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

ICA File Number: 811-07695
Reporting Period: 07/01/2012 - 06/30/2013
The Hennessy Mutual Funds, Inc.





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 (811-07695)


Hennessy Mutual Funds, Inc.
(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 Cornerstone Growth Fund =======================


Company Name		Meeting Date	Cusip		Ticker					For/Against Mgmnt
Triumph Group		7/19/2012	896 818 101	TGI


Vote: 		Proposal: 				Proposed by Issuer or shareholder:
For		1. Directors				Issuer					For
For		2. Vote on executive compensation	Issuer					For
For		3. Amend to eliminate cumulative voting Issuer					For
For		4. Rat Ernst & Young			Issuer					For




Company Name		Meeting Date	Cusip		Ticker					For/Against Mgmnt
Arctic Cat Incorp.	8/8/2012	039 670 104	ACAT


Vote: 		Proposal: 				Proposed by Issuer or shareholder:
For		1. Directors				Issuer					For
For		2. Rat Grant Thornton			Issuer					For




Company Name		Meeting Date	Cusip		Ticker					For/Against Mgmnt
La - Z - Boy 		8/22/2012	505 336 107	LZB


Vote: 		Proposal: 				Proposed by Issuer or shareholder:
For		1. Directors				Issuer					For
For		2. Rat Pricewaterhousecoopers		Issuer					For
For		3. Approve compensation for executive 	Issuer					For
		   officers
For		4. Approve to eliminate provision 	Issuer					For
		   authorizing reorg under state law



Company Name		Meeting Date	Cusip		Ticker					For/Against Mgmnt
Cintas Corporation	10/16/2012	172908105	CTAS


Vote: 		Proposal: 				Proposed by Issuer or shareholder:
For		1. Directors				Issuer					For
For		2. Executive officer compensation	Issuer					For
For		3. Rat Ernst & Young			Issuer					For


Company Name		Meeting Date		Cusip		Ticker				For/Against Mgmnt
Dycom Industries, Inc.		11/20/2012	267475 101	DY


Vote: 		Proposal: 			Proposed by Issuer or shareholder:
For		1. Directors			Issuer						For
For		2. Approve Company's 2012 	Issuer						For
		   Long-Term Incentive Plan
For		3. Ratify appt of Deloitte & T	Issuer						For
		   Touch incependent auditor
For		4. Compensation of Company's 	Issuer						For
		   named executive officers



Company Name		Meeting Date		Cusip		Ticker				For/Against Mgmnt
Elizabeth Arden, Inc.		11/7/2012	28660G 106	RDEN


Vote: 		Proposal:				Proposed by Issuer or shareholder
For		1. Directors				Issuer					For

For		2. Compensation of Company's named 	Issuer					For
		   executive officers
For		3. Ratify appt of PWC LLp as 		Issuer					For
		   independent auditor
Against		4. Shareholder Proposal regarding 	Shareholder				Against
		   transparency involving the use of
		   animals in product testing



Company Name				Meeting Date	Cusip		Ticker			For/Against Mgmnt
Metropolitan Health Networks		12/21/2012	592142 103	MDF


Vote: 		Proposal: 				Proposed by Issuer or shareholder:
For		1. To Adopt and Approve Agreement of 	Issuer					For
		   Merger with various entities
For		2. Approve an adjournment of the 	Issuer					For
		   Metropolitan Special meeting
For		3. Proposal to approve, on advisory 	Issuer					For
		   basis, comp payments to execs


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


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

APOGEE ENTERPRISES, INC.

Ticker:       APOG           Security ID:  037598109
Meeting Date: JUN 26, 2013   Meeting Type: Annual
Record Date:  MAY 03, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jerome L. Davis          For       For          Management
1.2   Elect Director Sara L. Hays             For       For          Management
1.3   Elect Director Richard V. Reynolds      For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

ASCENA RETAIL GROUP, INC.

Ticker:       ASNA           Security ID:  04351G101
Meeting Date: DEC 11, 2012   Meeting Type: Annual
Record Date:  OCT 12, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John Usdan               For       For          Management
1.2   Elect Director Randy L. Pearce          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


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

ATWOOD OCEANICS, INC.

Ticker:       ATW            Security ID:  050095108
Meeting Date: FEB 14, 2013   Meeting Type: Annual
Record Date:  DEC 18, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Deborah A. Beck          For       For          Management
1.2   Elect Director George S. Dotson         For       For          Management
1.3   Elect Director Jack E. Golden           For       For          Management
1.4   Elect Director Hans Helmerich           For       For          Management
1.5   Elect Director James R. Montague        For       For          Management
1.6   Elect Director Robert J. Saltiel        For       For          Management
1.7   Elect Director Phil D. Wedemeyer        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Change Range for Size of the Board      For       For          Management
5     Ratify Auditors                         For       For          Management


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

AVERY DENNISON CORPORATION

Ticker:       AVY            Security ID:  053611109
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Bradley A. Alford        For       For          Management
1.2   Elect Director Anthony K. Anderson      For       For          Management
1.3   Elect Director Rolf L. Borjesson        For       For          Management
1.4   Elect Director John T. Cardis           For       For          Management
1.5   Elect Director David E. I. Pyott        For       For          Management
1.6   Elect Director Dean A. Scarborough      For       For          Management
1.7   Elect Director Patrick T. Siewert       For       For          Management
1.8   Elect Director Julia A. Stewart         For       For          Management
1.9   Elect Director Martha N. Sullivan       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

AVIS BUDGET GROUP, INC.

Ticker:       CAR            Security ID:  053774105
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ronald L. Nelson         For       For          Management
1.2   Elect Director Alun Cathcart            For       For          Management
1.3   Elect Director Mary C. Choksi           For       For          Management
1.4   Elect Director Leonard S. Coleman       For       For          Management
1.5   Elect Director John D. Hardy, Jr.       For       For          Management
1.6   Elect Director Lynn Krominga            For       For          Management
1.7   Elect Director Eduardo G. Mestre        For       For          Management
1.8   Elect Director F. Robert Salerno        For       For          Management
1.9   Elect Director Stender E. Sweeney       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

AXIALL CORPORATION

Ticker:       AXLL           Security ID:  05463D100
Meeting Date: MAY 21, 2013   Meeting Type: Annual
Record Date:  MAR 29, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Paul D. Carrico          For       For          Management
1.2   Elect Director T. Kevin DeNicola        For       For          Management
1.3   Elect Director Patrick J. Fleming       For       For          Management
1.4   Elect Director Robert M. Gervis         For       For          Management
1.5   Elect Director Victoria F. Haynes       For       For          Management
1.6   Elect Director Stephen E. Macadam       For       For          Management
1.7   Elect Director William L. Mansfield     For       For          Management
1.8   Elect Director Michael H. McGarry       For       For          Management
1.9   Elect Director Mark L. Noetzel          For       For          Management
1.10  Elect Director Robert Ripp              For       For          Management
1.11  Elect Director David N. Weinstein       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

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


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

BAZAARVOICE, INC.

Ticker:       BV             Security ID:  073271108
Meeting Date: OCT 09, 2012   Meeting Type: Annual
Record Date:  AUG 23, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Neeraj Agrawal           For       Did Not Vote Management
1.2   Elect Director Christopher A. Pacitti   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     Advisory Vote on Say on Pay Frequency   Three     Did Not Vote Management
                                              Years


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

BROOKDALE SENIOR LIVING INC.

Ticker:       BKD            Security ID:  112463104
Meeting Date: JUN 13, 2013   Meeting Type: Annual
Record Date:  APR 16, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jackie M. Clegg          For       For          Management
1.2   Elect Director Randal A. Nardone        For       For          Management
1.3   Elect Director James R. Seward          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

BRUNSWICK CORPORATION

Ticker:       BC             Security ID:  117043109
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Nolan D. Archibald       For       For          Management
1.2   Elect Director David C. Everitt         For       For          Management
1.3   Elect Director Roger J. Wood            For       For          Management
1.4   Elect Director Lawrence A. Zimmerman    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


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

CABELA'S INCORPORATED

Ticker:       CAB            Security ID:  126804301
Meeting Date: JUN 05, 2013   Meeting Type: Annual
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Theodore M. Armstrong    For       For          Management
1.2   Elect Director James W. Cabela          For       For          Management
1.3   Elect Director John H. Edmondson        For       For          Management
1.4   Elect Director John Gottschalk          For       For          Management
1.5   Elect Director Dennis Highby            For       For          Management
1.6   Elect Director Reuben Mark              For       For          Management
1.7   Elect Director Michael R. McCarthy      For       For          Management
1.8   Elect Director Thomas L. Millner        For       For          Management
1.9   Elect Director Beth M. Pritchard        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     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
6     Approve Executive Incentive Bonus Plan  For       For          Management


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

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


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

CARLISLE COMPANIES INCORPORATED

Ticker:       CSL            Security ID:  142339100
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Robin J. Adams           For       For          Management
1b    Elect Director Robin S. Callahan        For       For          Management
1c    Elect Director David A. Roberts         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

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


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

CIGNA CORPORATION

Ticker:       CI             Security ID:  125509109
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David M. Cordani         For       For          Management
1.2   Elect Director Isaiah Harris, Jr.       For       For          Management
1.3   Elect Director Jane E. Henney           For       For          Management
1.4   Elect Director Donna F. Zarcone         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 Lobbying Payments and Policy  Against   Against      Shareholder


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

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


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

DINEEQUITY, INC.

