management
1c    Elect Director Silvio Barzi             For       For          Management
1d    Elect Director David R. Carlucci        For       For          Management
1e    Elect Director Steven J. Freiberg       For       For          Management
1f    Elect Director Nancy J. Karch           For       For          Management
1g    Elect Director Marc Olivie              For       For          Management
1h    Elect Director Rima Qureshi             For       For          Management
1i    Elect Director Jose Octavio Reyes       For       For          Management
      Lagunes
1j    Elect Director Mark Schwartz            For       For          Management
1k    Elect Director Jackson P. Tai           For       For          Management
1l    Elect Director Edward Suning Tian       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

METLIFE, INC.

Ticker:       MET            Security ID:  59156R108
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director R. Glenn Hubbard         For       For          Management
1.2   Elect Director Steven A. Kandarian      For       For          Management
1.3   Elect Director John M. Keane            For       For          Management
1.4   Elect Director Alfred F. Kelly, Jr.     For       For          Management
1.5   Elect Director James M. Kilts           For       For          Management
1.6   Elect Director Catherine R. Kinney      For       For          Management
1.7   Elect Director Hugh B. Price            For       For          Management
1.8   Elect Director Kenton J. Sicchitano     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

MORGAN STANLEY

Ticker:       MS             Security ID:  617446448
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Erskine B. Bowles        For       For          Management
1.2   Elect Director Howard J. Davies         For       For          Management
1.3   Elect Director Thomas H. Glocer         For       For          Management
1.4   Elect Director James P. Gorman          For       For          Management
1.5   Elect Director Robert H. Herz           For       For          Management
1.6   Elect Director  C. Robert Kidder        For       For          Management
1.7   Elect Director Klaus Kleinfeld          For       For          Management
1.8   Elect Director Donald T. Nicolaisen     For       For          Management
1.9   Elect Director Hutham S. Olayan         For       For          Management
1.10  Elect Director James W. Owens           For       For          Management
1.11  Elect Director O. Griffith Sexton       For       For          Management
1.12  Elect Director Ryosuke Tamakoshi        For       For          Management
1.13  Elect Director Masaaki Tanaka           For       For          Management
1.14  Elect Director Laura D. Tyson           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Amend Omnibus Stock Plan                For       For          Management
6     Amend Executive Incentive Bonus Plan    For       For          Management


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

PRUDENTIAL FINANCIAL, INC.

Ticker:       PRU            Security ID:  744320102
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas J. Baltimore, Jr. For       For          Management
1.2   Elect Director Gordon M. Bethune        For       For          Management
1.3   Elect Director Gaston Caperton          For       For          Management
1.4   Elect Director Gilbert F. Casellas      For       For          Management
1.5   Elect Director James G. Cullen          For       For          Management
1.6   Elect Director William H. Gray, III     For       For          Management
1.7   Elect Director Mark B. Grier            For       For          Management
1.8   Elect Director Constance J. Horner      For       For          Management
1.9   Elect Director Martina Hund-Mejean      For       For          Management
1.10  Elect Director Karl J. Krapek           For       For          Management
1.11  Elect Director Christine A. Poon        For       For          Management
1.12  Elect Director John R. Strangfeld       For       For          Management
1.13  Elect Director James A. Unruh           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Provide Right to Act by Written Consent Against   Against      Shareholder


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

REGIONS FINANCIAL CORPORATION

Ticker:       RF             Security ID:  7591EP100
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director George W. Bryan          For       For          Management
1b    Elect Director Carolyn H. Byrd          For       For          Management
1c    Elect Director David J. Cooper, Sr.     For       For          Management
1d    Elect Director Don DeFosset             For       For          Management
1e    Elect Director Eric C. Fast             For       For          Management
1f    Elect Director O.B. Grayson Hall, Jr.   For       For          Management
1g    Elect Director John D. Johns            For       For          Management
1h    Elect Director Charles D. McCrary       For       For          Management
1i    Elect Director James R. Malone          For       For          Management
1j    Elect Director Ruth Ann Marshall        For       For          Management
1k    Elect Director Susan W. Matlock         For       For          Management
1l    Elect Director John E. Maupin, Jr.      For       For          Management
1m    Elect Director John R. Roberts          For       For          Management
1n    Elect Director Lee J. Styslinger, III   For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Ratify Auditors                         For       For          Management
5     Report on Political Contributions       Against   Against      Shareholder


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

SUNTRUST BANKS, INC.

Ticker:       STI            Security ID:  867914103
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  FEB 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert M. Beall, II      For       For          Management
1.2   Elect Director Alston D. Correll        For       For          Management
1.3   Elect Director Jeffrey C. Crowe         For       For          Management
1.4   Elect Director David H. Hughes          For       For          Management
1.5   Elect Director M. Douglas Ivester       For       For          Management
1.6   Elect Director Kyle Prechtl Legg        For       For          Management
1.7   Elect Director William A. Linnenbringer For       For          Management
1.8   Elect Director Donna S. Morea           For       For          Management
1.9   Elect Director David M. Ratcliffe       For       For          Management
1.10  Elect Director William H. Rogers, Jr.   For       For          Management
1.11  Elect Director Frank W. Scruggs         For       For          Management
1.12  Elect Director Thomas R. Watjen         For       For          Management
1.13  Elect Director Phail Wynn, Jr.          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

THE GOLDMAN SACHS GROUP, INC.

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

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


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

THE PNC FINANCIAL SERVICES GROUP, INC.

Ticker:       PNC            Security ID:  693475105
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  JAN 31, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard O. Berndt        For       For          Management
1.2   Elect Director Charles E. Bunch         For       For          Management
1.3   Elect Director Paul W. Chellgren        For       For          Management
1.4   Elect Director William S. Demchak       For       For          Management
1.5   Elect Director Kay Coles James          For       For          Management
1.6   Elect Director Richard B. Kelson        For       For          Management
1.7   Elect Director Bruce C. Lindsay         For       For          Management
1.8   Elect Director Anthony A. Massaro       For       For          Management
1.9   Elect Director Jane G. Pepper           For       For          Management
1.10  Elect Director James E. Rohr            For       For          Management
1.11  Elect Director Donald J. Shepard        For       For          Management
1.12  Elect Director Lorene K. Steffes        For       For          Management
1.13  Elect Director Dennis F. Strigl         For       For          Management
1.14  Elect Director Thomas J. Usher          For       For          Management
1.15  Elect Director George H. Walls, Jr.     For       For          Management
1.16  Elect Director Helge H. Wehmeier        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Climate Change Financing Risk Against   Against      Shareholder


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

U.S. BANCORP

Ticker:       USB            Security ID:  902973304
Meeting Date: APR 16, 2013   Meeting Type: Annual
Record Date:  FEB 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Douglas M. Baker, Jr.    For       For          Management
1b    Elect Director Y. Marc Belton           For       For          Management
1c    Elect Director Victoria Buyniski        For       For          Management
      Gluckman
1d    Elect Director Arthur D. Collins, Jr.   For       For          Management
1e    Elect Director Richard K. Davis         For       For          Management
1f    Elect Director Roland A. Hernandez      For       For          Management
1g    Elect Director Doreen Woo Ho            For       For          Management
1h    Elect Director Joel W. Johnson          For       For          Management
1i    Elect Director Olivia F. Kirtley        For       For          Management
1j    Elect Director Jerry W. Levin           For       For          Management
1k    Elect Director David B. O'Maley         For       For          Management
1l    Elect Director O'dell M. Owens          For       For          Management
1m    Elect Director Craig D. Schnuck         For       For          Management
1n    Elect Director Patrick T. Stokes        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Require Independent Board Chairman      Against   Against      Shareholder


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

VISA INC.

Ticker:       V              Security ID:  92826C839
Meeting Date: JAN 30, 2013   Meeting Type: Annual
Record Date:  DEC 04, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Gary P. Coughlan         For       For          Management
1b    Elect Director Mary B. Cranston         For       For          Management
1c    Elect Director Francisco Javier         For       For          Management
      Fernandez-Carbajal
1d    Elect Director Robert W. Matschullat    For       For          Management
1e    Elect Director Cathy E. Minehan         For       For          Management
1f    Elect Director Suzanne Nora Johnson     For       For          Management
1g    Elect Director David J. Pang            For       For          Management
1h    Elect Director Joseph W. Saunders       For       For          Management
1i    Elect Director Charles W. Scharf        For       For          Management
1j    Elect Director William S. Shanahan      For       For          Management
1k    Elect Director John A. Swainson         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Lobbying Payments and Policy  Against   Against      Shareholder


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

WELLS FARGO & COMPANY

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

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




========================== Hennessy Large Value Fund ===========================

Company Name		Meeting Date		Cusip		Ticker		For/Against Mgmnt
Yahoo! Inc.		7/12/2012		984 332 106	YHOO


Vote: 		Proposal: 					Proposed by Issuer or shareholder:
For		1. Directors				Issuer			For
For		2. Approve executive compensation		Issuer			For
For		3. Amendment to the 1995 stok plan		Issuer			For
For		4. Amendment to the 1996 Directors stock plan	Issuer			For
For		5. Rat of reg. public a/c'ing firm		Issuer				For




Company Name		Meeting Date		Cusip		Ticker				For/Against Mgmnt
McKesson Corp.		7/25/2012		581 55Q 103	MCK


Vote: 		Proposal: 					Proposed by Issuer or shareholder:
For		1. Directors					Issuer				For
For		2. Rat Deloitte & Touche			Issuer					For
For		3. Advisory vote on executive compenstation	Issuer					For
Against		4. Action bywritten consent of stockholders	shareholder				Against
Against		5. An Independent board chairman		shareholder				Against
Against		6. Significant executive stock retention until 	shareholder				Against
		reaching normal retirement age.



Company Name		Meeting Date		Cusip		Ticker				For/Against Mgmnt
Medtronic, Inc.		8/23/2012		585 055 106	MDT


Vote: 		Proposal: 						Proposed by Issuer or shareholder:
For		1. Directors					Issuer		For
For		2. Rat PricewaterhouseCoopers				Issuer		For
For		3. Vote to approve executive compensation		Issuer		For
For		4. Majority vote in uncontested elections of directors	Issuer		For
Against		5. Approve the proxy access shareholder proposal		Issuer		Against
Against		6. Adoption of a simple majority shareholder proposal	Issuer		Against


Company Name		Meeting Date		Cusip		Ticker			For/Against Mgmnt
Northeast Utilities 		10/31/2012		664397106	NU


Vote: 		Proposal: 					Proposed by Issuer or shareholder:
For		1. Directors					Issuer					For
For		2. Executive Compensation			Issuer					For
For		3. Performance Goals under incentive plan	Issuer					For
For		4. Ratify Deloitte and Touche LLP		Issuer					For




Company Name		Meeting Date			Cusip		Ticker					For/Against Mgmnt
Cisco Systems, Inc.		11/15/2012		17275R-102	CSCO


Vote: 	Proposal: 						Proposed by Issuer or shareholder:
For	1. Directors						Issuer				For
For	2. Approval of amendment and restatement Executive Comp	Issuer		For
For	3. Advisory vote on executive compenstation		Issuer			For
For	4. Ratify PricewaterhouseCoopers LLP			Issuer			For
Against	5. An Independent board chairman			shareholder			Against
Against	6. Appr. to request Cisco management to prepare a 	shareholder		Against
		report on conflict minerals in Cisco's supply chain.


ABERCROMBIE & FITCH CO.

Ticker:       ANF            Security ID:  002896207
Meeting Date: JUN 20, 2013   Meeting Type: Annual
Record Date:  MAY 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director James B. Bachmann        For       For          Management
1b    Elect Director Michael E. Greenlees     For       For          Management
1c    Elect Director Kevin S. Huvane          For       For          Management
1d    Elect Director Michael S. Jeffries      For       For          Management
1e    Elect Director John W. Kessler          For       For          Management
1f    Elect Director Craig R. Stapleton       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Pro-rata Vesting of Equity Plans        Against   Against      Shareholder
5     Require Shareholder Approval of         Against   Against      Shareholder
      Specific Performance Metrics in Equity
      Compensation Plans


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

ACE LIMITED

Ticker:       ACE            Security ID:  H0023R105
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Robert M. Hernandez as Director   For       For          Management
1.2   Elect Peter Menikoff as Director        For       For          Management
1.3   Elect Robert Ripp as Director           For       For          Management
1.4   Elect Theodore E. Shasta as Director    For       For          Management
2     Declassify the Board of Directors       For       For          Management
3.1   Approve Annual Report                   For       For          Management
3.2   Accept Statutory Financial Statements   For       For          Management
3.3   Accept Consolidated Financial           For       For          Management
      Statements
4     Approve Allocation of Income and        For       For          Management
      Dividends
5     Approve Discharge of Board and Senior   For       For          Management
      Management
6.1   Ratify PricewaterhouseCoopers AG as     For       For          Management
      Auditors
6.2   Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Independent Registered Public
      Accounting Firm as Auditors
6.3   Ratify BDO AG as Special Auditors       For       For          Management
7     Amend Omnibus Stock Plan                For       For          Management
8     Approve Dividend Distribution From      For       For          Management
      Legal Reserves Through Reduction of
      Par Value
9     Advisory Vote to ratify Named           For       For          Management
      Executive Officers' Compensation


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

ALTRIA GROUP, INC.