Ticker:       DIN            Security ID:  254423106
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Howard M. Berk           For       For          Management
1.2   Elect Director Daniel J. Brestle        For       For          Management
1.3   Elect Director Caroline W. Nahas        For       For          Management
1.4   Elect Director Gilbert T. Ray           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

DREW INDUSTRIES INCORPORATED

Ticker:       DW             Security ID:  26168L205
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 27, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Edward W. Rose, III      For       For          Management
1.2   Elect Director Leigh J. Abrams          For       For          Management
1.3   Elect Director James F. Gero            For       For          Management
1.4   Elect Director Frederick B. Hegi, Jr.   For       For          Management
1.5   Elect Director David A. Reed            For       For          Management
1.6   Elect Director John B. Lowe, Jr.        For       For          Management
1.7   Elect Director Jason D. Lippert         For       For          Management
1.8   Elect Director Brendan J. Deely         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

DXP ENTERPRISES, INC.

Ticker:       DXPE           Security ID:  233377407
Meeting Date: JUN 20, 2013   Meeting Type: Annual
Record Date:  APR 23, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David R. Little          For       For          Management
1.2   Elect Director Cletus Davis             For       For          Management
1.3   Elect Director Timothy P. Halter        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

EMCOR GROUP, INC.

Ticker:       EME            Security ID:  29084Q100
Meeting Date: JUN 13, 2013   Meeting Type: Annual
Record Date:  APR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stephen W. Bershad       For       For          Management
1.2   Elect Director David A.B. Brown         For       For          Management
1.3   Elect Director Larry J. Bump            For       For          Management
1.4   Elect Director Albert Fried, Jr.        For       For          Management
1.5   Elect Director Anthony J. Guzzi         For       For          Management
1.6   Elect Director Richard F. Hamm, Jr.     For       For          Management
1.7   Elect Director David H. Laidley         For       For          Management
1.8   Elect Director Frank T. MacInnis        For       For          Management
1.9   Elect Director Jerry E. Ryan            For       For          Management
1.10  Elect Director Michael T. Yonker        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


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

EMULEX CORPORATION

Ticker:       ELX            Security ID:  292475209
Meeting Date: NOV 20, 2012   Meeting Type: Annual
Record Date:  SEP 21, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael P. Downey        For       For          Management
1.2   Elect Director Bruce C. Edwards         For       For          Management
1.3   Elect Director Paul F. Folino           For       For          Management
1.4   Elect Director Robert H. Goon           For       For          Management
1.5   Elect Director Beatriz V. Infante       For       For          Management
1.6   Elect Director Don M. Lyle              For       For          Management
1.7   Elect Director James M. McCluney        For       For          Management
1.8   Elect Director Nersi Nazari             For       For          Management
1.9   Elect Director Dean A. Yoost            For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Amend Non-Employee Director Stock       For       For          Management
      Option Plan
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Ratify Auditors                         For       For          Management


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

ENERGY XXI (BERMUDA) LIMITED

Ticker:       5E3B           Security ID:  G10082140
Meeting Date: NOV 06, 2012   Meeting Type: Annual
Record Date:  SEP 17, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Paul Davison as Director          For       For          Management
1.2   Elect Hill Feinberg as Director         For       For          Management
2     Approve UHY LLP as Auditors and         For       For          Management
      Authorize Board to Fix Their
      Remuneration


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

FIDELITY NATIONAL FINANCIAL, INC.

Ticker:       FNF            Security ID:  31620R105
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Daniel D. (Ron) Lane     For       For          Management
1.2   Elect Director Richard N. Massey        For       For          Management
1.3   Elect Director John D. Rood             For       For          Management
1.4   Elect Director Cary H. Thompson         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Provide Right to Act by Written Consent For       For          Management
5     Reduce Supermajority Vote Requirement   For       For          Management
6     Ratify Auditors                         For       For          Management


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

FIFTH & PACIFIC COMPANIES, INC.

Ticker:       FNP            Security ID:  316645100
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Bernard W. Aronson       For       For          Management
1.2   Elect Director Lawrence S. Benjamin     For       For          Management
1.3   Elect Director Raul J. Fernandez        For       For          Management
1.4   Elect Director Kenneth B. Gilman        For       For          Management
1.5   Elect Director Nancy J. Karch           For       For          Management
1.6   Elect Director Kenneth P. Kopelman      For       For          Management
1.7   Elect Director Kay Koplovitz            For       For          Management
1.8   Elect Director Arthur C. Martinez       For       For          Management
1.9   Elect Director William L. McComb        For       For          Management
1.10  Elect Director Doreen A. Toben          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
5     Provide Right to Act by Written Consent For       For          Management


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

FUSION-IO, INC.

Ticker:       FIO            Security ID:  36112J107
Meeting Date: NOV 06, 2012   Meeting Type: Annual
Record Date:  SEP 13, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Forest Baskett           For       For          Management
1.2   Elect Director Dana L. Evan             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

GREENWAY MEDICAL TECHNOLOGIES, INC.

Ticker:       GWAY           Security ID:  39679B103
Meeting Date: NOV 07, 2012   Meeting Type: Annual
Record Date:  SEP 12, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas T. Richards       For       For          Management
1.2   Elect Director Walter Turek             For       For          Management
2     Ratify Auditors                         For       For          Management


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

GUIDEWIRE SOFTWARE, INC.

Ticker:       GWRE           Security ID:  40171V100
Meeting Date: DEC 05, 2012   Meeting Type: Annual
Record Date:  OCT 08, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kenneth W. Branson       For       For          Management
1.2   Elect Director Craig Ramsey             For       For          Management
1.3   Elect Director Marcus S. Ryu            For       For          Management
2     Ratify Auditors                         For       For          Management


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

H.B. FULLER COMPANY

Ticker:       FUL            Security ID:  359694106
Meeting Date: APR 11, 2013   Meeting Type: Annual
Record Date:  FEB 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Dante C. Parrini         For       For          Management
1.2   Elect Director John C. van Roden, Jr.   For       For          Management
1.3   Elect Director James J. Owens           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


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

HERTZ GLOBAL HOLDINGS, INC.

Ticker:       HTZ            Security ID:  42805T105
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Barry H. Beracha         For       For          Management
1.2   Elect Director Brian A. Bemasek         For       For          Management
1.3   Elect Director George W. Tamke          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
4     Ratify Auditors                         For       For          Management


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

IMMUNOGEN, INC.

Ticker:       IMGN           Security ID:  45253H101
Meeting Date: NOV 13, 2012   Meeting Type: Annual
Record Date:  SEP 18, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Fix Number of Directors at Ten          For       For          Management
2.1   Elect Director Mark Skaletsky           For       For          Management
2.2   Elect Director Joseph J. Villafranca    For       For          Management
2.3   Elect Director Nicole Onetto            For       For          Management
2.4   Elect Director Stephen C. McCluski      For       For          Management
2.5   Elect Director Richard J. Wallace       For       For          Management
2.6   Elect Director Daniel M. Junius         For       For          Management
2.7   Elect Director Howard H. Pien           For       For          Management
2.8   Elect Director Mark Goldberg            For       For          Management
2.9   Elect Director Dean J. Mitchell         For       For          Management
2.10  Elect Director Kristine Peterson        For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Increase Authorized Common Stock        For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
6     Ratify Auditors                         For       For          Management


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

INNERWORKINGS, INC.

Ticker:       INWK           Security ID:  45773Y105
Meeting Date: JUN 20, 2013   Meeting Type: Annual
Record Date:  APR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Eric D. Belcher          For       For          Management
1.2   Elect Director Jack M. Greenberg        For       For          Management
1.3   Elect Director Linda S. Wolf            For       For          Management
1.4   Elect Director Charles K. Bobrinskoy    For       For          Management
1.5   Elect Director J. Patrick Gallagher,    For       For          Management
      Jr.
1.6   Elect Director David Fisher             For       For          Management
1.7   Elect Director Julie M. Howard          For       For          Management
2     Ratify Auditors                         For       For          Management


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

INNOSPEC INC.