Ticker:       MO             Security ID:  02209S103
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gerald L. Baliles        For       For          Management
1.2   Elect Director Martin J. Barrington     For       For          Management
1.3   Elect Director John T. Casteen, III     For       For          Management
1.4   Elect Director Dinyar S. Devitre        For       For          Management
1.5   Elect Director Thomas F. Farrell, II    For       For          Management
1.6   Elect Director Thomas W. Jones          For       For          Management
1.7   Elect Director Debra J. Kelly-Ennis     For       For          Management
1.8   Elect Director W. Leo Kiely, III        For       For          Management
1.9   Elect Director Kathryn B. McQuade       For       For          Management
1.10  Elect Director George Munoz             For       For          Management
1.11  Elect Director Nabil Y. Sakkab          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   Against      Shareholder


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

AMERICAN INTERNATIONAL GROUP, INC.

Ticker:       AIG            Security ID:  026874784
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Robert H. Benmosche      For       For          Management
1b    Elect Director W. Don Cornwell          For       For          Management
1c    Elect Director John H. Fitzpatrick      For       For          Management
1d    Elect Director William G. Jurgensen     For       For          Management
1e    Elect Director Christopher S. Lynch     For       For          Management
1f    Elect Director Arthur C. Martinez       For       For          Management
1g    Elect Director George L. Miles, Jr.     For       For          Management
1h    Elect Director Henry S. Miller          For       For          Management
1i    Elect Director Robert S. Miller         For       For          Management
1j    Elect Director Suzanne Nora Johnson     For       For          Management
1k    Elect Director Ronald A. Rittenmeyer    For       For          Management
1l    Elect Director Douglas M. Steenland     For       For          Management
1m    Elect Director Theresa M. Stone         For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
5     Ratify Auditors                         For       For          Management
6     Limit Total Number of Boards on Which   Against   Against      Shareholder
      Company Directors May Serve


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

ANADARKO PETROLEUM CORPORATION

Ticker:       APC            Security ID:  032511107
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Kevin P. Chilton         For       For          Management
1b    Elect Director Luke R. Corbett          For       For          Management
1c    Elect Director H. Paulett Eberhart      For       For          Management
1d    Elect Director Peter J. Fluor           For       For          Management
1e    Elect Director Richard L. George        For       For          Management
1f    Elect Director Preston M. Geren, III    For       For          Management
1g    Elect Director Charles W. Goodyear      For       For          Management
1h    Elect Director John R. Gordon           For       For          Management
1i    Elect Director Eric D. Mullins          For       For          Management
1j    Elect Director Paula Rosput Reynolds    For       For          Management
1k    Elect Director R. A. Walker             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Political Contributions       Against   Against      Shareholder


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

APPLE INC.

Ticker:       AAPL           Security ID:  037833100
Meeting Date: FEB 27, 2013   Meeting Type: Annual
Record Date:  JAN 02, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William Campbell         For       For          Management
1.2   Elect Director Timothy Cook             For       For          Management
1.3   Elect Director Millard Drexler          For       For          Management
1.4   Elect Director Al Gore                  For       For          Management
1.5   Elect Director Robert Iger              For       For          Management
1.6   Elect Director Andrea Jung              For       For          Management
1.7   Elect Director Arthur Levinson          For       For          Management
1.8   Elect Director Ronald Sugar             For       For          Management
2     Amend Articles of Incorporation         For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Stock Retention/Holding Period          Against   Against      Shareholder
6     Establish Board Committee on Human      Against   Against      Shareholder
      Rights


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

AT&T INC.

Ticker:       T              Security ID:  00206R102
Meeting Date: APR 26, 2013   Meeting Type: Annual
Record Date:  FEB 27, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Randall L. Stephenson    For       For          Management
1.2   Elect Director Gilbert F. Amelio        For       For          Management
1.3   Elect Director Reuben V. Anderson       For       For          Management
1.4   Elect Director James H. Blanchard       For       For          Management
1.5   Elect Director Jaime Chico Pardo        For       For          Management
1.6   Elect Director Scott T. Ford            For       For          Management
1.7   Elect Director James P. Kelly           For       For          Management
1.8   Elect Director Jon C. Madonna           For       For          Management
1.9   Elect Director Michael B. McCallister   For       For          Management
1.10  Elect Director John B. McCoy            For       For          Management
1.11  Elect Director Joyce M. Roche           For       For          Management
1.12  Elect Director Matthew K. Rose          For       For          Management
1.13  Elect Director  Laura D'Andrea Tyson    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Stock Purchase and Deferral Plan  For       For          Management
5     Report on Political Contributions       Against   Against      Shareholder
6     Report on Reducing Lead Battery Health  Against   Against      Shareholder
      Hazards
7     Submit Severance Agreement              Against   Against      Shareholder
      (Change-in-Control) to Shareholder Vote
8     Require Independent Board Chairman      Against   Against      Shareholder


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

BANK OF AMERICA CORPORATION

Ticker:       BAC            Security ID:  060505104
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sharon L. Allen          For       For          Management
1.2   Elect Director Susan S. Bies            For       For          Management
1.3   Elect Director Jack O. Bovender, Jr.    For       For          Management
1.4   Elect Director Frank P. Bramble, Sr.    For       For          Management
1.5   Elect Director Arnold W. Donald         For       For          Management
1.6   Elect Director Charles K. Gifford       For       For          Management
1.7   Elect Director Charles O. Holliday, Jr. For       For          Management
1.8   Elect Director Linda P. Hudson          For       For          Management
1.9   Elect Director Monica C. Lozano         For       For          Management
1.10  Elect Director Thomas J. May            For       For          Management
1.11  Elect Director Brian T. Moynihan        For       For          Management
1.12  Elect Director Lionel L. Nowell, III    For       For          Management
1.13  Elect Director R. David Yost            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Political Contributions       Against   Against      Shareholder
5     Adopt Proxy Access Right                Against   Against      Shareholder
6     Amend Bylaw to Limit Multiple Board     Against   Against      Shareholder
      Service
7     Report on Feasibility of Prohibiting    Against   Against      Shareholder
      Political Contributions
8     Review Fair Housing and Fair Lending    Against   Against      Shareholder
      Compliance


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

BERKSHIRE HATHAWAY INC.

Ticker:       BRK.B          Security ID:  084670702
Meeting Date: MAY 04, 2013   Meeting Type: Annual
Record Date:  MAR 06, 2013

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


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

BLACKROCK, INC.

Ticker:       BLK            Security ID:  09247X101
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 03, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Abdlatif Yousef Al-Hamad For       For          Management
1b    Elect Director Mathis Cabiallavetta     For       For          Management
1c    Elect Director Dennis D. Dammerman      For       For          Management
1d    Elect Director Jessica P. Einhorn       For       For          Management
1e    Elect Director Fabrizio Freda           For       For          Management
1f    Elect Director David H. Komansky        For       For          Management
1g    Elect Director James E. Rohr            For       For          Management
1h    Elect Director Susan L. Wagner          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

BUNGE LIMITED

Ticker:       BG             Security ID:  G16962105
Meeting Date: MAY 24, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Bernard de La Tour       For       For          Management
      d'Auvergne Lauraguais
1b    Elect Director William Engels           For       For          Management
1c    Elect Director L. Patrick Lupo          For       For          Management
1d    Elect Director Soren Schroder           For       For          Management
2     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors and Authorize Board to
      determine the independent auditor's
      fees
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

CHEVRON CORPORATION

Ticker:       CVX            Security ID:  166764100
Meeting Date: MAY 29, 2013   Meeting Type: Annual
Record Date:  APR 03, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Linnet F. Deily          For       For          Management
1b    Elect Director Robert E. Denham         For       For          Management
1c    Elect Director Alice P. Gast            For       For          Management
1d    Elect Director Enrique Hernandez, Jr.   For       For          Management
1e    Elect Director George L. Kirkland       For       For          Management
1f    Elect Director Charles W. Moorman, IV   For       For          Management
1g    Elect Director Kevin W. Sharer          For       For          Management
1h    Elect Director John G. Stumpf           For       For          Management
1i    Elect Director Ronald D. Sugar          For       For          Management
1j    Elect Director Carl Ware                For       For          Management
1k    Elect Director John S. Watson           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Report on Management of Hydraulic       Against   Against      Shareholder
      Fracturing Risks and Opportunities
6     Report on Offshore Oil Wells and Spill  Against   Against      Shareholder
      Mitigation Measures
7     Report on Financial Risks of Climate    Against   Against      Shareholder
      Change
8     Report on Lobbying Payments and Policy  Against   Against      Shareholder
9     Prohibit Political Contributions        Against   Against      Shareholder
10    Provide for Cumulative Voting           Against   Against      Shareholder
11    Amend Articles/Bylaws/Charter -- Call   Against   Against      Shareholder
      Special Meetings
12    Require Director Nominee with           Against   Against      Shareholder
      Environmental Expertise
13    Adopt Guidelines for Country Selection  Against   Against      Shareholder


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

CITIGROUP INC.

Ticker:       C              Security ID:  172967424
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Michael L. Corbat        For       For          Management
1b    Elect Director Franz B. Humer           For       For          Management
1c    Elect Director Robert L. Joss           For       For          Management
1d    Elect Director Michael E. O'Neill       For       For          Management
1e    Elect Director Judith Rodin             For       For          Management
1f    Elect Director Robert L. Ryan           For       For          Management
1g    Elect Director Anthony M. Santomero     For       For          Management
1h    Elect Director Joan E. Spero            For       For          Management
1i    Elect Director Diana L. Taylor          For       For          Management
1j    Elect Director William S. Thompson, Jr. For       For          Management
1k    Elect Director Ernesto Zedillo Ponce    For       For          Management
      de Leon
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Stock Retention/Holding Period          Against   Against      Shareholder
6     Report on Lobbying Payments and Policy  Against   Against      Shareholder
7     Amend Indemnifications Provisions       Against   Against      Shareholder


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

COMCAST CORPORATION

Ticker:       CMCSA          Security ID:  20030N101
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kenneth J. Bacon         For       For          Management
1.2   Elect Director Sheldon M. Bonovitz      For       For          Management
1.3   Elect Director Joseph J. Collins        For       For          Management
1.4   Elect Director J. Michael Cook          For       For          Management
1.5   Elect Director Gerald L. Hassell        For       For          Management
1.6   Elect Director Jeffrey A. Honickman     For       For          Management
1.7   Elect Director Eduardo G. Mestre        For       For          Management
1.8   Elect Director Brian L. Roberts         For       For          Management
1.9   Elect Director Ralph J. Roberts         For       For          Management
1.10  Elect Director Johnathan A. Rodgers     For       For          Management
1.11  Elect Director Judith Rodin             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Pro-rata Vesting of Equity Awards       Against   Against      Shareholder
4     Approve Recapitalization Plan for all   Against   Against      Shareholder
      Stock to Have One-vote per Share


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

CONOCOPHILLIPS

Ticker:       COP            Security ID:  20825C104
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Richard L. Armitage      For       For          Management
1b    Elect Director Richard H. Auchinleck    For       For          Management
1c    Elect Director James E. Copeland, Jr.   For       For          Management
1d    Elect Director Jody L. Freeman          For       For          Management
1e    Elect Director Gay Huey Evans           For       For          Management
1f    Elect Director Ryan M. Lance            For       For          Management
1g    Elect Director Mohd H. Marican          For       For          Management
1h    Elect Director Robert A. Niblock        For       For          Management
1i    Elect Director Harald J. Norvik         For       For          Management
1j    Elect Director William E. Wade, Jr.     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   Against      Shareholder
5     Adopt Quantitative GHG Goals for        Against   Against      Shareholder
      Products and Operations
6     Amend EEO Policy to Prohibit            Against   Against      Shareholder
      Discrimination based on Gender Identity


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

CSX CORPORATION

Ticker:       CSX            Security ID:  126408103
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Donna M. Alvarado        For       For          Management
1b    Elect Director John B. Breaux           For       For          Management
1c    Elect Director Pamela L. Carter         For       For          Management
1d    Elect Director Steven T. Halverson      For       For          Management
1e    Elect Director Edward J. Kelly, III     For       For          Management
1f    Elect Director Gilbert H. Lamphere      For       For          Management
1g    Elect Director John D. McPherson        For       For          Management
1h    Elect Director Timothy T. O'Toole       For       For          Management
1i    Elect Director David M. Ratcliffe       For       For          Management
1j    Elect Director Donald J. Shepard        For       For          Management
1k    Elect Director Michael J. Ward          For       For          Management
1l    Elect Director J.C. Watts, Jr.          For       For          Management
1m    Elect Director J. Steven Whisler        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

CUMMINS INC.

Ticker:       CMI            Security ID:  231021106
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director N. Thomas Linebarger     For       For          Management
2     Elect Director William I. Miller        For       For          Management
3     Elect Director Alexis M. Herman         For       For          Management
4     Elect Director Georgia R. Nelson        For       For          Management
5     Elect Director Carl Ware                For       For          Management
6     Elect Director Robert K. Herdman        For       For          Management
7     Elect Director Robert J. Bernhard       For       For          Management
8     Elect Director Franklin R. Chang Diaz   For       For          Management
9     Elect Director Stephen B. Dobbs         For       For          Management
10    Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
11    Ratify Auditors                         For       For          Management
12    Require Independent Board Chairman      Against   Against      Shareholder


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

CVS CAREMARK CORPORATION

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

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


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

DANAHER CORPORATION

Ticker:       DHR            Security ID:  235851102
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Donald J. Ehrlich        For       For          Management
1.2   Elect Director Linda Hefner Filler      For       For          Management
1.3   Elect Director Teri List-Stoll          For       For          Management
1.4   Elect Director Walter G. Lohr, Jr.      For       For          Management
1.5   Elect Director Steven M. Rales          For       For          Management
1.6   Elect Director John T. Schwieters       For       For          Management
1.7   Elect Director Alan G. Spoon            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Stock Retention/Holding Period          Against   Against      Shareholder
6     Report on Political Contributions       Against   Against      Shareholder


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

DOMINION RESOURCES, INC.