Ticker:       IOSP           Security ID:  45768S105
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Patrick S. Williams      For       For          Management
1.2   Elect Director Martin M. Hale           For       For          Management
1.3   Elect Director Lawrence J. Padfield     For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

JACK HENRY & ASSOCIATES, INC.

Ticker:       JKHY           Security ID:  426281101
Meeting Date: NOV 14, 2012   Meeting Type: Annual
Record Date:  SEP 20, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jerry D. Hall            For       For          Management
1.2   Elect Director Matthew C. Flanigan      For       For          Management
1.3   Elect Director Wesley A. Brown          For       For          Management
1.4   Elect Director Marla K. Shepard         For       For          Management
1.5   Elect Director John F. Prim             For       For          Management
1.6   Elect Director Thomas H. Wilson, Jr.    For       For          Management
1.7   Elect Director Jacque R. Fiegel         For       For          Management
1.8   Elect Director Thomas A. Wimsett        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


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

JARDEN CORPORATION

Ticker:       JAH            Security ID:  471109108
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ian G. H. Ashken         For       For          Management
1.2   Elect Director William P. Lauder        For       For          Management
1.3   Elect Director Robert L. Wood           For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
4     Ratify Auditors                         For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
6     Declassify the Board of Directors       Against   Against      Shareholder


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

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


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

LENNOX INTERNATIONAL INC.

Ticker:       LII            Security ID:  526107107
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Todd M. Bluedorn         For       For          Management
1.2   Elect Director C.L. (Jerry) Henry       For       For          Management
1.3   Elect Director Terry D. Stinson         For       For          Management
1.4   Elect Director Richard L. Thompson      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

LITHIA MOTORS, INC.

Ticker:       LAD            Security ID:  536797103
Meeting Date: APR 26, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sidney B. DeBoer         For       For          Management
1.2   Elect Director Thomas R. Becker         For       For          Management
1.3   Elect Director Susan O. Cain            For       For          Management
1.4   Elect Director Bryan B. DeBoer          For       For          Management
1.5   Elect Director M.L. Dick Heimann        For       For          Management
1.6   Elect Director Kenneth E. Roberts       For       For          Management
1.7   Elect Director William J. Young         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Approve Executive Incentive Bonus Plan  For       For          Management
5     Ratify Auditors                         For       For          Management


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

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


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

MOHAWK INDUSTRIES, INC.

Ticker:       MHK            Security ID:  608190104
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John F. Fiedler          For       For          Management
1.2   Elect Director W. Christopher Wellborn  For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

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


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

PAPA JOHN'S INTERNATIONAL, INC.

Ticker:       PZZA           Security ID:  698813102
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Norborne P. Cole, Jr.    For       For          Management
1b    Elect Director Christopher L. Coleman   For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Adopt Policy to Require Suppliers to    Against   Against      Shareholder
      Eliminate Cattle Dehorning


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

PEOPLES FEDERAL BANCSHARES, INC.

Ticker:       PEOP           Security ID:  711037101
Meeting Date: FEB 19, 2013   Meeting Type: Annual
Record Date:  DEC 31, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Myron Fox                For       For          Management
1.2   Elect Director William Giudice          For       For          Management
1.3   Elect Director John F. Reen, Jr.        For       For          Management
1.4   Elect Director Maurice H. Sullivan, Jr. For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

PHARMACYCLICS, INC.

Ticker:       PCYC           Security ID:  716933106
Meeting Date: NOV 09, 2012   Meeting Type: Annual
Record Date:  SEP 12, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert F. Booth          For       For          Management
1.2   Elect Director Kenneth A. Clark         For       For          Management
1.3   Elect Director Robert W. Duggan         For       For          Management
1.4   Elect Director Eric H. Halvorson        For       For          Management
1.5   Elect Director Minesh P. Mehta          For       Withhold     Management
1.6   Elect Director David D. Smith           For       For          Management
1.7   Elect Director Richard A. van den Broek For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

PVH CORP.

Ticker:       PVH            Security ID:  693656100
Meeting Date: JUN 20, 2013   Meeting Type: Annual
Record Date:  APR 23, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mary Baglivo             For       For          Management
1.2   Elect Director Emanuel Chirico          For       For          Management
1.3   Elect Director Juan R. Figuereo         For       For          Management
1.4   Elect Director Joseph B. Fuller         For       For          Management
1.5   Elect Director Fred Gehring             For       For          Management
1.6   Elect Director Margaret L. Jenkins      For       For          Management
1.7   Elect Director Bruce Maggin             For       For          Management
1.8   Elect Director V. James Marino          For       For          Management
1.9   Elect Director Helen McCluskey          For       For          Management
1.10  Elect Director Henry Nasella            For       For          Management
1.11  Elect Director Rita M. Rodriguez        For       For          Management
1.12  Elect Director Craig Rydin              For       For          Management
2     Approve Executive Incentive Bonus Plan  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


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

RADWARE LTD.

Ticker:       RDWR           Security ID:  M81873107
Meeting Date: NOV 08, 2012   Meeting Type: Annual
Record Date:  OCT 01, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Reelect Yehuda Zisapel as Director      For       For          Management
      Until 2015 Annual General Meeting
1.2   Reelect Avraham Asheri as Director      For       For          Management
      Until 2015 Annual General Meeting
2     Reelect David Rubner as External        For       For          Management
      Director for Three Years
3     Increase Compensation of President-CEO  For       For          Management
4     Purchase Director and Officer           For       For          Management
      Liability Insurance Policy and
      Authorize Management to Renew, Extend,
      and Purchase in the Future Without
      Shareholder Approval
5     Reappoint Auditors and Authorize Board  For       For          Management
      to Fix Their Remuneration
6     Review Financial Statements and         None      None         Management
      Director Reports for 2011
7     Transact Other Business                 None      None         Management


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

RADWARE LTD.

Ticker:       RDWR           Security ID:  M81873107
Meeting Date: MAR 27, 2013   Meeting Type: Special
Record Date:  FEB 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Authorize 2:1 Stock Split from 30       For       Did Not Vote Management
      Million Ordinary Shares, Par Value NIS
      0.10, to 60 Million Ordinary Shares,
      Par Value NIS 0.05; Amend Articles
      Accordingly
2     Vote FOR if you plan to attend the      None      Did Not Vote Management
      meeting; otherwise, vote AGAINST.


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

SALLY BEAUTY HOLDINGS, INC.

Ticker:       SBH            Security ID:  79546E104
Meeting Date: JAN 30, 2013   Meeting Type: Annual
Record Date:  DEC 03, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Christian A. Brickman    For       For          Management
1.2   Elect Director Marshall E. Eisenberg    For       For          Management
1.3   Elect Director John A. Miller           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Declassify the Board of Directors       Against   Against      Shareholder


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

SERVICE CORPORATION INTERNATIONAL

Ticker:       SCI            Security ID:  817565104
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alan R. Buckwalter       For       For          Management
1.2   Elect Director Victor L. Lund           For       For          Management
1.3   Elect Director John W. Mecom, Jr.       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

SIRONA DENTAL SYSTEMS, INC.

Ticker:       SIRO           Security ID:  82966C103
Meeting Date: FEB 20, 2013   Meeting Type: Annual
Record Date:  DEC 24, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Simone Blank             For       For          Management
1.2   Elect Director Timothy P. Sullivan      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       Against   Against      Shareholder


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

STEPAN COMPANY

Ticker:       SCL            Security ID:  858586100
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael R. Boyce         For       For          Management
1.2   Elect Director F. Quinn Stepan          For       For          Management
1.3   Elect Director Edward J. Wehmer         For       For          Management
2     Increase Authorized Common Stock        For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


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

STEWART INFORMATION SERVICES CORPORATION

Ticker:       STC            Security ID:  860372101
Meeting Date: MAY 03, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Catherine A. Allen       For       For          Management
1.2   Elect Director Robert L. Clarke         For       For          Management
1.3   Elect Director E. Douglas Hodo          For       For          Management
1.4   Elect Director Laurie C. Moore          For       For          Management
1.5   Elect Director W. Arthur Porter         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

TARGA RESOURCES CORP.

Ticker:       TRGP           Security ID:  87612G101
Meeting Date: MAY 20, 2013   Meeting Type: Annual
Record Date:  APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Rene R. Joyce            For       For          Management
1.2   Elect Director Peter R. Kagan           For       For          Management
1.3   Elect Director Chris Tong               For       For          Management
2     Ratify Auditors                         For       For          Management


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

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


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

THE COOPER COMPANIES, INC.

Ticker:       COO            Security ID:  216648402
Meeting Date: MAR 21, 2013   Meeting Type: Annual
Record Date:  JAN 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director A. Thomas Bender         For       For          Management
1.2   Elect Director Michael H. Kalkstein     For       For          Management
1.3   Elect Director Jody S. Lindell          For       For          Management
1.4   Elect Director Gary S. Petersmeyer      For       For          Management
1.5   Elect Director Donald Press             For       For          Management
1.6   Elect Director Steven Rosenberg         For       For          Management
1.7   Elect Director Allan E. Rubenstein      For       For          Management
1.8   Elect Director Robert S. Weiss          For       For          Management
1.9   Elect Director Stanley Zinberg          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

THE HAIN CELESTIAL GROUP, INC.

Ticker:       HAIN           Security ID:  405217100
Meeting Date: NOV 15, 2012   Meeting Type: Annual
Record Date:  SEP 20, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Irwin D. Simon           For       For          Management
1.2   Elect Director Richard C. Berke         For       For          Management
1.3   Elect Director Jack Futterman           For       For          Management
1.4   Elect Director Marina Hahn              For       For          Management
1.5   Elect Director Andrew R. Heyer          For       For          Management
1.6   Elect Director Brett Icahn              For       For          Management
1.7   Elect Director Roger Meltzer            For       For          Management
1.8   Elect Director Scott M. O'Neil          For       For          Management
1.9   Elect Director David Schechter          For       For          Management
1.10  Elect Director Lawrence S. Zilavy       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


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

THE HOME DEPOT, INC.

Ticker:       HD             Security ID:  437076102
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director F. Duane Ackerman        For       For          Management
1b    Elect Director Francis S. Blake         For       For          Management
1c    Elect Director Ari Bousbib              For       For          Management
1d    Elect Director Gregory D. Brenneman     For       For          Management
1e    Elect Director J. Frank Brown           For       For          Management
1f    Elect Director Albert P. Carey          For       For          Management
1g    Elect Director Armando Codina           For       For          Management
1h    Elect Director Bonnie G. Hill           For       For          Management
1i    Elect Director Karen L. Katen           For       For          Management
1j    Elect Director Mark Vadon               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     Amend Omnibus Stock Plan                For       For          Management
6     Prepare Employment Diversity Report     Against   Against      Shareholder
7     Adopt Stormwater Run-off Management     Against   Against      Shareholder
      Policy


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

TOWER GROUP INTERNATIONAL LTD.

Ticker:       TWGP           Security ID:  891777104
Meeting Date: MAR 12, 2013   Meeting Type: Special
Record Date:  JAN 30, 2013

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


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

TRIMAS CORPORATION

Ticker:       TRS            Security ID:  896215209
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Marshall A. Cohen        For       For          Management
1.2   Elect Director David M. Wathen          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                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


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

USG CORPORATION

Ticker:       USG            Security ID:  903293405
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Brian A. Kenney          For       For          Management
1.2   Elect Director Steven F. Leer           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Securities Transfer Restrictions  For       For          Management
4     Amend NOL Rights Plan (NOL Pill)        For       For          Management


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

VALMONT INDUSTRIES, INC.

Ticker:       VMI            Security ID:  920253101
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kaj den Daas             For       For          Management
1.2   Elect Director James B. Milliken        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Approve Executive Incentive Bonus Plan  For       For          Management
5     Ratify Auditors                         For       For          Management


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

WADDELL & REED FINANCIAL, INC.

Ticker:       WDR            Security ID:  930059100
Meeting Date: APR 17, 2013   Meeting Type: Annual
Record Date:  FEB 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Henry J. Herrmann        For       For          Management
1.2   Elect Director James M. Raines          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     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


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

WHOLE FOODS MARKET, INC.

Ticker:       WFM            Security ID:  966837106
Meeting Date: MAR 15, 2013   Meeting Type: Annual
Record Date:  JAN 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John Elstrott            For       For          Management
1.2   Elect Director Gabrielle Greene         For       For          Management
1.3   Elect Director Shahid 'Hass' Hassan     For       For          Management
1.4   Elect Director Stephanie Kugelman       For       For          Management
1.5   Elect Director John Mackey              For       For          Management
1.6   Elect Director Walter Robb              For       For          Management
1.7   Elect Director Jonathan Seiffer         For       For          Management
1.8   Elect Director Morris 'Mo' Siegel       For       For          Management
1.9   Elect Director Jonathan Sokoloff        For       For          Management
1.10  Elect Director Ralph Sorenson           For       For          Management
1.11  Elect Director William 'Kip' Tindell,   For       For          Management
      III
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 Adopting Extended Producer    Against   Against      Shareholder
      Responsibility Policy
6     Require Independent Board Chairman      Against   Against      Shareholder




===================== Hennessy Cornerstone Mid Cap 30 Fund =====================

Company Name		Meeting Date		Cusip		Ticker					For/Against Mgmnt
Triumph Group		7/19/2012		896 818 101	TGI


Vote: 		Proposal: 					Proposed by Issuer or shareholder:
For		1. Directors					Issuer					For
For		2. Vote on executive compensation		Issuer					For
For		3. Amend to eliminate cumulative voting 	Issuer					For
For		4. Rat Ernst & Young				Issuer					For


		Hennessy Focus 30
Period:		7/1/2012 to 6/30/2013

Company Name		Meeting Date		Cusip		Ticker					For/Against Mgmnt
Casey's General Stores		9/14/2012	147 528 103	CASY


Vote: 		Proposal: 					Proposed by Issuer or shareholder:
For		1. Directors					Issuer					For
For		2. Rat KPMG					Issuer					For
For		3. Approve the compensation of named 		Issuer					For
		   executive officers




Company Name		Meeting Date		Cusip		Ticker					For/Against Mgmnt
Towers Watson & Co.		11/16/2012	891894 107	TW


Vote: 		Proposal: 					Proposed by Issuer or shareholder:
For		1. Directors					Issuer					For
For		2. Rat Deloitte & Touche as independent 	Issuer					For
		   auditor 2013
For		3. Approve the compensation of named executive 	Issuer					For
		   officers


A. O. SMITH CORPORATION

Ticker:       AOS            Security ID:  831865209
Meeting Date: APR 15, 2013   Meeting Type: Annual
Record Date:  FEB 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gloster B. Current, Jr.  For       For          Management
1.2   Elect Director William P. Greubel       For       For          Management
1.3   Elect Director Idelle K. Wolf           For       For          Management
1.4   Elect Director Gene C. Wulf             For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Increase Authorized Common Stock        For       For          Management
5     Reduce Authorized Class A Common Stock  For       For          Management


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

AXIALL CORPORATION

Ticker:       AXLL           Security ID:  05463D100
Meeting Date: MAY 21, 2013   Meeting Type: Annual
Record Date:  MAR 29, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Paul D. Carrico          For       For          Management
1.2   Elect Director T. Kevin DeNicola        For       For          Management
1.3   Elect Director Patrick J. Fleming       For       For          Management
1.4   Elect Director Robert M. Gervis         For       For          Management
1.5   Elect Director Victoria F. Haynes       For       For          Management
1.6   Elect Director Stephen E. Macadam       For       For          Management
1.7   Elect Director William L. Mansfield     For       For          Management
1.8   Elect Director Michael H. McGarry       For       For          Management
1.9   Elect Director Mark L. Noetzel          For       For          Management
1.10  Elect Director Robert Ripp              For       For          Management
1.11  Elect Director David N. Weinstein       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

BEACON ROOFING SUPPLY, INC.

Ticker:       BECN           Security ID:  073685109
Meeting Date: FEB 13, 2013   Meeting Type: Annual
Record Date:  DEC 17, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert R. Buck           For       For          Management
1.2   Elect Director Paul M. Isabella         For       For          Management
1.3   Elect Director Richard W. Frost         For       For          Management
1.4   Elect Director James J. Gaffney         For       For          Management
1.5   Elect Director Peter M. Gotsch          For       For          Management
1.6   Elect Director Neil S. Novich           For       For          Management
1.7   Elect Director Stuart A. Randle         For       For          Management
1.8   Elect Director Wilson B. Sexton         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

CHEMTURA CORPORATION

Ticker:       CHMT           Security ID:  163893209
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jeffrey D. Benjamin      For       For          Management
1.2   Elect Director Timothy J. Bernlohr      For       For          Management
1.3   Elect Director Anna C. Catalano         For       For          Management
1.4   Elect Director Alan S. Cooper           For       For          Management
1.5   Elect Director James W. Crownover       For       For          Management
1.6   Elect Director Robert A. Dover          For       For          Management
1.7   Elect Director Jonathan F. Foster       For       For          Management
1.8   Elect Director Craig A. Rogerson        For       For          Management
1.9   Elect Director John K. Wulff            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
4     Ratify Auditors                         For       For          Management


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

CHICO'S FAS, INC.