Ticker:       D              Security ID:  25746U109
Meeting Date: MAY 03, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William P. Barr          For       For          Management
1.2   Elect Director Peter W. Brown           For       For          Management
1.3   Elect Director Helen E. Dragas          For       For          Management
1.4   Elect Director James O. Ellis, Jr.      For       For          Management
1.5   Elect Director Thomas F. Farrell, II    For       For          Management
1.6   Elect Director John W. Harris           For       For          Management
1.7   Elect Director Robert S. Jepson, Jr.    For       For          Management
1.8   Elect Director Mark J. Kington          For       For          Management
1.9   Elect Director Pamela J. Royal          For       For          Management
1.10  Elect Director Robert H. Spilman, Jr.   For       For          Management
1.11  Elect Director Michael E. Szymanczyk    For       For          Management
1.12  Elect Director David A. Wollard         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Provide Right to Call Special Meeting   For       For          Management
5     Report on Coal Use from Mountaintop     Against   Against      Shareholder
      Removal Mining
6     Include Sustainability as a             Against   Against      Shareholder
      Performance Measure for Senior
      Executive Compensation
7     Minimize Pool Storage of Spent Nuclear  Against   Against      Shareholder
      Fuel
8     Report on Financial Risks of Climate    Against   Against      Shareholder
      Change


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

EASTMAN CHEMICAL COMPANY

Ticker:       EMN            Security ID:  277432100
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gary E. Anderson         For       For          Management
1.2   Elect Director Brett D. Begemann        For       For          Management
1.3   Elect Director Stephen R. Demeritt      For       For          Management
1.4   Elect Director Robert M. Hernandez      For       For          Management
1.5   Elect Director Julie F. Holder          For       For          Management
1.6   Elect Director Renee J. Hornbaker       For       For          Management
1.7   Elect Director Lewis M. Kling           For       For          Management
1.8   Elect Director David W. Raisbeck        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Provide Right to Act by Written Consent Against   Against      Shareholder


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

EATON CORPORATION PLC

Ticker:       ETN            Security ID:  G29183103
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director George S. Barrett        For       For          Management
1b    Elect Director Todd M. Bluedorn         For       For          Management
1c    Elect Director Christopher M. Connor    For       For          Management
1d    Elect Director Michael J. Critelli      For       For          Management
1e    Elect Director Alexander M. Cutler      For       For          Management
1f    Elect Director Charles E. Golden        For       For          Management
1g    Elect Director Linda A. Hill            For       For          Management
1h    Elect Director Arthur E. Johnson        For       For          Management
1i    Elect Director Ned C. Lautenbach        For       For          Management
1j    Elect Director Deborah L. McCoy         For       For          Management
1k    Elect Director Gregory R. Page          For       For          Management
1l    Elect Director Gerald B. Smith          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Approve Executive Incentive Bonus Plan  For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
6     Approval of Overseas Market Purchases   For       For          Management
      of the Company Shares
7     Approve the Price Range for the         For       For          Management
      Reissuance of Shares


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

EBAY INC.

Ticker:       EBAY           Security ID:  278642103
Meeting Date: APR 18, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director David M. Moffett         For       For          Management
1b    Elect Director Richard T. Schlosberg,   For       For          Management
      III
1c    Elect Director Thomas J. Tierney        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Report on Lobbying Payments and Policy  Against   Against      Shareholder
4     Report on Privacy and Data Security     Against   Against      Shareholder
5     Ratify Auditors                         For       For          Management


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

EMC CORPORATION

Ticker:       EMC            Security ID:  268648102
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Michael W. Brown         For       For          Management
1b    Elect Director Randolph L. Cowen        For       For          Management
1c    Elect Director Gail Deegan              For       For          Management
1d    Elect Director James S. DiStasio        For       For          Management
1e    Elect Director John R. Egan             For       For          Management
1f    Elect Director Edmund F. Kelly          For       For          Management
1g    Elect Director Judith A. Miscik         For       For          Management
1h    Elect Director Windle B. Priem          For       For          Management
1i    Elect Director Paul Sagan               For       For          Management
1j    Elect Director David N. Strohm          For       For          Management
1k    Elect Director Joseph M. Tucci          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
6     Provide Right to Act by Written Consent For       For          Management
7     Require Consistency with Corporate      Against   Against      Shareholder
      Values and Report on Political
      Contributions


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

EXXON MOBIL CORPORATION

Ticker:       XOM            Security ID:  30231G102
Meeting Date: MAY 29, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director M.J. Boskin              For       For          Management
1.2   Elect Director P. Brabeck-Letmathe      For       For          Management
1.3   Elect Director U.M. Burns               For       For          Management
1.4   Elect Director L.R. Faulkner            For       For          Management
1.5   Elect Director J.S. Fishman             For       For          Management
1.6   Elect Director H.H. Fore                For       For          Management
1.7   Elect Director K.C. Frazier             For       For          Management
1.8   Elect Director W.W. George              For       For          Management
1.9   Elect Director S.J. Palmisano           For       For          Management
1.10  Elect Director S.S. Reinemund           For       For          Management
1.11  Elect Director R.W. Tillerson           For       For          Management
1.12  Elect Director W.C. Weldon              For       For          Management
1.13  Elect Director E.E. Whitacre, Jr.       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Require Independent Board Chairman      Against   Against      Shareholder
5     Require a Majority Vote for the         Against   Against      Shareholder
      Election of Directors
6     Limit Directors to a Maximum of Three   Against   Against      Shareholder
      Board Memberships in Companies with
      Sales over $500 Million Annually
7     Report on Lobbying Payments and Policy  Against   Against      Shareholder
8     Study Feasibility of Prohibiting        Against   Against      Shareholder
      Political Contributions
9     Adopt Sexual Orientation Anti-bias      Against   Against      Shareholder
      Policy
10    Report on Management of Hydraulic       Against   Against      Shareholder
      Fracturing Risks and Opportunities
11    Adopt Quantitative GHG Goals for        Against   Against      Shareholder
      Products and Operations


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

FORD MOTOR COMPANY

Ticker:       F              Security ID:  345370860
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stephen G. Butler        For       For          Management
1.2   Elect Director Kimberly A. Casiano      For       For          Management
1.3   Elect Director Anthony F. Earley, Jr.   For       For          Management
1.4   Elect Director Edsel B. Ford II         For       For          Management
1.5   Elect Director William Clay Ford, Jr.   For       For          Management
1.6   Elect Director Richard A. Gephardt      For       For          Management
1.7   Elect Director James H. Hance, Jr.      For       For          Management
1.8   Elect Director William W. Helman IV     For       For          Management
1.9   Elect Director Jon M. Huntsman, Jr.     For       For          Management
1.10  Elect Director Richard A. Manoogian     For       For          Management
1.11  Elect Director Ellen R. Marram          For       For          Management
1.12  Elect Director Alan Mulally             For       For          Management
1.13  Elect Director Homer A. Neal            For       For          Management
1.14  Elect Director Gerald L. Shaheen        For       For          Management
1.15  Elect Director John L. Thornton         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Executive Incentive Bonus Plan    For       For          Management
5     Amend Omnibus Stock Plan                For       For          Management
6     Approval of Tax Benefits Preservation   For       For          Management
      Plan
7     Approve Recapitalization Plan for all   Against   Against      Shareholder
      Stock to Have One-vote per Share
8     Amend Bylaws -- Call Special Meetings   Against   Against      Shareholder


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

GENERAL ELECTRIC COMPANY

Ticker:       GE             Security ID:  369604103
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director W. Geoffrey Beattie      For       For          Management
2     Elect Director John J. Brennan          For       For          Management
3     Elect Director James I. Cash, Jr.       For       For          Management
4     Elect Director Francisco D'Souza        For       For          Management
5     Elect Director Marijn E. Dekkers        For       For          Management
6     Elect Director Ann M. Fudge             For       For          Management
7     Elect Director Susan Hockfield          For       For          Management
8     Elect Director Jeffrey R. Immelt        For       For          Management
9     Elect Director Andrea Jung              For       For          Management
10    Elect Director Robert W. Lane           For       For          Management
11    Elect Director Ralph S. Larsen          For       For          Management
12    Elect Director Rochelle B. Lazarus      For       For          Management
13    Elect Director James J. Mulva           For       For          Management
14    Elect Director Mary L. Schapiro         For       For          Management
15    Elect Director Robert J. Swieringa      For       For          Management
16    Elect Director James S. Tisch           For       For          Management
17    Elect Director Douglas A. Warner, III   For       For          Management
18    Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
19    Ratify Auditors                         For       For          Management
20    Cessation of All Stock Options and      Against   Against      Shareholder
      Bonuses
21    Establish Term Limits for Directors     Against   Against      Shareholder
22    Require Independent Board Chairman      Against   Against      Shareholder
23    Provide Right to Act by Written Consent Against   Against      Shareholder
24    Stock Retention/Holding Period          Against   Against      Shareholder
25    Require More Director Nominations Than  Against   Against      Shareholder
      Open Seats


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

GREAT PLAINS ENERGY INCORPORATED

Ticker:       GXP            Security ID:  391164100
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  FEB 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Terry Bassham            For       For          Management
1.2   Elect Director David L. Bodde           For       For          Management
1.3   Elect Director Randall C. Ferguson, Jr. For       For          Management
1.4   Elect Director Gary D. Forsee           For       For          Management
1.5   Elect Director Thomas D. Hyde           For       For          Management
1.6   Elect Director James A. Mitchell        For       For          Management
1.7   Elect Director Ann D. Murtlow           For       For          Management
1.8   Elect Director John J. Sherman          For       For          Management
1.9   Elect Director Linda H. Talbott         For       For          Management
1.10  Elect Director Robert H. West           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

HELMERICH & PAYNE, INC.

Ticker:       HP             Security ID:  423452101
Meeting Date: MAR 06, 2013   Meeting Type: Annual
Record Date:  JAN 10, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Hans Helmerich           For       Did Not Vote Management
1.2   Elect Director John W. Lindsay          For       Did Not Vote Management
1.3   Elect Director Paula Marshall           For       Did Not Vote Management
1.4   Elect Director Randy A. Foutch          For       Did Not Vote Management
2     Ratify Auditors                         For       Did Not Vote Management
3     Advisory Vote to Ratify Named           For       Did Not Vote Management
      Executive Officers' Compensation
4     Require a Majority Vote for the         None      Did Not Vote Shareholder
      Election of Directors


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

HESS CORPORATION

Ticker:       HES            Security ID:  42809H107
Meeting Date: MAY 16, 2013   Meeting Type: Proxy Contest
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
      Management Proxy (White Card)           None
1.1   Elect Director J. Krenicki              For       For          Management
1.2   Elect Director K. Meyers                For       For          Management
1.3   Elect Director Fredric G. Reynolds      For       For          Management
1.4   Elect Director William G. Schrader      For       For          Management
1.5   Director Mark Williams                  For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management
5     Require Independent Board Chairman      Against   Against      Shareholder
6     Reduce Supermajority Vote Requirement   Against   Against      Shareholder
7     Report on Political Contributions       Against   Against      Shareholder
8     Repeal Any Bylaws Amendments Adopted    Against   Against      Shareholder
      subsequent to February 2, 2011
#     Proposal                                Diss Rec  Vote Cast    Sponsor
      Dissident Proxy (Green Card)            None
1.1   Elect Director Rodney F. Chase          For       For          Shareholder
1.2   Elect Director Harvey Golub             For       For          Shareholder
1.3   Elect Director Karl F. Kurz             For       For          Shareholder
1.4   Elect Director David McManus            For       For          Shareholder
1.5   Elect Director Marshall D. Smith        For       For          Shareholder
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           Against   Against      Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management
5     Require Independent Board Chairman      For       For          Shareholder
6     Reduce Supermajority Vote Requirement   For       For          Shareholder
7     Report on Political Contributions       For       For          Shareholder
8     Repeal Any Bylaws Amendments Adopted    For       For          Shareholder
      subsequent to February 2, 2011


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

HONEYWELL INTERNATIONAL INC.

Ticker:       HON            Security ID:  438516106
Meeting Date: APR 22, 2013   Meeting Type: Annual
Record Date:  FEB 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A    Elect Director Gordon M. Bethune        For       For          Management
1B    Elect Director Kevin Burke              For       For          Management
1C    Elect Director Jaime Chico Pardo        For       For          Management
1D    Elect Director David M. Cote            For       For          Management
1E    Elect Director D. Scott Davis           For       For          Management
1F    Elect Director Linnet F. Deily          For       For          Management
1G    Elect Director Judd Gregg               For       For          Management
1H    Elect Director Clive Hollick            For       For          Management
1I    Elect Director Grace D. Lieblein        For       For          Management
1J    Elect Director George Paz               For       For          Management
1K    Elect Director Bradley T. Sheares       For       For          Management
1L    Elect Director Robin L. Washington      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Require Independent Board Chairman      Against   Against      Shareholder
5     Provide Right to Act by Written Consent Against   Against      Shareholder
6     Pro-rata Vesting of Equity Awards       Against   Against      Shareholder


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

HOST HOTELS & RESORTS, INC.

Ticker:       HST            Security ID:  44107P104
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sheila C. Bair           For       For          Management
1.2   Elect Director Robert M. Baylis         For       For          Management
1.3   Elect Director Terence C. Golden        For       For          Management
1.4   Elect Director Ann M. Korologos         For       For          Management
1.5   Elect Director Richard E. Marriott      For       For          Management
1.6   Elect Director John B. Morse, Jr.       For       For          Management
1.7   Elect Director Walter C. Rakowich       For       For          Management
1.8   Elect Director Gordon H. Smith          For       For          Management
1.9   Elect Director W. Edward Walter         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

INGREDION INCORPORATED

Ticker:       INGR           Security ID:  457187102
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Richard J. Almeida       For       For          Management
1b    Elect Director Luis Aranguren-Trellez   For       For          Management
1c    Elect Director David B. Fischer         For       For          Management
1d    Elect Director Ilene S. Gordon          For       For          Management
1e    Elect Director Paul Hanrahan            For       For          Management
1f    Elect Director Wayne M. Hewett          For       For          Management
1g    Elect Director Gregory B. Kenny         For       For          Management
1h    Elect Director Barbara A. Klein         For       For          Management
1i    Elect Director James M. Ringler         For       For          Management
1j    Elect Director Dwayne A. Wilson         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

INTEL CORPORATION

Ticker:       INTC           Security ID:  458140100
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Charlene Barshefsky      For       For          Management
1b    Elect Director Andy D. Bryant           For       For          Management
1c    Elect Director Susan L. Decker          For       For          Management
1d    Elect Director John J. Donahoe          For       For          Management
1e    Elect Director Reed E. Hundt            For       For          Management
1f    Elect Director James D. Plummer         For       For          Management
1g    Elect Director David S. Pottruck        For       For          Management
1h    Elect Director Frank D. Yeary           For       For          Management
1i    Elect Director David B. Yoffie          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Stock Retention/Holding Period          Against   Against      Shareholder


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

JOHNSON & JOHNSON

Ticker:       JNJ            Security ID:  478160104
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  FEB 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mary Sue Coleman         For       For          Management
1.2   Elect Director James G. Cullen          For       For          Management
1.3   Elect Director Ian E.L. Davis           For       For          Management
1.4   Elect Director Alex Gorsky              For       For          Management
1.5   Elect Director Michael M.E. Johns       For       For          Management
1.6   Elect Director Susan L. Lindquist       For       For          Management
1.7   Elect Director Anne M. Mulcahy          For       For          Management
1.8   Elect Director Leo F. Mullin            For       For          Management
1.9   Elect Director William D. Perez         For       For          Management
1.10  Elect Director Charles Prince           For       For          Management
1.11  Elect Director A. Eugene Washington     For       For          Management
1.12  Elect Director Ronald A. Williams       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Stock Retention/Holding Period          Against   Against      Shareholder
5     Screen Political Contributions for      Against   Against      Shareholder
      Consistency with Corporate Values
6     Require Independent Board Chairman      Against   Against      Shareholder


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

JPMORGAN CHASE & CO.

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 21, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director James A. Bell            For       For          Management
1b    Elect Director Crandall C.Bowles        For       For          Management
1c    Elect Director Stephen B. Burke         For       For          Management
1d    Elect Director David M. Cote            For       For          Management
1e    Elect Director James S. Crown           For       For          Management
1f    Elect Director James Dimon              For       For          Management
1g    Elect Director Timothy P. Flynn         For       For          Management
1h    Elect Director Ellen V. Futter          For       For          Management
1i    Elect Director Laban P. Jackson, Jr.    For       For          Management
1j    Elect Director Lee R. Raymond           For       For          Management
1k    Elect Director William C. Weldon        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Provide Right to Act by Written Consent For       For          Management
5     Amend Executive Incentive Bonus Plan    For       For          Management
6     Require Independent Board Chairman      Against   Against      Shareholder
7     Stock Retention/Holding Period          Against   Against      Shareholder
8     Institute Procedures to Prevent         Against   Against      Shareholder
      Investments in Companies that
      Contribute to Genocide or Crimes
      Against Humanity
9     Report on Lobbying Payments and Policy  Against   Against      Shareholder


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

LINCOLN NATIONAL CORPORATION

Ticker:       LNC            Security ID:  534187109
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William J. Avery         For       For          Management
1.2   Elect Director William H. Cunningham    For       For          Management
1.3   Elect Director William Porter Payne     For       For          Management
1.4   Elect Director Patrick S. Pittard       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

LORILLARD, INC.

Ticker:       LO             Security ID:  544147101
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Declassify the Board of Directors       For       For          Management
2.1   Elect Director Andrew H. Card, Jr.      For       For          Management
2.2   Elect Director Virgis W. Colbert        For       For          Management
2.3   Elect Director Richard W. Roedel        For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management
5     Report on Lobbying Payments and Policy  Against   Against      Shareholder


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

LOWE'S COMPANIES, INC.

Ticker:       LOW            Security ID:  548661107
Meeting Date: MAY 31, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Raul Alvarez             For       For          Management
1.2   Elect Director David W. Bernauer        For       For          Management
1.3   Elect Director Leonard L. Berry         For       For          Management
1.4   Elect Director Peter C. Browning        For       For          Management
1.5   Elect Director Richard W. Dreiling      For       For          Management
1.6   Elect Director Dawn E. Hudson           For       For          Management
1.7   Elect Director Robert L. Johnson        For       For          Management
1.8   Elect Director Marshall O. Larsen       For       For          Management
1.9   Elect Director Richard K. Lochridge     For       For          Management
1.10  Elect Director Robert A. Niblock        For       For          Management
1.11  Elect Director Eric C. Wisemen          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Stock Retention/Holding Period          Against   Against      Shareholder


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

LYONDELLBASELL INDUSTRIES NV

Ticker:       LYB            Security ID:  N53745100
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  APR 24, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jacques Aigrain          For       For          Management
1.2   Elect Director Scott M. Kleinman        For       For          Management
1.3   Elect Director Bruce A. Smith           For       For          Management
2     Adopt Financial Statements and          For       For          Management
      Statutory Reports
3     Approve Discharge of Management Board   For       For          Management
4     Approve Discharge of Supervisory Board  For       For          Management
5     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
6     Ratify PricewaterhouseCoopers as        For       For          Management
      Auditors
7     Approve Remuneration of Supervisory     For       For          Management
      Board
8     Approve Dividends of USD 4.20 Per Share For       For          Management
9     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
10    Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
11    Approve Cancellation of up to 10        For       For          Management
      Percent of Issued Share Capital in
      Treasury Account
12    Amend Articles of Association           For       For          Management


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

MACY'S, INC.

Ticker:       M              Security ID:  55616P104
Meeting Date: MAY 17, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Stephen F. Bollenbach    For       For          Management
1b    Elect Director Deirdre P. Connelly      For       For          Management
1c    Elect Director Meyer Feldberg           For       For          Management
1d    Elect Director Sara Levinson            For       For          Management
1e    Elect Director Terry J. Lundgren        For       For          Management
1f    Elect Director Joseph Neubauer          For       For          Management
1g    Elect Director Joyce M. Roche           For       For          Management
1h    Elect Director Paul C. Varga            For       For          Management
1i    Elect Director Craig E. Weatherup       For       For          Management
1j    Elect Director Marna C. Whittington     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

MERCK & CO., INC.

Ticker:       MRK            Security ID:  58933Y105
Meeting Date: MAY 28, 2013   Meeting Type: Annual
Record Date:  APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Leslie A. Brun           For       For          Management
1b    Elect Director Thomas R. Cech           For       For          Management
1c    Elect Director Kenneth C. Frazier       For       For          Management
1d    Elect Director Thomas H. Glocer         For       For          Management
1e    Elect Director William B. Harrison Jr.  For       For          Management
1f    Elect Director  C. Robert Kidder        For       For          Management
1g    Elect Director Rochelle B. Lazarus      For       For          Management
1h    Elect Director Carlos E. Represas       For       For          Management
1i    Elect Director Patricia F. Russo        For       For          Management
1j    Elect Director Craig B. Thompson        For       For          Management
1k    Elect Director Wendell P. Weeks         For       For          Management
1l    Elect Director Peter C. Wendell         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Provide Right to Act by Written Consent Against   Against      Shareholder
5     Amend Articles/Bylaws/Charter -- Call   Against   Against      Shareholder
      Special Meetings
6     Report on Charitable and Political      Against   Against      Shareholder
      Contributions
7     Report on Lobbying Activities           Against   Against      Shareholder


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

MICRON TECHNOLOGY, INC.

Ticker:       MU             Security ID:  595112103
Meeting Date: JAN 22, 2013   Meeting Type: Annual
Record Date:  NOV 23, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert L. Bailey         For       For          Management
1.2   Elect Director Patrick J. Byrne         For       For          Management
1.3   Elect Director D. Mark Durcan           For       For          Management
1.4   Elect Director Mercedes Johnson         For       For          Management
1.5   Elect Director Lawrence N. Mondry       For       For          Management
1.6   Elect Director Robert E. Switz          For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

MONDELEZ INTERNATIONAL, INC.

Ticker:       MDLZ           Security ID:  609207105
Meeting Date: MAY 21, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Stephen F. Bollenbach    For       For          Management
1b    Elect Director Lewis W.K. Booth         For       For          Management
1c    Elect Director Lois D. Juliber          For       For          Management
1d    Elect Director Mark D. Ketchum          For       For          Management
1e    Elect Director Jorge S. Mesquita        For       For          Management
1f    Elect Director Fredric G. Reynolds      For       For          Management
1g    Elect Director Irene B. Rosenfeld       For       For          Management
1h    Elect Director Patrick T. Siewert       For       For          Management
1i    Elect Director Ruth J. Simmons          For       For          Management
1j    Elect Director Ratan N. Tata            For       For          Management
1k    Elect Director Jean-Francois M. L. van  For       For          Management
      Boxmeer
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Adopting Extended Producer    Against   Against      Shareholder
      Responsibility Policy


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

NORTHEAST UTILITIES

Ticker:       NU             Security ID:  664397106
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard H. Booth         For       For          Management
1.2   Elect Director John S. Clarkeson        For       For          Management
1.3   Elect Director Cotton M. Cleveland      For       For          Management
1.4   Elect Director Sanford Cloud, Jr.       For       For          Management
1.5   Elect Director James S. DiStasio        For       For          Management
1.6   Elect Director Francis A. Doyle         For       For          Management
1.7   Elect Director Charles K. Gifford       For       For          Management
1.8   Elect Director Paul A. La Camera        For       For          Management
1.9   Elect Director Kenneth R. Leibler       For       For          Management
1.10  Elect Director Thomas J. May            For       For          Management
1.11  Elect Director Charles W. Shivery       For       For          Management
1.12  Elect Director William C. Van Faasen    For       For          Management
1.13  Elect Director Frederica M. Williams    For       For          Management
1.14  Elect Director Dennis R. Wraase         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

NRG ENERGY, INC.

Ticker:       NRG            Security ID:  629377508
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kirbyjon H. Caldwell     For       For          Management
1.2   Elect Director David Crane              For       For          Management
1.3   Elect Director Kathleen A. McGinty      For       For          Management
1.4   Elect Director Evan J. Silverstein      For       For          Management
1.5   Elect Director Thomas H. Weidemeyer     For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

OCCIDENTAL PETROLEUM CORPORATION

Ticker:       OXY            Security ID:  674599105
Meeting Date: MAY 03, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Spencer Abraham          For       For          Management
1.2   Elect Director Howard I. Atkins         For       For          Management
1.3   Elect Director Stephen I. Chazen        For       For          Management
1.4   Elect Director Edward P. Djerejian      For       For          Management
1.5   Elect Director John E. Feick            For       For          Management
1.6   Elect Director Margaret M. Foran        For       For          Management
1.7   Elect Director Carlos M. Gutierrez      For       For          Management
1.8   Elect Director Ray R. Irani             For       For          Management
1.9   Elect Director Avedick B. Poladian      For       For          Management
1.10  Elect Director Aziz D. Syriani          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Provide Right to Act by Written Consent Against   Against      Shareholder


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

OWENS-ILLINOIS, INC.

Ticker:       OI             Security ID:  690768403
Meeting Date: MAY 17, 2013   Meeting Type: Annual
Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jay L. Geldmacher        For       For          Management
1.2   Elect Director Albert P. L. Stroucken   For       For          Management
1.3   Elect Director Dennis K. Williams       For       For          Management
1.4   Elect Director Thomas L. Young          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

PFIZER INC.

Ticker:       PFE            Security ID:  717081103
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  FEB 27, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Dennis A. Ausiello       For       For          Management
1.2   Elect Director M. Anthony Burns         For       For          Management
1.3   Elect Director W. Don Cornwell          For       For          Management
1.4   Elect Director Frances D. Fergusson     For       For          Management
1.5   Elect Director William H. Gray, III     For       For          Management
1.6   Elect Director Helen H. Hobbs           For       For          Management
1.7   Elect Director Constance J. Horner      For       For          Management
1.8   Elect Director James M. Kilts           For       For          Management
1.9   Elect Director George A. Lorch          For       For          Management
1.10  Elect Director Suzanne Nora Johnson     For       For          Management
1.11  Elect Director Ian C. Read              For       For          Management
1.12  Elect Director Stephen W. Sanger        For       For          Management
1.13  Elect Director Marc Tessier-Lavigne     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Stock Retention/Holding Period          Against   Against      Shareholder
5     Provide Right to Act by Written Consent Against   Against      Shareholder


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

PULTEGROUP, INC.