Ticker:       CHS            Security ID:  168615102
Meeting Date: JUN 27, 2013   Meeting Type: Annual
Record Date:  APR 29, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Verna K. Gibson          For       For          Management
1.2   Elect Director David F. Dyer            For       For          Management
1.3   Elect Director Janice L. Fields         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

COOPER TIRE & RUBBER COMPANY

Ticker:       CTB            Security ID:  216831107
Meeting Date: MAY 10, 2013   Meeting Type: Annual
Record Date:  MAR 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Roy V. Armes             For       For          Management
1.2   Elect Director Thomas P. Capo           For       For          Management
1.3   Elect Director Steven M. Chapman        For       For          Management
1.4   Elect Director John J. Holland          For       For          Management
1.5   Elect Director John F. Meier            For       For          Management
1.6   Elect Director Cynthia A. Niekamp       For       For          Management
1.7   Elect Director John H. Shuey            For       For          Management
1.8   Elect Director Richard L. Wambold       For       For          Management
1.9   Elect Director Robert D. Welding        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

COPART, INC.

Ticker:       CPRT           Security ID:  217204106
Meeting Date: DEC 05, 2012   Meeting Type: Annual
Record Date:  OCT 09, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Willis J. Johnson        For       For          Management
1.2   Elect Director A. Jayson Adair          For       For          Management
1.3   Elect Director Matt Blunt               For       For          Management
1.4   Elect Director Steven D. Cohan          For       For          Management
1.5   Elect Director Daniel J. Englander      For       For          Management
1.6   Elect Director James E. Meeks           For       For          Management
1.7   Elect Director Vincent W. Mitz          For       For          Management
1.8   Elect Director Thomas N. Tryforos       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

DILLARD'S, INC.

Ticker:       DDS            Security ID:  254067101
Meeting Date: MAY 18, 2013   Meeting Type: Annual
Record Date:  MAR 21, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Frank R. Mori            For       For          Management
1b    Elect Director Reynie Rutledge          For       For          Management
1c    Elect Director J.C. Watts, Jr.          For       For          Management
1d    Elect Director Nick White               For       For          Management
2     Ratify Auditors                         For       For          Management


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

EXTERRAN HOLDINGS, INC.

Ticker:       EXH            Security ID:  30225X103
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director D. Bradley Childers      For       For          Management
1.2   Elect Director William M. Goodyear      For       For          Management
1.3   Elect Director Gordon T. Hall           For       For          Management
1.4   Elect Director J.W.G. 'Will'            For       For          Management
      Honeybourne
1.5   Elect Director Mark A. McCollum         For       For          Management
1.6   Elect Director John P. Ryan             For       For          Management
1.7   Elect Director Stephen M. Pazuk         For       For          Management
1.8   Elect Director Christopher T. Seaver    For       For          Management
1.9   Elect Director Mark R. Sotir            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


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

FIRST AMERICAN FINANCIAL CORPORATION

Ticker:       FAF            Security ID:  31847R102
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Anthony K. Anderson      For       For          Management
1.2   Elect Director Parker S. Kennedy        For       For          Management
1.3   Elect Director Mark C.  Oman            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
4     Ratify Auditors                         For       For          Management


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

GEORGIA GULF CORPORATION

Ticker:       GGC            Security ID:  373200302
Meeting Date: JAN 10, 2013   Meeting Type: Special
Record Date:  NOV 26, 2012

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


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

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


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

HUNTSMAN CORPORATION

Ticker:       HUN            Security ID:  447011107
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Nolan D. Archibald       For       For          Management
1.2   Elect Director M. Anthony Burns         For       For          Management
1.3   Elect Director Jon M. Huntsman, Jr.     For       For          Management
1.4   Elect Director Robert J. Margetts       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


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

JARDEN CORPORATION

Ticker:       JAH            Security ID:  471109108
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ian G. H. Ashken         For       For          Management
1.2   Elect Director William P. Lauder        For       For          Management
1.3   Elect Director Robert L. Wood           For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
4     Ratify Auditors                         For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
6     Declassify the Board of Directors       Against   Against      Shareholder


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

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


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

MASCO CORPORATION

Ticker:       MAS            Security ID:  574599106
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Dennis W. Archer         For       For          Management
1b    Elect Director Donald R. Parfet         For       For          Management
1c    Elect Director Lisa A. Payne            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       For       For          Management
5     Amend Omnibus Stock Plan                For       For          Management


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

MERITAGE HOMES CORPORATION

Ticker:       MTH            Security ID:  59001A102
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Peter A. Ax              For       For          Management
1.2   Elect Director Robert G. Sarver         For       For          Management
1.3   Elect Director Gerald Haddock           For       For          Management
1.4   Elect Director Michael R. Odell         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

MOHAWK INDUSTRIES, INC.

Ticker:       MHK            Security ID:  608190104
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John F. Fiedler          For       For          Management
1.2   Elect Director W. Christopher Wellborn  For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

NRG ENERGY, INC.

Ticker:       NRG            Security ID:  629377508
Meeting Date: NOV 09, 2012   Meeting Type: Special
Record Date:  OCT 05, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Issue Shares in Connection with         For       For          Management
      Acquisition
2     Fix Number of Directors at Sixteen      For       For          Management
3     Adjourn Meeting                         For       For          Management


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

PALL CORPORATION

Ticker:       PLL            Security ID:  696429307
Meeting Date: DEC 12, 2012   Meeting Type: Annual
Record Date:  OCT 23, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Amy E. Alving            For       For          Management
1.2   Elect Director Robert B. Coutts         For       For          Management
1.3   Elect Director Mark E. Goldstein        For       For          Management
1.4   Elect Director Cheryl W. Grise          For       For          Management
1.5   Elect Director Ronald L. Hoffman        For       For          Management
1.6   Elect Director Lawrence D. Kingsley     For       For          Management
1.7   Elect Director Dennis N. Longstreet     For       For          Management
1.8   Elect Director B. Craig Owens           For       For          Management
1.9   Elect Director Katharine L. Plourde     For       For          Management
1.10  Elect Director Edward Travaglianti      For       For          Management
1.11  Elect Director Bret W. Wise             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Bylaws                            For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

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


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

PVH CORP.

Ticker:       PVH            Security ID:  693656100
Meeting Date: JUN 20, 2013   Meeting Type: Annual
Record Date:  APR 23, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mary Baglivo             For       For          Management
1.2   Elect Director Emanuel Chirico          For       For          Management
1.3   Elect Director Juan R. Figuereo         For       For          Management
1.4   Elect Director Joseph B. Fuller         For       For          Management
1.5   Elect Director Fred Gehring             For       For          Management
1.6   Elect Director Margaret L. Jenkins      For       For          Management
1.7   Elect Director Bruce Maggin             For       For          Management
1.8   Elect Director V. James Marino          For       For          Management
1.9   Elect Director Helen McCluskey          For       For          Management
1.10  Elect Director Henry Nasella            For       For          Management
1.11  Elect Director Rita M. Rodriguez        For       For          Management
1.12  Elect Director Craig Rydin              For       For          Management
2     Approve Executive Incentive Bonus Plan  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


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

SEAGATE TECHNOLOGY PLC

Ticker:       STX            Security ID:  G7945M107
Meeting Date: OCT 24, 2012   Meeting Type: Annual
Record Date:  SEP 04, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Stephen J. Luczo         For       Did Not Vote Management
1b    Elect Director Frank J. Biondi, Jr.     For       Did Not Vote Management
1c    Elect Director Michael R. Cannon        For       Did Not Vote Management
1d    Elect Director Mei-Wei Cheng            For       Did Not Vote Management
1e    Elect Director William T. Coleman       For       Did Not Vote Management
1f    Elect Director Jay L. Geldmacher        For       Did Not Vote Management
1g    Elect Director Seh-Woong Jeong          For       Did Not Vote Management
1h    Elect Director Lydia M. Marshall        For       Did Not Vote Management
1i    Elect Director Kristen M. Onken         For       Did Not Vote Management
1j    Elect Director Chong Sup Park           For       Did Not Vote Management
1k    Elect Director Gregorio Reyes           For       Did Not Vote Management
1l    Elect Director Edward J. Zander         For       Did Not Vote Management
2     Amend Employee Stock Purchase Plan      For       Did Not Vote Management
3     Determine Price Range for Reissuance    For       Did Not Vote Management
      of Treasury Shares
4     Authorize the Holding of the 2013 AGM   For       Did Not Vote Management
      at a Location Outside Ireland
5     Advisory Vote to Ratify Named           For       Did Not Vote Management
      Executive Officers' Compensation
6     Ratify Auditors                         For       Did Not Vote Management


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

SNAP-ON INCORPORATED

Ticker:       SNA            Security ID:  833034101
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John F. Fiedler          For       For          Management
1.2   Elect Director James P. Holden          For       For          Management
1.3   Elect Director W. Dudley Lehman         For       For          Management
1.4   Elect Director Edward H. Rensi          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


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

STANDARD PACIFIC CORP.