Ticker:       PHM            Security ID:  745867101
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Brian P. Anderson        For       For          Management
1.2   Elect Director Bryce Blair              For       For          Management
1.3   Elect Director Richard J. Dugas, Jr.    For       For          Management
1.4   Elect Director Thomas Folliard          For       For          Management
1.5   Elect Director Cheryl W. Grise          For       For          Management
1.6   Elect Director Andre J. Hawaux          For       For          Management
1.7   Elect Director Debra J. Kelly-Ennis     For       For          Management
1.8   Elect Director Patrick J. O'Leary       For       For          Management
1.9   Elect Director James J. Postl           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Executive Incentive Bonus Plan  For       For          Management
5     Approve Omnibus Stock Plan              For       For          Management
6     Amend NOL Rights Plan (NOL Pill)        For       For          Management
7     Require a Majority Vote for the         Against   Against      Shareholder
      Election of Directors
8     Performance-Based and/or Time-Based     Against   Against      Shareholder
      Equity Awards


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

RELIANCE STEEL & ALUMINUM CO.

Ticker:       RS             Security ID:  759509102
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sarah J. Anderson        For       For          Management
1.2   Elect Director John G. Figueroa         For       For          Management
1.3   Elect Director Thomas W. Gimbel         For       For          Management
1.4   Elect Director David H. Hannah          For       For          Management
1.5   Elect Director Douglas M. Hayes         For       For          Management
1.6   Elect Director Mark V. Kaminski         For       For          Management
1.7   Elect Director Gregg J. Mollins         For       For          Management
1.8   Elect Director Andrew G. Sharkey, III   For       For          Management
1.9   Elect Director Leslie A. Waite          For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Require Independent Board Chairman      Against   Against      Shareholder
5     Ratify Auditors                         For       For          Management


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

SIMON PROPERTY GROUP, INC.

Ticker:       SPG            Security ID:  828806109
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Melvyn E. Bergstein      For       For          Management
1b    Elect Director Larry C. Glasscock       For       For          Management
1c    Elect Director Karen N. Horn            For       For          Management
1d    Elect Director Allan Hubbard            For       For          Management
1e    Elect Director Reuben S. Leibowitz      For       For          Management
1f    Elect Director Daniel C. Smith          For       For          Management
1g    Elect Director  J. Albert Smith, Jr.    For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

STATE STREET CORPORATION

Ticker:       STT            Security ID:  857477103
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Kennett F. Burnes        For       For          Management
1b    Elect Director Peter Coym               For       For          Management
1c    Elect Director Patrick de Saint-Aignan  For       For          Management
1d    Elect Director Amelia C. Fawcett        For       For          Management
1e    Elect Director Linda A. Hill            For       For          Management
1f    Elect Director Joseph L. Hooley         For       For          Management
1g    Elect Director Robert S. Kaplan         For       For          Management
1h    Elect Director Richard P. Sergel        For       For          Management
1i    Elect Director Ronald L. Skates         For       For          Management
1j    Elect Director Gregory L. Summe         For       For          Management
1k    Elect Director Thomas J. Wilson         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

TARGET CORPORATION

Ticker:       TGT            Security ID:  87612E106
Meeting Date: JUN 12, 2013   Meeting Type: Annual
Record Date:  APR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Roxanne S. Austin        For       For          Management
1b    Elect Director Douglas M. Baker, Jr.    For       For          Management
1c    Elect Director Henrique De Castro       For       For          Management
1d    Elect Director Calvin Darden            For       For          Management
1e    Elect Director Mary N. Dillon           For       For          Management
1f    Elect Director James A. Johnson         For       For          Management
1g    Elect Director Mary E. Minnick          For       For          Management
1h    Elect Director Anne M. Mulcahy          For       For          Management
1i    Elect Director Derica W. Rice           For       For          Management
1j    Elect Director Gregg W. Steinhafel      For       For          Management
1k    Elect Director John G. Stumpf           For       For          Management
1l    Elect Director Solomon D. Trujillo      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Require Independent Board Chairman      Against   Against      Shareholder
5     Report on Electronics Recycling and     Against   Against      Shareholder
      Preventing E-Waste Export


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

TEREX CORPORATION

Ticker:       TEX            Security ID:  880779103
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Ronald M. DeFeo          For       For          Management
1b    Elect Director G. Chris Andersen        For       For          Management
1c    Elect Director Paula H. J. Cholmondeley For       For          Management
1d    Elect Director Donald DeFosset          For       For          Management
1e    Elect Director Thomas J. Hansen         For       For          Management
1f    Elect Director Raimund Klinkner         For       For          Management
1g    Elect Director David A. Sachs           For       For          Management
1h    Elect Director Oren G. Shaffer          For       For          Management
1i    Elect Director David C. Wang            For       For          Management
1j    Elect Director Scott W. Wine            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Deferred Compensation Plan        For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

TEXAS INSTRUMENTS INCORPORATED

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

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


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

THE ALLSTATE CORPORATION

Ticker:       ALL            Security ID:  020002101
Meeting Date: MAY 21, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director F. Duane Ackerman        For       For          Management
1b    Elect Director Robert D. Beyer          For       For          Management
1c    Elect Director Kermit R. Crawford       For       For          Management
1d    Elect Director Jack M. Greenberg        For       For          Management
1e    Elect Director Herbert L. Henkel        For       For          Management
1f    Elect Director Ronald T. LeMay          For       For          Management
1g    Elect Director Andrea Redmond           For       For          Management
1h    Elect Director H. John Riley, Jr.       For       For          Management
1i    Elect Director John W. Rowe             For       For          Management
1j    Elect Director Judith A. Sprieser       For       For          Management
1k    Elect Director Mary Alice Taylor        For       For          Management
1l    Elect Director Thomas J. Wilson         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management
5     Stock Retention/Holding Period          Against   Against      Shareholder
6     Report on Lobbying Payments and Policy  Against   Against      Shareholder


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

THE GOLDMAN SACHS GROUP, INC.

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

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


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

THE KROGER CO.

Ticker:       KR             Security ID:  501044101
Meeting Date: JUN 27, 2013   Meeting Type: Annual
Record Date:  APR 30, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Reuben V. Anderson       For       For          Management
1b    Elect Director Robert D. Beyer          For       For          Management
1c    Elect Director David B. Dillon          For       For          Management
1d    Elect Director Susan J. Kropf           For       For          Management
1e    Elect Director John T. LaMacchia        For       For          Management
1f    Elect Director David B. Lewis           For       For          Management
1g    Elect Director W. Rodney McMullen       For       For          Management
1h    Elect Director Jorge P. Montoya         For       For          Management
1i    Elect Director Clyde R. Moore           For       For          Management
1j    Elect Director Susan M. Phillips        For       For          Management
1k    Elect Director Steven R. Rogel          For       For          Management
1l    Elect Director James A. Runde           For       For          Management
1m    Elect Director Ronald L. Sargent        For       For          Management
1n    Elect Director Bobby S. Shackouls       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Supply Chain Human Rights     Against   Against      Shareholder
      Risks and Management
5     Require Independent Board Chairman      Against   Against      Shareholder
6     Report on Adopting Extended Producer    Against   Against      Shareholder
      Responsibility Policy
7     Adopt and Implement Sustainable Palm    Against   Against      Shareholder
      Oil Policy


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

THE PNC FINANCIAL SERVICES GROUP, INC.

Ticker:       PNC            Security ID:  693475105
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  JAN 31, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard O. Berndt        For       For          Management
1.2   Elect Director Charles E. Bunch         For       For          Management
1.3   Elect Director Paul W. Chellgren        For       For          Management
1.4   Elect Director William S. Demchak       For       For          Management
1.5   Elect Director Kay Coles James          For       For          Management
1.6   Elect Director Richard B. Kelson        For       For          Management
1.7   Elect Director Bruce C. Lindsay         For       For          Management
1.8   Elect Director Anthony A. Massaro       For       For          Management
1.9   Elect Director Jane G. Pepper           For       For          Management
1.10  Elect Director James E. Rohr            For       For          Management
1.11  Elect Director Donald J. Shepard        For       For          Management
1.12  Elect Director Lorene K. Steffes        For       For          Management
1.13  Elect Director Dennis F. Strigl         For       For          Management
1.14  Elect Director Thomas J. Usher          For       For          Management
1.15  Elect Director George H. Walls, Jr.     For       For          Management
1.16  Elect Director Helge H. Wehmeier        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Climate Change Financing Risk Against   Against      Shareholder


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

THE TRAVELERS COMPANIES, INC.

Ticker:       TRV            Security ID:  89417E109
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Alan L. Beller           For       For          Management
1b    Elect Director John H. Dasburg          For       For          Management
1c    Elect Director Janet M. Dolan           For       For          Management
1d    Elect Director Kenneth M. Duberstein    For       For          Management
1e    Elect Director Jay S. Fishman           For       For          Management
1f    Elect Director Patricia L. Higgins      For       For          Management
1g    Elect Director Thomas R. Hodgson        For       For          Management
1h    Elect Director William J. Kane          For       For          Management
1i    Elect Director Cleve L. Killingsworth,  For       For          Management
      Jr.
1j    Elect Director Donald J. Shepard        For       For          Management
1k    Elect Director Laurie J. Thomsen        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Authorize New Class of Preferred Stock  For       For          Management
5     Report on Political Contributions       Against   Against      Shareholder


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

TIME WARNER INC.

Ticker:       TWX            Security ID:  887317303
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James L. Barksdale       For       For          Management
1.2   Elect Director William P. Barr          For       For          Management
1.3   Elect Director Jeffrey L. Bewkes        For       For          Management
1.4   Elect Director Stephen F. Bollenbach    For       For          Management
1.5   Elect Director Robert C. Clark          For       For          Management
1.6   Elect Director Mathias Dopfner          For       For          Management
1.7   Elect Director Jessica P. Einhorn       For       For          Management
1.8   Elect Director Fred Hassan              For       For          Management
1.9   Elect Director Kenneth J. Novack        For       For          Management
1.10  Elect Director Paul D. Wachter          For       For          Management
1.11  Elect Director Deborah C. Wright        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management


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

TORCHMARK CORPORATION

Ticker:       TMK            Security ID:  891027104
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Charles E. Adair         For       For          Management
1.2   Elect Director Marilyn A. Alexander     For       For          Management
1.3   Elect Director David L. Boren           For       For          Management
1.4   Elect Director Jane M. Buchan           For       For          Management
1.5   Elect Director Gary L. Coleman          For       For          Management
1.6   Elect Director Larry M. Hutchison       For       For          Management
1.7   Elect Director Robert W. Ingram         For       For          Management
1.8   Elect Director Mark S. McAndrew         For       For          Management
1.9   Elect Director Lloyd W. Newton          For       For          Management
1.10  Elect Director Wesley D. Protheroe      For       For          Management
1.11  Elect Director Darren M. Rebelez        For       For          Management
1.12  Elect Director Lamar C. Smith           For       For          Management
1.13  Elect Director Paul J. Zucconi          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

UNITEDHEALTH GROUP INCORPORATED

Ticker:       UNH            Security ID:  91324P102
Meeting Date: JUN 03, 2013   Meeting Type: Annual
Record Date:  APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director William C. Ballard, Jr.  For       For          Management
1b    Elect Director Edson Bueno              For       For          Management
1c    Elect Director Richard T. Burke         For       For          Management
1d    Elect Director Robert J. Darretta       For       For          Management
1e    Elect Director Stephen J. Hemsley       For       For          Management
1f    Elect Director Michele J. Hooper        For       For          Management
1g    Elect Director Rodger A. Lawson         For       For          Management
1h    Elect Director Douglas W. Leatherdale   For       For          Management
1i    Elect Director Glenn M. Renwick         For       For          Management
1j    Elect Director Kenneth I. Shine         For       For          Management
1k    Elect Director Gail R. Wilensky         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Lobbying Payments and Policy  Against   Against      Shareholder


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

VALERO ENERGY CORPORATION

Ticker:       VLO            Security ID:  91913Y100
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jerry D. Choate          For       For          Management
1b    Elect Director Ruben M. Escobedo        For       For          Management
1c    Elect Director William R. Klesse        For       For          Management
1d    Elect Director Deborah P. Majoras       For       For          Management
1e    Elect Director Bob Marbut               For       For          Management
1f    Elect Director Donald L. Nickles        For       For          Management
1g    Elect Director Philip J. Pfeiffer       For       For          Management
1h    Elect Director Robert A. Profusek       For       For          Management
1i    Elect Director Susan Kaufman Purcell    For       For          Management
1j    Elect Director Stephen M. Waters        For       For          Management
1k    Elect Director Randall J. Weisenburger  For       For          Management
1l    Elect Director Rayford Wilkins, Jr.     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Political Contributions and   Against   Against      Shareholder
      Lobbying Expenditures


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

VERIZON COMMUNICATIONS INC.

Ticker:       VZ             Security ID:  92343V104
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard L. Carrion       For       For          Management
1.2   Elect Director Melanie L. Healey        For       For          Management
1.3   Elect Director M. Frances Keeth         For       For          Management
1.4   Elect Director Robert W. Lane           For       For          Management
1.5   Elect Director Lowell C. McAdam         For       For          Management
1.6   Elect Director Sandra O. Moose          For       For          Management
1.7   Elect Director Joseph Neubauer          For       For          Management
1.8   Elect Director Donald T. Nicolaisen     For       For          Management
1.9   Elect Director Clarence Otis, Jr.       For       For          Management
1.10  Elect Director Hugh B. Price            For       For          Management
1.11  Elect Director Rodney E. Slater         For       For          Management
1.12  Elect Director Kathryn A. Tesija        For       For          Management
1.13  Elect Director Gregory D. Wasson        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Commit to Wireless Network Neutrality   Against   Against      Shareholder
6     Report on Lobbying Payments and Policy  Against   Against      Shareholder
7     Adopt Proxy Access Right                Against   Against      Shareholder
8     Submit Severance Agreement              Against   Against      Shareholder
      (Change-in-Control) to Shareholder Vote
9     Amend Articles/Bylaws/Charter- Call     Against   Against      Shareholder
      Special Meetings
10    Provide Right to Act by Written Consent Against   Against      Shareholder


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

WELLS FARGO & COMPANY

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

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




====================== Hennessy Small Cap Financial Fund =======================


AMERICAN CAPITAL, LTD.

Ticker:       ACAS           Security ID:  02503Y103
Meeting Date: APR 26, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mary C. Baskin           For       For          Management
1.2   Elect Director Neil M. Hahl             For       For          Management
1.3   Elect Director Philip R. Harper         For       For          Management
1.4   Elect Director John A. Koskinen         For       For          Management
1.5   Elect Director Stan Lundine             For       For          Management
1.6   Elect Director Kenneth D. Peterson, Jr. For       For          Management
1.7   Elect Director Alvin N. Puryear         For       For          Management
1.8   Elect Director Malon Wilkus             For       For          Management
2     Ratify Auditors                         For       For          Management


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

ASSOCIATED BANC-CORP

Ticker:       ASBC           Security ID:  045487105
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John F. Bergstrom        For       For          Management
1.2   Elect Director Ruth M. Crowley          For       For          Management
1.3   Elect Director Philip B. Flynn          For       For          Management
1.4   Elect Director Ronald R. Harder         For       For          Management
1.5   Elect Director William R. Hutchinson    For       For          Management
1.6   Elect Director Robert A. Jeffe          For       For          Management
1.7   Elect Director Eileen A. Kamerick       For       For          Management
1.8   Elect Director Richard T. Lommen        For       For          Management
1.9   Elect Director J. Douglas Quick         For       For          Management
1.10  Elect Director Karen T. van Lith        For       For          Management
1.11  Elect Director John (Jay) B. Williams   For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


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

ASTORIA FINANCIAL CORPORATION

Ticker:       AF             Security ID:  046265104
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John R. Chrin            For       For          Management
1.2   Elect Director John J. Corrado          For       For          Management
1.3   Elect Director Brian M. Leeney          For       For          Management
1.4   Elect Director Patricia M. Nazemetz     For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

BANKUNITED, INC.

Ticker:       BKU            Security ID:  06652K103
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  APR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John Bohlsen             For       For          Management
1.2   Elect Director Chinh E. Chu             For       For          Management
1.3   Elect Director Sue M. Cobb              For       For          Management
1.4   Elect Director Eugene F. DeMark         For       For          Management
1.5   Elect Director Michael J. Dowling       For       For          Management
1.6   Elect Director John A. Kanas            For       For          Management
1.7   Elect Director Thomas M. O'Brien        For       For          Management
1.8   Elect Director Wilbur L. Ross, Jr.      For       For          Management
1.9   Elect Director P. Olivier Sarkozy       For       For          Management
1.10  Elect Director Lance N. West            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Executive Incentive Bonus Plan  For       For          Management


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

BANNER CORPORATION

Ticker:       BANR           Security ID:  06652V208
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert D. Adams          For       For          Management
1.2   Elect Director Connie R. Collingsworth  For       For          Management
1.3   Elect Director Robert J. Lane           For       For          Management
1.4   Elect Director Gary Sirmon              For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify Auditors                         For       For          Management
5     Amend Restricted Stock Plan             For       For          Management


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

BROOKLINE BANCORP, INC.

Ticker:       BRKL           Security ID:  11373M107
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David C. Chapin          For       For          Management
1.2   Elect Director John A. Hackett          For       For          Management
1.3   Elect Director John L. Hall, II         For       For          Management
1.4   Elect Director Rosamond B. Vaule        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

CAPITALSOURCE INC.

Ticker:       CSE            Security ID:  14055X102
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Andrew B. Fremder        For       For          Management
1.2   Elect Director C. William Hosler        For       For          Management
1.3   Elect Director James J. Pieczynski      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

CAPITOL FEDERAL FINANCIAL, INC.

Ticker:       CFFN           Security ID:  14057J101
Meeting Date: JAN 22, 2013   Meeting Type: Annual
Record Date:  DEC 07, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John B. Dicus            For       For          Management
1.2   Elect Director James G. Morris          For       For          Management
1.3   Elect Director Jeffrey R. Thompson      For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

CENTRAL PACIFIC FINANCIAL CORP.

Ticker:       CPF            Security ID:  154760409
Meeting Date: APR 26, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alvaro J. Aguirre        For       For          Management
1.2   Elect Director James F. Burr            For       For          Management
1.3   Elect Director Christine H. H. Camp     For       For          Management
1.4   Elect Director John C. Dean             For       For          Management
1.5   Elect Director Earl E. Fry              For       For          Management
1.6   Elect Director Paul J. Kosasa           For       For          Management
1.7   Elect Director Duane K. Kurisu          For       For          Management
1.8   Elect Director Colbert M. Matsumoto     For       For          Management
1.9   Elect Director Crystal K. Rose          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

COWEN GROUP, INC.

Ticker:       COWN           Security ID:  223622101
Meeting Date: JUN 12, 2013   Meeting Type: Annual
Record Date:  APR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Peter A. Cohen           For       For          Management
1.2   Elect Director Katherine Elizabeth      For       For          Management
      Dietze
1.3   Elect Director Steven Kotler            For       For          Management
1.4   Elect Director Jerome S. Markowitz      For       For          Management
1.5   Elect Director Jack H. Nusbaum          For       For          Management
1.6   Elect Director Jeffrey M. Solomon       For       For          Management
1.7   Elect Director Thomas W. Strauss        For       For          Management
1.8   Elect Director John E. Toffolon, Jr.    For       For          Management
1.9   Elect Director Joseph R. Wright         For       For          Management
2     Ratify Auditors                         For       For          Management


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

ENCORE CAPITAL GROUP, INC.

Ticker:       ECPG           Security ID:  292554102
Meeting Date: JUN 05, 2013   Meeting Type: Annual
Record Date:  APR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director George Lund              For       For          Management
1.2   Elect Director Willem Mesdag            For       For          Management
1.3   Elect Director Francis E. Quinlan       For       For          Management
1.4   Elect Director Norman R. Sorensen       For       For          Management
1.5   Elect Director J. Christopher Teets     For       For          Management
1.6   Elect Director Kenneth A. Vecchione     For       For          Management
1.7   Elect Director H Ronald Weissman        For       For          Management
1.8   Elect Director Warren S. Wilcox         For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Ratify Auditors                         For       For          Management


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

EVERBANK FINANCIAL CORP

Ticker:       EVER           Security ID:  29977G102
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gerald S. Armstrong      For       For          Management
1.2   Elect Director Joseph D. Hinkel         For       For          Management
1.3   Elect Director Robert J. Mylod, Jr.     For       For          Management
1.4   Elect Director Russell B. Newton, III   For       For          Management
2     Ratify Auditors                         For       For          Management


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

FIRST BANCORP

Ticker:       FBP            Security ID:  318672706
Meeting Date: APR 09, 2013   Meeting Type: Written Consent
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve amendment to the Company's      For       For          Management
      Certificate of Incorporation to amend
      the Certificate of Designation of the
      Series A,B,C,D,E Noncumulative
      Perpetual Monthly Income Preferred
      Stock


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

FIRST BANCORP

Ticker:       FBP            Security ID:  318672706
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  APR 23, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A    Elect Director Aurelio Aleman-Bermudez  For       For          Management
1B    Elect Director Thomas M. Hagerty        For       For          Management
1C    Elect Director Michael P. Harmon        For       For          Management
1D    Elect Director Roberto R. Herencia      For       For          Management
1E    Elect Director Jose Menendez-Cortada    For       For          Management
1F    Elect Director Fernando Rodriguez-Amaro For       For          Management
1G    Elect Director Robert T. Gormley        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

FIRST CONNECTICUT BANCORP, INC.

Ticker:       FBNK           Security ID:  319850103
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ronald A. Bucchi         For       For          Management
1.2   Elect Director John J. Carson           For       For          Management
1.3   Elect Director Kevin S. Ray             For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

FIRST HORIZON NATIONAL CORPORATION

Ticker:       FHN            Security ID:  320517105
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert B. Carter         For       For          Management
1.2   Elect Director John C. Compton          For       For          Management
1.3   Elect Director Mark A. Emkes            For       For          Management
1.4   Elect Director Corydon J. Gilchrist     For       For          Management
1.5   Elect Director Vicky B. Gregg           For       For          Management
1.6   Elect Director D. Bryan Jordan          For       For          Management
1.7   Elect Director R. Brad Martin           For       For          Management
1.8   Elect Director Scott M. Niswonger       For       For          Management
1.9   Elect Director Vicki R. Palmer          For       For          Management
1.10  Elect Director Colin V. Reed            For       For          Management
1.11  Elect Director Luke Yancy, III          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

FIRST NIAGARA FINANCIAL GROUP, INC.

Ticker:       FNFG           Security ID:  33582V108
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Roxanne J. Coady         For       For          Management
1.2   Elect Director Carl A. Florio           For       For          Management
1.3   Elect Director Nathaniel D. Woodson     For       For          Management
1.4   Elect Director Carlton L. Highsmith     For       For          Management
1.5   Elect Director George M. Philip         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

FIRSTMERIT CORPORATION

Ticker:       FMER           Security ID:  337915102
Meeting Date: APR 05, 2013   Meeting Type: Annual
Record Date:  FEB 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Merger Agreement                For       For          Management
2     Issue Shares in Connection with         For       For          Management
      Acquisition
3     Advisory Vote on Golden Parachutes      For       For          Management
4     Adjourn Meeting                         For       For          Management
5.1   Elect Director Steven H. Baer           For       For          Management
5.2   Elect Director Karen S. Belden          For       For          Management
5.3   Elect Director R. Cary Blair            For       For          Management
5.4   Elect Director John C. Blickle          For       For          Management
5.5   Elect Director Robert W. Briggs         For       For          Management
5.6   Elect Director Richard Colella          For       For          Management
5.7   Elect Director Gina D. France           For       For          Management
5.8   Elect Director Paul G. Greig            For       For          Management
5.9   Elect Director Terry L. Haines          For       For          Management
5.10  Elect Director J. Michael Hochschwender For       For          Management
5.11  Elect Director Clifford J. Isroff       For       For          Management
5.12  Elect Director Philip A. Lloyd, II      For       For          Management
5.13  Elect Director Russ M. Strobel          For       For          Management
6     Ratify Auditors                         For       For          Management
7     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
8     Approve Executive Incentive Bonus Plan  For       For          Management


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

FLUSHING FINANCIAL CORPORATION

Ticker:       FFIC           Security ID:  343873105
Meeting Date: MAY 21, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John R. Buran            For       For          Management
1.2   Elect Director James D. Bennett         For       For          Management
1.3   Elect Director Vincent F. Nicolosi      For       For          Management
1.4   Elect Director Gerard P. Tully, Sr.     For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

FORESTAR GROUP INC.

Ticker:       FOR            Security ID:  346233109
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jamed M. DeCosmo         For       For          Management
1.2   Elect Director Kenneth M. Jashrow, II   For       For          Management
1.3   Elect Director James A. Johnson         For       For          Management
1.4   Elect Director Charles W. Matthews      For       For          Management
1.5   Elect Director Richard M. Smith         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

FULTON FINANCIAL CORPORATION

Ticker:       FULT           Security ID:  360271100
Meeting Date: APR 29, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Joe N. Ballard           For       For          Management
1b    Elect Director John M. Bond, Jr.        For       For          Management
1c    Elect Director Craig A. Dally           For       For          Management
1d    Elect Director Denise L. Devine         For       For          Management
1e    Elect Director Patrick J. Freer         For       For          Management
1f    Elect Director George W. Hodges         For       For          Management
1g    Elect Director Albert Morrison, III     For       For          Management
1h    Elect Director R. Scott Smith, Jr.      For       For          Management
1i    Elect Director Gary A. Stewart          For       For          Management
1j    Elect Director Ernest J. Waters         For       For          Management
1k    Elect Director E. Philip Wenger         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management


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

GENWORTH FINANCIAL, INC.

Ticker:       GNW            Security ID:  37247D106
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William H. Bolinder      For       For          Management
1.2   Elect Director G. Kent Conrad           For       For          Management
1.3   Elect Director Nancy J. Karch           For       For          Management
1.4   Elect Director Thomas J. McInerney      For       For          Management
1.5   Elect Director Christine B. Mead        For       For          Management
1.6   Elect Director David M. Moffett         For       For          Management
1.7   Elect Director Thomas E. Moloney        For       For          Management
1.8   Elect Director James A. Parke           For       For          Management
1.9   Elect Director James S. Riepe           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

GRAMERCY PROPERTY TRUST INC.