Ticker:       SPF            Security ID:  85375C101
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Bruce A. Choate          For       For          Management
1.2   Elect Director Ronald R. Foell          For       For          Management
1.3   Elect Director Douglas C. Jacobs        For       For          Management
1.4   Elect Director David J. Matlin          For       For          Management
1.5   Elect Director John R. Peshkin          For       For          Management
1.6   Elect Director Peter Schoels            For       For          Management
1.7   Elect Director Scott D. Stowell         For       For          Management
2     Ratify Auditors                         For       For          Management


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

TECHNE CORPORATION

Ticker:       TECH           Security ID:  878377100
Meeting Date: OCT 25, 2012   Meeting Type: Annual
Record Date:  AUG 31, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Fix Number of Directors to Nine         For       Did Not Vote Management
2.1   Elect Director Thomas E. Oland          For       Did Not Vote Management
2.2   Elect Director Roger C. Lucas           For       Did Not Vote Management
2.3   Elect Director Howard V. O'Connell      For       Did Not Vote Management
2.4   Elect Director Randolph C Steer         For       Did Not Vote Management
2.5   Elect Director Robert V. Baumgartner    For       Did Not Vote Management
2.6   Elect Director Charles A. Dinarello     For       Did Not Vote Management
2.7   Elect Director Karen A. Holbrook        For       Did Not Vote Management
2.8   Elect Director John L. Higgins          For       Did Not Vote Management
2.9   Elect Director Roeland Nusse            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   For       Did Not Vote Management
      Election of Directors
5     Ratify Auditors                         For       Did Not Vote Management


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

THE GEO GROUP, INC.

Ticker:       GEO            Security ID:  36159R103
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Clarence E. Anthony      For       For          Management
1.2   Elect Director Norman A. Carlson        For       For          Management
1.3   Elect Director Anne N. Foreman          For       For          Management
1.4   Elect Director Richard H. Glanton       For       For          Management
1.5   Elect Director Christopher C. Wheeler   For       For          Management
1.6   Elect Director George C. Zoley          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     Other Business                          For       For          Management


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

THE SHAW GROUP INC.

Ticker:       SHAW           Security ID:  820280105
Meeting Date: DEC 21, 2012   Meeting Type: Special
Record Date:  NOV 30, 2012

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


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

USG CORPORATION

Ticker:       USG            Security ID:  903293405
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Brian A. Kenney          For       For          Management
1.2   Elect Director Steven F. Leer           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Securities Transfer Restrictions  For       For          Management
4     Amend NOL Rights Plan (NOL Pill)        For       For          Management


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

VALMONT INDUSTRIES, INC.

Ticker:       VMI            Security ID:  920253101
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kaj den Daas             For       For          Management
1.2   Elect Director James B. Milliken        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Approve Executive Incentive Bonus Plan  For       For          Management
5     Ratify Auditors                         For       For          Management


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

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


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

WHIRLPOOL CORPORATION

Ticker:       WHR            Security ID:  963320106
Meeting Date: APR 16, 2013   Meeting Type: Annual
Record Date:  FEB 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Samuel R. Allen          For       For          Management
1b    Elect Director Gary T. DiCamillo        For       For          Management
1c    Elect Director Diane M. Dietz           For       For          Management
1d    Elect Director Jeff M. Fettig           For       For          Management
1e    Elect Director Michael F. Johnston      For       For          Management
1f    Elect Director William T. Kerr          For       For          Management
1g    Elect Director John D. Liu              For       For          Management
1h    Elect Director Harish Manwani           For       For          Management
1i    Elect Director William D. Perez         For       For          Management
1j    Elect Director Michael A. Todman        For       For          Management
1k    Elect Director Michael D. White         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
5     Adopt a Policy in which the Company     Against   Against      Shareholder
      will not Make or Promise to Make Any
      Death Benefit Payments to Senior
      Executives




======================= Hennessy Cornerstone Value  Fund =======================

Company Name		Meeting Date			Cusip		Ticker				For/Against Mgmnt
J.J. Heinz Comp.		8/28/2012		423 074 103	HNZ


Vote: 		Proposal: 						Proposed by Issuer or shareholder:
For		1. Directors	Issuer	For
For		2. Rat ind. Reg. publ a/c ing firm			Issuer					For
For		3. Approval of the 2012 stock incentive plan		Issuer					For
For		4. Re approval of the performan measures		Issuer					For
For		5. Appproval of named excutive officer compensation	Issuer					For



Company Name		Meeting Date			Cusip		Ticker				For/Against Mgmnt
Conagra Foods, Inc		9/21/2012		205 887 102	CAG


Vote: 		Proposal: 						Proposed by Issuer or shareholder:
For		1. Directors						Issuer					For
For		2. Rat appointment of ind. Auditor			Issuer					For
For		3. Approve named executive officer comp.		Issuer					For




Company Name		Meeting Date			Cusip		Ticker				For/Against Mgmnt
Procter and Gamble		10/9/2012		742718109	PG


Vote: 		Proposal: 						Proposed by Issuer or shareholder:
For		1. Directors	Issuer	For
For		2. Rad ind reg public accounting firm			Issuer					For
For		3. Vote on executive compensation			Issuer					For
Against		4. Say on Political contribution			shareholder				Against
Against		5. Producer responsibility for packaging		shareholder				Against
Against		6. Adopt simple majority vote				shareholder				Against


Company Name		Meeting Date			Cusip		Ticker				For/Against Mgmnt
Seagate Technology		10/24/2012		G7945M107	STX


Vote: 		Proposal: 						Proposed by Issuer or shareholder:
For		1. Directors						Issuer					For
For		2. Restated Employee Stock Purch Plan			Issuer					For
For		3. Price range for Treasury Share Off-Market		Issuer					For
Against		4. 2013 General Meeting Shareholder Outside IRE		Issuer					For
Against		5. To approve Comp Exec. Officer			Issuer					For
Against		6. Ratify Ernst & Young	Issuer	For



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



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


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

ARCELORMITTAL

Ticker:       MT             Security ID:  03938L104
Meeting Date: MAY 08, 2013   Meeting Type: Annual/Special
Record Date:  APR 24, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive Board's and Auditor's Reports   None      None         Management
I     Approve Consolidated Financial          For       For          Management
      Statements
II    Approve Financial Statements            For       For          Management
III   Approve Allocation of Income and        For       For          Management
      Dividends
IV    Approve Remuneration of Directors       For       For          Management
V     Approve Discharge of Directors          For       For          Management
VI    Reelect Vanish Mittal Bathia as         For       For          Management
      Director
VII   Reelect Suzanne P. Nimocks as Director  For       For          Management
VIII  Reelect Jeannot Krecke as Director      For       For          Management
IX    Renew Appointment of Deloitte as        For       For          Management
      Auditor
X     Amend Restricted Stock Plan             For       For          Management
I     Approve Issuance of Equity or           For       For          Management
      Equity-Linked Securities without
      Preemptive Rights and Amend Articles 5.
      2 and 5.5 Accordingly


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

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


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

BANCO SANTANDER S.A.

Ticker:       SAN            Security ID:  05964H105
Meeting Date: MAR 21, 2013   Meeting Type: Annual
Record Date:  FEB 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.A   Approve Consolidated and Standalone     For       For          Management
      Financial Statements
1.B   Approve Discharge of Board              For       For          Management
2     Approve Allocation of Income and        For       For          Management
      Dividends
3.A   Reelect Guillermo de la Dehesa Romero   For       For          Management
      as Director
3.B   Reelect Abel Matutes Juan as Director   For       For          Management
3.C   Reelect Angel Jado Becerro de Bengoa    For       For          Management
      as Director
3.D   Reelect Javier Botin-Sanz de Sautuola   For       For          Management
      y O'Shea as Director
3.E   Reelect Isabel Tocino Biscarolasaga as  For       For          Management
      Director
3.F   Reelect Fernando de Asua Alvarez as     For       For          Management
      Director
4     Renew Appointment of Deloitte as        For       For          Management
      Auditor
5     Approve Company's Corporate Website     For       For          Management
6     Approve Acquisition of Banco Espanol    For       For          Management
      de Credito SA
7     Approve Merger by Absorption of Banif   For       For          Management
      Sa
8.A   Amend Article 58 Re: Board Remuneration For       For          Management
8.B   Amend Article 61 Re: Company's          For       For          Management
      Corporate Website
9     Approve Capital Raising                 For       For          Management
10    Authorize Increase in Capital up to 50  For       For          Management
      Percent via Issuance of New Shares,
      Excluding Preemptive Rights of up to
      20 Percent
11.A  Authorize Capitalization of Reserves    For       For          Management
      for Scrip Dividends
11.B  Authorize Capitalization of Reserves    For       For          Management
      for Scrip Dividends
11.C  Authorize Capitalization of Reserves    For       For          Management
      for Scrip Dividends
11.D  Authorize Capitalization of Reserves    For       For          Management
      for Scrip Dividends
12.A  Authorize Issuance of Convertible       For       For          Management
      Bonds, Debentures, Warrants, and Other
      Debt Securities without Preemptive
      Rights up to EUR 10 Billion
12.B  Authorize Issuance of Non-Convertible   For       For          Management
      Debt Securities up to EUR 50 Billion
13.A  Approve Deferred Share Bonus Plan       For       For          Management
13.B  Approve Deferred Share Bonus Plan       For       For          Management
13.C  Approve Employee Stock Purchase Plan    For       For          Management
14    Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions
15    Advisory Vote on Remuneration Policy    For       For          Management
      Report