Ticker:       GPT            Security ID:  38489R100
Meeting Date: JUN 25, 2013   Meeting Type: Annual
Record Date:  APR 29, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Allan J. Baum            For       For          Management
1.2   Elect Director Gordon F. DuGan          For       For          Management
1.3   Elect Director Marc Holliday            For       For          Management
1.4   Elect Director Gregory F. Hughes        For       For          Management
1.5   Elect Director Jeffrey E. Kelter        For       For          Management
1.6   Elect Director Charles S. Laven         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

GREEN DOT CORPORATION

Ticker:       GDOT           Security ID:  39304D102
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  APR 02, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steven W. Streit         For       For          Management
1.2   Elect Director Timothy R. Greenleaf     For       For          Management
1.3   Elect Director Michael J. Moritz        For       For          Management
2     Ratify Auditors                         For       For          Management


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

GREENHILL & CO., INC.

Ticker:       GHL            Security ID:  395259104
Meeting Date: APR 11, 2013   Meeting Type: Annual
Record Date:  FEB 21, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert F. Greenhill      For       For          Management
1.2   Elect Director Scott L. Bok             For       For          Management
1.3   Elect Director Robert T. Blakely        For       For          Management
1.4   Elect Director John C. Danforth         For       For          Management
1.5   Elect Director Steven F. Goldstone      For       For          Management
1.6   Elect Director Stephen L. Key           For       For          Management
1.7   Elect Director Karen P. Robards         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management


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

HEARTLAND PAYMENT SYSTEMS, INC.

Ticker:       HPY            Security ID:  42235N108
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  APR 10, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert O. Carr           For       For          Management
1.2   Elect Director Maureen Breakiron-Evans  For       For          Management
1.3   Elect Director Mitchell L. Hollin       For       For          Management
1.4   Elect Director Robert H. Niehaus        For       For          Management
1.5   Elect Director Marc J. Ostro            For       For          Management
1.6   Elect Director Jonathan J. Palmer       For       For          Management
1.7   Elect Director Richard W. Vague         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

HINGHAM INSTITUTION FOR SAVINGS

Ticker:       HIFS           Security ID:  433323102
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Howard M. Berger         For       For          Management
1.2   Elect Director Marion J. Fahey          For       For          Management
1.3   Elect Director Kevin W. Gaughen         For       For          Management
1.4   Elect Director Julio R. Hernando        For       For          Management
1.5   Elect Director Robert K. Sheridan       For       For          Management
1.6   Elect Director Edward L. Sparda         For       For          Management
2     Elect Marion J. Fahey  as Company Clerk For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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

HOME LOAN SERVICING SOLUTIONS, LTD.

Ticker:       HLSS           Security ID:  G6648D109
Meeting Date: MAY 06, 2013   Meeting Type: Annual
Record Date:  MAR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William C. Erbey         For       For          Management
1.2   Elect Director John P. Van Vlack        For       For          Management
1.3   Elect Director Kerry Kennedy            For       For          Management
1.4   Elect Director Richard J. Lochrie       For       For          Management
1.5   Elect Director David B. Reiner          For       For          Management
1.6   Elect Director Robert McGinnis          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   Three     Three Years  Management
                                              Years


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

HOMESTREET, INC.

Ticker:       HMST           Security ID:  43785V102
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael J. Malone        For       For          Management
1.2   Elect Director Victor H. Indiek         For       For          Management
1.3   Elect Director Bruce W. Williams        For       For          Management
1.4   Elect Director Mark K. Mason            For       For          Management
1.5   Elect Director Scott M. Boggs           For       For          Management
2     Ratify Auditors                         For       For          Management


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

INDEPENDENT BANK CORP.

Ticker:       INDB           Security ID:  453836108
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Benjamin A. Gilmore, II  For       For          Management
1.2   Elect Director Eileen C. Miskell        For       For          Management
1.3   Elect Director Carl Ribeiro             For       For          Management
1.4   Elect Director John H. Spurr, Jr.       For       For          Management
1.5   Elect Director Thomas R. Venables       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

INVESTORS BANCORP, INC.

Ticker:       ISBC           Security ID:  46146P102
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Merger Agreement                For       For          Management
2.1   Elect Director Domenick A. Cama         For       For          Management
2.2   Elect Director James J. Garibaldi       For       For          Management
2.3   Elect Director Vincent D. Manahan, III  For       For          Management
2.4   Elect Director James H. Ward, III       For       For          Management
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Ratify Auditors                         For       For          Management


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

JMP GROUP INC.

Ticker:       JMP            Security ID:  46629U107
Meeting Date: JUN 17, 2013   Meeting Type: Annual
Record Date:  MAY 09, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joseph A. Jolson         For       For          Management
1.2   Elect Director Craig R. Johnson         For       For          Management
1.3   Elect Director Carter D. Mack           For       For          Management
1.4   Elect Director Mark L. Lehmann          For       For          Management
1.5   Elect Director Glenn H. Tongue          For       For          Management
1.6   Elect Director Kenneth M. Karmin        For       For          Management
1.7   Elect Director H. Mark Lunenburg        For       For          Management
1.8   Elect Director David M. DiPietro        For       For          Management
1.9   Elect Director Jonathan M. Orszag       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

KB HOME

Ticker:       KBH            Security ID:  48666K109
Meeting Date: APR 04, 2013   Meeting Type: Annual
Record Date:  FEB 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Barbara T. Alexander     For       For          Management
1.2   Elect Director Stephen F. Bollenbach    For       For          Management
1.3   Elect Director Timothy W. Finchem       For       For          Management
1.4   Elect Director Thomas W. Gilligan       For       For          Management
1.5   Elect Director Kenneth M. Jastrow, II   For       For          Management
1.6   Elect Director Robert L. Johnson        For       For          Management
1.7   Elect Director Melissa Lora             For       For          Management
1.8   Elect Director Michael G. McCaffery     For       For          Management
1.9   Elect Director Jeffrey T. Mezger        For       For          Management
1.10  Elect Director Luis G. Nogales          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

KEYCORP

Ticker:       KEY            Security ID:  493267108
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Edward P. Campbell       For       For          Management
1.2   Elect Director Joseph A. Carrabba       For       For          Management
1.3   Elect Director Charles P. Cooley        For       For          Management
1.4   Elect Director Alexander M. Cutler      For       For          Management
1.5   Elect Director H. James Dallas          For       For          Management
1.6   Elect Director Elizabeth R. Gile        For       For          Management
1.7   Elect Director Ruth Ann M. Gillis       For       For          Management
1.8   Elect Director William G. Gisel, Jr.    For       For          Management
1.9   Elect Director Richard J. Hipple        For       For          Management
1.10  Elect Director Kristen L. Manos         For       For          Management
1.11  Elect Director Beth E. Mooney           For       For          Management
1.12  Elect Director Barbara R. Snyder        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management


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

KKR FINANCIAL HOLDINGS LLC

Ticker:       KFN            Security ID:  48248A306
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Tracy L. Collins         For       For          Management
1.2   Elect Director Robert L. Edwards        For       For          Management
1.3   Elect Director Vincent Paul Finigan     For       For          Management
1.4   Elect Director Paul M. Hazen            For       For          Management
1.5   Elect Director R. Glenn Hubbard         For       For          Management
1.6   Elect Director Ross J. Kari             For       For          Management
1.7   Elect Director Ely L. Licht             For       For          Management
1.8   Elect Director Deborah H. McAneny       For       For          Management
1.9   Elect Director Scott C. Nuttall         For       For          Management
1.10  Elect Director Scott A. Ryles           For       For          Management
1.11  Elect Director William C. Sonneborn     For       For          Management
1.12  Elect Director Willy R. Strothotte      For       For          Management
2     Ratify Auditors                         For       For          Management


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

LADENBURG THALMANN FINANCIAL SERVICES INC.

Ticker:       LTS            Security ID:  50575Q102
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Henry C. Beinstein       For       For          Management
1.2   Elect Director Phillip Frost            For       For          Management
1.3   Elect Director Brian S. Genson          For       For          Management
1.4   Elect Director Saul Gilinski            For       For          Management
1.5   Elect Director Dmitry Kolosov           For       For          Management
1.6   Elect Director Richard M. Krasno        For       For          Management
1.7   Elect Director Richard J. Lampen        For       For          Management
1.8   Elect Director Howard M. Lorber         For       For          Management
1.9   Elect Director Jeffrey S. Podell        For       For          Management
1.10  Elect Director Richard J. Rosenstock    For       For          Management
1.11  Elect Director Jacqueline M. Simkin     For       For          Management
1.12  Elect Director Mark Zeitchick           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Increase Authorized Common Stock        For       For          Management
4     Increase Authorized Preferred Stock     For       For          Management
5     Ratify Auditors                         For       For          Management


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

MBIA INC.

Ticker:       MBI            Security ID:  55262C100
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Joseph W. Brown          For       For          Management
1b    Elect Director Maryann Bruce            For       For          Management
1c    Elect Director David A. Coulter         For       For          Management
1d    Elect Director Steven J. Gilbert        For       For          Management
1e    Elect Director Daniel P. Kearney        For       For          Management
1f    Elect Director Kewsong Lee              For       For          Management
1g    Elect Director Charles R. Rinehart      For       For          Management
1h    Elect Director Theodore Shasta          For       For          Management
1i    Elect Director Richard C. Vaughan       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

MGIC INVESTMENT CORPORATION

Ticker:       MTG            Security ID:  552848103
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James A. Abbott          For       For          Management
1.2   Elect Director Curt S. Culver           For       For          Management
1.3   Elect Director Thomas M. Hagerty        For       For          Management
1.4   Elect Director Timothy A. Holt          For       For          Management
1.5   Elect Director Michael E. Lehman        For       For          Management
1.6   Elect Director William A. MacIntosh     For       For          Management
1.7   Elect Director Leslie M. Muma           For       For          Management
1.8   Elect Director Mark M. Zandi            For       For          Management
2     Amend NOL Rights Plan (NOL Pill)        For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


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

MGIC INVESTMENT CORPORATION

Ticker:       MTG            Security ID:  552848103
Meeting Date: JUN 27, 2013   Meeting Type: Special
Record Date:  MAY 20, 2013

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


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

MONEYGRAM INTERNATIONAL, INC.

Ticker:       MGI            Security ID:  60935Y208
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director J. Coley Clark           For       For          Management
1.2   Elect Director Victor W. Dahir          For       For          Management
1.3   Elect Director Antonio O. Garza         For       For          Management
1.4   Elect Director Thomas M. Hagerty        For       For          Management
1.5   Elect Director Seth W. Lawry            For       For          Management
1.6   Elect Director Pamela H. Patsley        For       For          Management
1.7   Elect Director Ganesh B. Rao            For       For          Management
1.8   Elect Director W. Bruce Turner          For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management


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

NATIONSTAR MORTGAGE HOLDINGS INC.

Ticker:       NSM            Security ID:  63861C109
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Roy A. Guthrie           For       For          Management
1.2   Elect Director Michael D. Malone        For       For          Management
2     Ratify Auditors                         For       For          Management


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

NETSPEND HOLDINGS, INC.

Ticker:       NTSP           Security ID:  64118V106
Meeting Date: JUN 18, 2013   Meeting Type: Special
Record Date:  APR 03, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Merger Agreement                For       For          Management
2     Adjourn Meeting                         For       For          Management
3     Advisory Vote on Golden Parachutes      For       For          Management


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

NORTHSTAR REALTY FINANCE CORP.

Ticker:       NRF            Security ID:  66704R100
Meeting Date: MAY 29, 2013   Meeting Type: Annual
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. Preston Butcher       For       For          Management
1.2   Elect Director Stephen E. Cummings      For       For          Management
1.3   Elect Director David T. Hamamoto        For       For          Management
1.4   Elect Director Judith A. Hannaway       For       For          Management
1.5   Elect Director Oscar Junquera           For       For          Management
1.6   Elect Director Wesley D. Minami         For       For          Management
1.7   Elect Director Louis J. Paglia          For       For          Management
1.8   Elect Director Sridhar Sambamurthy      For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


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

NORTHWEST BANCSHARES, INC.

Ticker:       NWBI           Security ID:  667340103
Meeting Date: APR 17, 2013   Meeting Type: Annual
Record Date:  FEB 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard E. McDowell      For       For          Management
1.2   Elect Director Joseph F. Long           For       For          Management
1.3   Elect Director John P. Meegan           For       For          Management
1.4   Elect Director Timothy B. Fannin        For       For          Management
1.5   Elect Director William F. McKnight      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

OCEANFIRST FINANCIAL CORP.

Ticker:       OCFC           Security ID:  675234108
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director  Donald E. McLaughlin    For       For          Management
1.2   Elect Director John E. Walsh            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

OCWEN FINANCIAL CORPORATION

Ticker:       OCN            Security ID:  675746309
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 21, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William C. Erbey         For       For          Management
1.2   Elect Director Ronald M. Faris          For       For          Management
1.3   Elect Director Ronald J. Korn           For       For          Management
1.4   Elect Director William H. Lacy          For       For          Management
1.5   Elect Director Wilbur L. Ross, Jr.      For       For          Management
1.6   Elect Director Robert A. Salcetti       For       For          Management
1.7   Elect Director Barry N. Wish            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

PENNYMAC MORTGAGE INVESTMENT TRUST

Ticker:       PMT            Security ID:  70931T103
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  APR 02, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Matthew Botein           For       For          Management
1.2   Elect Director Scott W. Carnahan        For       For          Management
1.3   Elect Director Frank P. Willey          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

PHH CORPORATION

Ticker:       PHH            Security ID:  693320202
Meeting Date: JUN 12, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jane D. Carlin           For       For          Management
1.2   Elect Director Thomas P. Gibbons        For       For          Management
1.3   Elect Director Deborah M. Reif          For       For          Management
1.4   Elect Director Carroll R. Wetzel, Jr.   For       For          Management
1.5   Elect Director Jon A. Boscia            For       For          Management
1.6   Elect Director Glen A. Messina          For       For          Management
1.7   Elect Director Charles P. Pizzi         For       For          Management
1.8   Elect Director James O. Egan            For       For          Management
1.9   Elect Director Allan Z. Loren           For       For          Management
1.10  Elect Director G.J. Parseghian          For       For          Management
1.11  Elect Director Jane D. Carlin           For       For          Management
1.12  Elect Director Thomas P. Gibbons        For       For          Management
1.13  Elect Director Deborah M. Reif          For       For          Management
1.14  Elect Director Carroll R. Wetzel, Jr.   For       For          Management
2     Declassify the Board of Directors       For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

PIPER JAFFRAY COMPANIES

Ticker:       PJC            Security ID:  724078100
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Andrew S. Duff           For       For          Management
1.2   Elect Director Michael R. Francis       For       For          Management
1.3   Elect Director B. Kristine Johnson      For       For          Management
1.4   Elect Director Addison L. Piper         For       For          Management
1.5   Elect Director Lisa K. Polsky           For       For          Management
1.6   Elect Director Philip E. Soran          For       For          Management
1.7   Elect Director Michele Volpi            For       For          Management
1.8   Elect Director Hope B. Woodhouse        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

POPULAR, INC.

Ticker:       BPOP           Security ID:  733174700
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Joaquin E. Bacardi, III  For       For          Management
1b    Elect Director David E. Goel            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management


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

PORTFOLIO RECOVERY ASSOCIATES, INC.

Ticker:       PRAA           Security ID:  73640Q105
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John H. Fain             For       For          Management
1.2   Elect Director David N. Roberts         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Approve Omnibus Stock Plan              For       For          Management
5     Approve Executive Incentive Bonus Plan  For       For          Management


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

PRIVATEBANCORP, INC.

Ticker:       PVTB           Security ID:  742962103
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Declassify the Board of Directors       For       For          Management
2.1   Elect Director Robert F. Coleman        For       For          Management
2.2   Elect Director James M. Guyette         For       For          Management
2.3   Elect Director Collin E. Roche          For       For          Management
2.4   Elect Director William R. Rybak         For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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

RADIAN GROUP INC.

Ticker:       RDN            Security ID:  750236101
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Herbert Wender           For       For          Management
1b    Elect Director David C. Carney          For       For          Management
1c    Elect Director Howard B. Culang         For       For          Management
1d    Elect Director Lisa W. Hess             For       For          Management
1e    Elect Director Stephen T. Hopkins       For       For          Management
1f    Elect Director Sanford A. Ibrahim       For       For          Management
1g    Elect Director Brian D. Montgomery      For       For          Management
1h    Elect Director Gaetano Muzio            For       For          Management
1i    Elect Director Jan Nicholson            For       For          Management
1j    Elect Director Gregory V. Serio         For       For          Management
1k    Elect Director Noel J. Spiegel          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Increase Authorized Common Stock        For       For          Management
4     Amend Securities Transfer Restrictions  For       For          Management
5     Amend NOL Rights Plan (NOL Pill)        For       For          Management
6     Ratify Auditors                         For       For          Management


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

RAIT FINANCIAL TRUST

Ticker:       RAS            Security ID:  749227609
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Scott F. Schaeffer       For       For          Management
1.2   Elect Director Andrew Batinovich        For       For          Management
1.3   Elect Director Edward S. Brown          For       For          Management
1.4   Elect Director Frank A. Farnesi         For       For          Management
1.5   Elect Director S. Kristin Kim           For       For          Management
1.6   Elect Director Arthur Makadon           For       For          Management
1.7   Elect Director Jon C. Sarkisian         For       For          Management
1.8   Elect Director Andrew M. Silberstein    For       For          Management
1.9   Elect Director Murray Stempel, III      For       For          Management
2     Ratify Auditors                         For       For          Management


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

ROCKVILLE FINANCIAL, INC.

Ticker:       RCKB           Security ID:  774188106
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joseph F. Jeamel, Jr.    For       For          Management
1.2   Elect Director Raymond H. Lefurge, Jr.  For       For          Management
1.3   Elect Director Stuart E. Magdefrau      For       For          Management
2     Ratify Auditors                         For       For          Management


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

STERLING FINANCIAL CORPORATION

Ticker:       STSA           Security ID:  859319303
Meeting Date: APR 29, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Howard P. Behar          For       For          Management
1.2   Elect Director Leslie ('Les') S. Biller For       For          Management
1.3   Elect Director Ellen R.M. Boyer         For       For          Management
1.4   Elect Director David A. Coulter         For       For          Management
1.5   Elect Director Robert C. Donegan        For       For          Management
1.6   Elect Director C. Webb Edwards          For       For          Management
1.7   Elect Director William ('Ike') L.       For       For          Management
      Eisenhart
1.8   Elect Director Robert H. Hartheimer     For       For          Management
1.9   Elect Director Michael F. Reuling       For       For          Management
1.10  Elect Director J. Gregory Seibly        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

SUSQUEHANNA BANCSHARES, INC.

Ticker:       SUSQ           Security ID:  869099101
Meeting Date: MAY 03, 2013   Meeting Type: Annual
Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Anthony J. Agnone, Sr.   For       For          Management
1.2   Elect Director Wayne E. Alter, Jr.      For       For          Management
1.3   Elect Director Henry R. Gibbel          For       For          Management
1.4   Elect Director Bruce A. Hepburn         For       For          Management
1.5   Elect Director Donald L. Hoffman        For       For          Management
1.6   Elect Director Sara G. Kirkland         For       For          Management
1.7   Elect Director Jeffrey F. Lehman        For       For          Management
1.8   Elect Director Michael A. Morello       For       For          Management
1.9   Elect Director Scott J. Newkam          For       For          Management
1.10  Elect Director Robert E. Poole, Jr.     For       For          Management
1.11  Elect Director William J. Reuter        For       For          Management
1.12  Elect Director Andrew S. Samuel         For       For          Management
1.13  Elect Director Christine Sears          For       For          Management
1.14  Elect Director James A. Ulsh            For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


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

SYNOVUS FINANCIAL CORP.

Ticker:       SNV            Security ID:  87161C105
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  FEB 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A    Elect Director Catherine A. Allen       For       For          Management
1B    Elect Director Stephen T. Butler        For       For          Management
1C    Elect Director Elizabeth W. Camp        For       For          Management
1D    Elect Director T. Michael Goodrich      For       For          Management
1E    Elect Director V. Nathaniel Hansford    For       For          Management
1F    Elect Director Mason H. Lampton         For       For          Management
1G    Elect Director Jerry W. Nix             For       For          Management
1H    Elect Director Joseph J. Prochaska, Jr. For       For          Management
1I    Elect Director J. Neal Purcell          For       For          Management
1J    Elect Director Kessel D. Stelling       For       For          Management
1K    Elect Director Melvin T. Stith          For       For          Management
1L    Elect Director Barry L. Storey          For       For          Management
1M    Elect Director Philip W. Tomlinson      For       For          Management
1N    Elect Director James D. Yancey          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management


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

TCF FINANCIAL CORPORATION

Ticker:       TCB            Security ID:  872275102
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Raymond L. Barton        For       For          Management
1.2   Elect Director Peter Bell               For       For          Management
1.3   Elect Director William F. Bieber        For       For          Management
1.4   Elect Director Theodore J. Bigos        For       For          Management
1.5   Elect Director William A. Cooper        For       For          Management
1.6   Elect Director Thomas A. Cusick         For       For          Management
1.7   Elect Director Craig R. Dahl            For       For          Management
1.8   Elect Director Karen L. Grandstrand     For       For          Management
1.9   Elect Director Thomas F. Jasper         For       For          Management
1.10  Elect Director George G. Johnson        For       For          Management
1.11  Elect Director Vance K. Opperman        For       For          Management
1.12  Elect Director James M. Ramstad         For       For          Management
1.13  Elect Director Gerald A. Schwalbach     For       For          Management
1.14  Elect Director Barry N. Winslow         For       For          Management
1.15  Elect Director Richard A. Zona          For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Amend Executive Incentive Bonus Plan    For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Ratify Auditors                         For       For          Management


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

TERRITORIAL BANCORP INC.

Ticker:       TBNK           Security ID:  88145X108
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kirk W. Caldwell         For       For          Management
1.2   Elect Director Francis E. Tanaka        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

TFS FINANCIAL CORPORATION

Ticker:       TFSL           Security ID:  87240R107
Meeting Date: FEB 21, 2013   Meeting Type: Annual
Record Date:  DEC 24, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Martin J. Cohen          For       For          Management
1.2   Elect Director Robert A. Fiala          For       For          Management
1.3   Elect Director Ben S. Stefanski, III    For       For          Management
1.4   Elect Director Marc A. Stefanski        For       For          Management
2     Amend Executive Incentive Bonus Plan    For       For          Management
3     Ratify Auditors                         For       For          Management


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

UNITED COMMUNITY BANKS, INC.

Ticker:       UCBI           Security ID:  90984P303
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 23, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director W.C. Nelson, Jr.         For       For          Management
1.2   Elect Director Jimmy C. Tallent         For       For          Management
1.3   Elect Director Robert H. Blalock        For       For          Management
1.4   Elect Director Clifford V. Brokaw       For       For          Management
1.5   Elect Director L. Cathy Cox             For       For          Management
1.6   Elect Director Steven J. Goldstein      For       For          Management
1.7   Elect Director Thomas A. Richlovsky     For       For          Management
1.8   Elect Director Tim R. Wallis            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify Auditors                         For       For          Management


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

UNITED FINANCIAL BANCORP, INC.

Ticker:       UBNK           Security ID:  91030T109
Meeting Date: NOV 01, 2012   Meeting Type: Special
Record Date:  SEP 10, 2012

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


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

UNITED FINANCIAL BANCORP, INC.

Ticker:       UBNK           Security ID:  91030T109
Meeting Date: APR 18, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael F. Crowley       For       For          Management
1.2   Elect Director Carol Moore Cutting      For       For          Management
1.3   Elect Director Carol A. Leary           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

WALTER INVESTMENT MANAGEMENT CORP.

Ticker:       WAC            Security ID:  93317W102
Meeting Date: MAY 03, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steven R. Berrard        For       For          Management
1.2   Elect Director Ellyn L. Brown           For       For          Management
1.3   Elect Director Denmar J. Dixon          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Charter Provisions Relating to    For       For          Management
      Former REIT Status
5     Amend Charter Provisions that are       For       For          Management
      Irrelevant
6     Amend Charter to Adopt Articles         For       For          Management
      Supplementary
7     Amend Charter to Revise                 For       For          Management
      Indemnification Provisions
8     Amend Charter to Change Articles Six,   For       For          Management
      Seven and Eight
9     Ratify Auditors                         For       For          Management


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

WASHINGTON FEDERAL, INC.

Ticker:       WAFD           Security ID:  938824109
Meeting Date: JAN 16, 2013   Meeting Type: Annual
Record Date:  NOV 23, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas J. Kelley         For       For          Management
1.2   Elect Director Barbara L. Smith         For       For          Management
1.3   Elect Director David K. Grant           For       For          Management
1.4   Elect Director Randall H. Talbot        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

WINTRUST FINANCIAL CORPORATION

Ticker:       WTFC           Security ID:  97650W108
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Peter D. Crist           For       For          Management
1.2   Elect Director Bruce K. Crowther        For       For          Management
1.3   Elect Director Joseph F. Damico         For       For          Management
1.4   Elect Director Bert A. Getz, Jr.        For       For          Management
1.5   Elect Director H. Patrick Hackett, Jr.  For       For          Management
1.6   Elect Director Scott K. Heitmann        For       For          Management
1.7   Elect Director Charles H. James, III    For       For          Management
1.8   Elect Director Albin F. Moschner        For       For          Management
1.9   Elect Director Thomas J. Neis           For       For          Management
1.10  Elect Director Christopher J. Perry     For       For          Management
1.11  Elect Director Ingrid S. Stafford       For       For          Management
1.12  Elect Director Sheila G. Talton         For       For          Management
1.13  Elect Director Edward J. Wehmer         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

WSFS FINANCIAL CORPORATION

Ticker:       WSFS           Security ID:  929328102
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Eleuthere I. du Pont     For       For          Management
1.2   Elect Director Calvert A. Morgan, Jr.   For       For          Management
1.3   Elect Director Marvin N. Schoenhals     For       For          Management
1.4   Elect Director David G. Turner          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Approve Stock Option Plan Grants        For       For          Management


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

ZIONS BANCORPORATION

Ticker:       ZION           Security ID:  989701107
Meeting Date: MAY 24, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jerry C. Atkin           For       For          Management
1b    Elect Director R.D. Cash                For       For          Management
1c    Elect Director Patricia Frobes          For       For          Management
1d    Elect Director J. David Heaney          For       For          Management
1e    Elect Director Roger B. Porter          For       For          Management
1f    Elect Director Stephen D. Quinn         For       For          Management
1g    Elect Director Harris H. Simmons        For       For          Management
1h    Elect Director L.E. Simmons             For       For          Management
1i    Elect Director Shelley Thomas Williams  For       For          Management
1j    Elect Director Steven C. Wheelwright    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
5     Require Independent Board Chairman      Against   Against      Shareholder


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)  Hennessy Funds Trust

By (Signature and Title)* /s/ Neil J. Hennessy
			Neil J. Hennessy
			Principal Executive Officer


Date August 7, 2013


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