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

BP PLC

Ticker:       BP.            Security ID:  055622104
Meeting Date: APR 11, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Report             For       For          Management
3     Re-elect Bob Dudley as Director         For       For          Management
4     Re-elect Iain Conn as Director          For       For          Management
5     Re-elect Dr Brian Gilvary as Director   For       For          Management
6     Re-elect Paul Anderson as Director      For       For          Management
7     Re-elect Frank Bowman as Director       For       For          Management
8     Re-elect Antony Burgmans as Director    For       For          Management
9     Re-elect Cynthia Carroll as Director    For       For          Management
10    Re-elect George David as Director       For       For          Management
11    Re-elect Ian Davis as Director          For       For          Management
12    Re-elect Dame Ann Dowling as Director   For       For          Management
13    Re-elect Brendan Nelson as Director     For       For          Management
14    Re-elect Phuthuma Nhleko as Director    For       For          Management
15    Re-elect Andrew Shilston as Director    For       For          Management
16    Re-elect Carl-Henric Svanberg as        For       For          Management
      Director
17    Reappoint Ernst & Young LLP as          For       For          Management
      Auditors and Authorise Their
      Remuneration
18    Authorise Market Purchase of Ordinary   For       For          Management
      Shares
19    Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
20    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
21    Authorise the Company to Call EGM with  For       For          Management
      Two Weeks' Notice


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

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


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

CENTURYLINK, INC.

Ticker:       CTL            Security ID:  156700106
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  APR 03, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director W. Bruce Hanks           For       For          Management
1.2   Elect Director C. G. Melville, Jr.      For       For          Management
1.3   Elect Director Fred R. Nichols          For       For          Management
1.4   Elect Director William A. Owens         For       For          Management
1.5   Elect Director Harvey P. Perry          For       For          Management
1.6   Elect Director Glen F. Post, III        For       For          Management
1.7   Elect Director Laurie A. Siegel         For       For          Management
1.8   Elect Director Joseph R. Zimmel         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4a    Share Retention Policy                  Against   Against      Shareholder
4b    Adopt Policy on Bonus Banking           Against   Against      Shareholder
4c    Proxy Access                            Against   Against      Shareholder
4d    Provide for Confidential Voting         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


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

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


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

E. I. DU PONT DE NEMOURS AND COMPANY

Ticker:       DD             Security ID:  263534109
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 27, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Lamberto Andreotti       For       For          Management
1b    Elect Director Richard H. Brown         For       For          Management
1c    Elect Director Robert A. Brown          For       For          Management
1d    Elect Director Bertrand P. Collomb      For       For          Management
1e    Elect Director Curtis J. Crawford       For       For          Management
1f    Elect Director Alexander M. Cutler      For       For          Management
1g    Elect Director Eleuthere I. Du Pont     For       For          Management
1h    Elect Director Marillyn A. Hewson       For       For          Management
1i    Elect Director Lois D. Juliber          For       For          Management
1j    Elect Director Ellen J. Kullman         For       For          Management
1k    Elect Director Lee M. Thomas            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 Lobbying Payments and Policy  Against   Against      Shareholder
6     Report on Genetically Engineered Seed   Against   Against      Shareholder
7     Report on Pay Disparity                 Against   Against      Shareholder


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

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


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

EMERSON ELECTRIC CO.

Ticker:       EMR            Security ID:  291011104
Meeting Date: FEB 05, 2013   Meeting Type: Annual
Record Date:  NOV 27, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. A. H. Boersig         For       For          Management
1.2   Elect Director J. B. Bolten             For       For          Management
1.3   Elect Director M. S. Levatich           For       For          Management
1.4   Elect Director R. L. Stephenson         For       For          Management
1.5   Elect Director A.A. Busch, III          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       For       For          Management
5     Report on Sustainability                Against   Against      Shareholder


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

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 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


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

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


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

GLAXOSMITHKLINE PLC

Ticker:       GSK            Security ID:  37733W105
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Report             For       For          Management
3     Elect Lynn Elsenhans as Director        For       For          Management
4     Elect Jing Ulrich as Director           For       For          Management
5     Elect Hans Wijers as Director           For       For          Management
6     Re-elect Sir Christopher Gent as        For       For          Management
      Director
7     Re-elect Sir Andrew Witty as Director   For       For          Management
8     Re-elect Sir Roy Anderson as Director   For       For          Management
9     Re-elect Dr Stephanie Burns as Director For       For          Management
10    Re-elect Stacey Cartwright as Director  For       For          Management
11    Re-elect Simon Dingemans as Director    For       For          Management
12    Re-elect Judy Lewent as Director        For       For          Management
13    Re-elect Sir Deryck Maughan as Director For       For          Management
14    Re-elect Dr Daniel Podolsky as Director For       For          Management
15    Re-elect Dr Moncef Slaoui as Director   For       For          Management
16    Re-elect Tom de Swaan as Director       For       For          Management
17    Re-elect Sir Robert Wilson as Director  For       For          Management
18    Reappoint PricewaterhouseCoopers LLP    For       For          Management
      as Auditors
19    Authorise the Audit & Risk Committee    For       For          Management
      to Fix Remuneration of Auditors
20    Authorise EU Political Donations and    For       For          Management
      Expenditure
21    Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
22    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
23    Authorise Market Purchase of Ordinary   For       For          Management
      Shares
24    Approve the Exemption from Statement    For       For          Management
      of the Name of the Senior Statutory
      Auditor in Published Copies of the
      Auditors' Reports
25    Authorise the Company to Call EGM with  For       For          Management
      Two Weeks' Notice


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

HSBC HOLDINGS PLC

Ticker:       HSBA           Security ID:  404280406
Meeting Date: MAY 24, 2013   Meeting Type: Annual
Record Date:  APR 03, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Report             For       For          Management
3(a)  Re-elect Safra Catz as Director         For       For          Management
3(b)  Re-elect Laura Cha as Director          For       For          Management
3(c)  Re-elect Marvin Cheung as Director      For       For          Management
3(d)  Elect Jim Comey as Director             For       For          Management
3(e)  Re-elect John Coombe as Director        For       For          Management
3(f)  Re-elect Joachim Faber as Director      For       For          Management
3(g)  Re-elect Rona Fairhead as Director      For       For          Management
3(h)  Elect Renato Fassbind as Director       For       For          Management
3(i)  Re-elect Douglas Flint as Director      For       For          Management
3(j)  Re-elect Stuart Gulliver as Director    For       For          Management
3(k)  Re-elect James Hughes-Hallett as        For       For          Management
      Director
3(l)  Re-elect William Laidlaw as Director    For       For          Management
3(m)  Re-elect John Lipsky as Director        For       For          Management
3(n)  Re-elect Janis Lomax as Director        For       For          Management
3(o)  Re-elect Iain Mackay as Director        For       For          Management
3(p)  Re-elect Sir Simon Robertson as         For       For          Management
      Director
3(q)  Re-elect John Thornton as Director      For       For          Management
4     Reappoint KPMG Audit plc as Auditors    For       For          Management
      and Authorise Their Remuneration
5     Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
6     Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
7     Authorise Market Purchase of Ordinary   For       For          Management
      Shares
8     Authorise the Company to Call EGM with  For       For          Management
      Two Weeks' Notice


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

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 PAPER COMPANY

Ticker:       IP             Security ID:  460146103
Meeting Date: MAY 13, 2013   Meeting Type: Annual
Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director David J. Bronczek        For       For          Management
1b    Elect Director Ahmet C. Dorduncu        For       For          Management
1c    Elect Director John V. Faraci           For       For          Management
1d    Elect Director Ilene S. Gordon          For       For          Management
1e    Elect Director Stacey J. Mobley         For       For          Management
1f    Elect Director Joan E. Spero            For       For          Management
1g    Elect Director John L. Townsend, III    For       For          Management
1h    Elect Director John F. Turner           For       For          Management
1i    Elect Director William G. Walter        For       For          Management
1j    Elect Director J. Steven Whisler        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Provide Right to Act by Written Consent For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Pro-rata Vesting of Equity Plans        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


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

KELLOGG COMPANY

Ticker:       K              Security ID:  487836108
Meeting Date: APR 26, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gordon Gund              For       For          Management
1.2   Elect Director Mary Laschinger          For       For          Management
1.3   Elect Director Ann McLaughlin Korologos For       For          Management
1.4   Elect Director Cynthia Milligan         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
5     Declassify the Board of Directors       Against   Against      Shareholder


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

KIMBERLY-CLARK CORPORATION

Ticker:       KMB            Security ID:  494368103
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John R. Alm              For       For          Management
1.2   Elect Director John F. Bergstrom        For       For          Management
1.3   Elect Director Abelardo E. Bru          For       For          Management
1.4   Elect Director Robert W. Decherd        For       For          Management
1.5   Elect Director Thomas J. Falk           For       For          Management
1.6   Elect Director Fabian T. Garcia         For       For          Management
1.7   Elect Director Mae C. Jemison           For       For          Management
1.8   Elect Director James M. Jenness         For       For          Management
1.9   Elect Director Nancy J. Karch           For       For          Management
1.10  Elect Director Ian C. Read              For       For          Management
1.11  Elect Director Linda Johnson Rice       For       For          Management
1.12  Elect Director Marc J. Shapiro          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

KRAFT FOODS GROUP, INC.

Ticker:       KRFT           Security ID:  50076Q106
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Abelardo E. Bru          For       For          Management
1b    Elect Director Jeanne P. Jackson        For       For          Management
1c    Elect Director E. Follin Smith          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     Amend Omnibus Stock Plan                For       For          Management
5     Ratify Auditors                         For       For          Management
6     Label Products with GMO Ingredients     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


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

MCDONALD'S CORPORATION

Ticker:       MCD            Security ID:  580135101
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Walter E. Massey         For       For          Management
1b    Elect Director John W. Rogers, Jr.      For       For          Management
1c    Elect Director Roger W. Stone           For       For          Management
1d    Elect Director Miles D. White           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Pay Disparity                 Against   Against      Shareholder
5     Stock Retention/Holding Period          Against   Against      Shareholder
6     Report on Human Rights Risk Assessment  Against   Against      Shareholder
      Process
7     Report on Nutrition Initiatives and     Against   Against      Shareholder
      Childhood Obesity Concerns


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

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


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

NEWMONT MINING CORPORATION

Ticker:       NEM            Security ID:  651639106
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Bruce R. Brook           For       For          Management
1.2   Elect Director J. Kofi Bucknor          For       For          Management
1.3   Elect Director Vincent A. Calarco       For       For          Management
1.4   Elect Director Joseph A. Carrabba       For       For          Management
1.5   Elect Director Noreen Doyle             For       For          Management
1.6   Elect Director Gary J. Goldberg         For       For          Management
1.7   Elect Director Veronica M. Hagen        For       For          Management
1.8   Elect Director Jane Nelson              For       For          Management
1.9   Elect Director Donald C. Roth           For       For          Management
1.10  Elect Director Simon R. Thompson        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     Approve Executive Incentive Bonus Plan  For       For          Management


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

NORFOLK SOUTHERN CORPORATION

Ticker:       NSC            Security ID:  655844108
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas D. Bell, Jr       For       For          Management
1.2   Elect Director Erskine B. Bowles        For       For          Management
1.3   Elect Director Robert A. Bradway        For       For          Management
1.4   Elect Director Wesley G. Bush           For       For          Management
1.5   Elect Director Daniel A. Carp           For       For          Management
1.6   Elect Director Karen N. Horn            For       For          Management
1.7   Elect Director Burton M. Joyce          For       For          Management
1.8   Elect Director Steven F. Leer           For       For          Management
1.9   Elect Director Michael D. Lockhart      For       For          Management
1.10  Elect Director Charles W. Moorman       For       For          Management
1.11  Elect Director Martin H. Nesbitt        For       For          Management
1.12  Elect Director John R. Thompson         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


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

NUCOR CORPORATION

Ticker:       NUE            Security ID:  670346105
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Peter C. Browning        For       For          Management
1.2   Elect Director Clayton C. Daley, Jr.    For       For          Management
1.3   Elect Director Daniel R. DiMicco        For       For          Management
1.4   Elect Director John J. Ferriola         For       For          Management
1.5   Elect Director Harvey B. Gantt          For       For          Management
1.6   Elect Director Victoria F. Haynes       For       For          Management
1.7   Elect Director Bernard L. Kasriel       For       For          Management
1.8   Elect Director Christopher J. Kearney   For       For          Management
1.9   Elect Director Raymond J. Milchovich    For       For          Management
1.10  Elect Director John H. Walker           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Reduce Supermajority Vote Requirement   For       For          Management
      for Amendments to the Certificate of
      Incorporation
5     Reduce Supermajority Vote Requirement   For       For          Management
      for Amendments to the Bylaws
6     Require a Majority Vote for the         Against   Against      Shareholder
      Election of Directors
7     Report on Lobbying Payments and Policy  Against   Against      Shareholder


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

PEPSICO, INC.

Ticker:       PEP            Security ID:  713448108
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Shona L. Brown           For       For          Management
1.2   Elect Director George W. Buckley        For       For          Management
1.3   Elect Director Ian M. Cook              For       For          Management
1.4   Elect Director Dina Dublon              For       For          Management
1.5   Elect Director  Victor J. Dzau          For       For          Management
1.6   Elect Director Ray L. Hunt              For       For          Management
1.7   Elect Director Alberto Ibarguen         For       For          Management
1.8   Elect Director Indra K. Nooyi           For       For          Management
1.9   Elect Director Sharon Percy Rockefeller For       For          Management
1.10  Elect Director James J. Schiro          For       For          Management
1.11  Elect Director Lloyd G. Trotter         For       For          Management
1.12  Elect Director Daniel Vasella           For       For          Management
1.13  Elect Director Alberto Weisser          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


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

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


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

ROYAL DUTCH SHELL PLC

Ticker:       RDSA           Security ID:  780259107
Meeting Date: MAY 21, 2013   Meeting Type: Annual
Record Date:  APR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Report             For       For          Management
3     Re-elect Josef Ackermann as Director    For       For          Management
4     Re-elect Guy Elliott as Director        For       For          Management
5     Re-elect Simon Henry as Director        For       For          Management
6     Re-elect Charles Holliday as Director   For       For          Management
7     Re-elect Gerard Kleisterlee as Director For       For          Management
8     Re-elect Jorma Ollila as Director       For       For          Management
9     Re-elect Sir Nigel Sheinwald as         For       For          Management
      Director
10    Re-elect Linda Stuntz as Director       For       For          Management
11    Re-elect Peter Voser as Director        For       For          Management
12    Re-elect Hans Wijers as Director        For       For          Management
13    Elect Gerrit Zalm as Director           For       For          Management
14    Reappoint PricewaterhouseCoopers LLP    For       For          Management
      as Auditors
15    Authorise Board to Fix Remuneration of  For       For          Management
      Auditors
16    Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
17    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
18    Authorise Market Purchase of Ordinary   For       For          Management
      Shares
19    Authorise EU Political Donations and    For       For          Management
      Expenditure


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

THE DOW CHEMICAL COMPANY

Ticker:       DOW            Security ID:  260543103
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Arnold A. Allemang       For       For          Management
1b    Elect Director Ajay Banga               For       For          Management
1c    Elect Director Jacqueline K. Barton     For       For          Management
1d    Elect Director James A. Bell            For       For          Management
1e    Elect Director Jeff M. Fettig           For       For          Management
1f    Elect Director Andrew N. Liveris        For       For          Management
1g    Elect Director Paul Polman              For       For          Management
1h    Elect Director Dennis H. Reilley        For       For          Management
1i    Elect Director James M. Ringler         For       For          Management
1j    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     Stock Retention                         Against   Against      Shareholder


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

TIME WARNER CABLE INC.

Ticker:       TWC            Security ID:  88732J207
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Carole Black             For       For          Management
1b    Elect Director Glenn A. Britt           For       For          Management
1c    Elect Director Thomas H. Castro         For       For          Management
1d    Elect Director David C. Chang           For       For          Management
1e    Elect Director James E. Copeland, Jr.   For       For          Management
1f    Elect Director Peter R. Haje            For       For          Management
1g    Elect Director Donna A. James           For       For          Management
1h    Elect Director Don Logan                For       For          Management
1i    Elect Director N.J. Nicholas, Jr.       For       For          Management
1j    Elect Director Wayne H. Pace            For       For          Management
1k    Elect Director Edward D. Shirley        For       For          Management
1l    Elect Director John E. Sununu           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     Pro-rata Vesting of Equity Plan         Against   Against      Shareholder


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

TOTAL SA

Ticker:       FP             Security ID:  89151E109
Meeting Date: MAY 17, 2013   Meeting Type: Annual/Special
Record Date:  APR 09, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Financial Statements and        For       For          Management
      Statutory Reports
2     Approve Consolidated Financial          For       For          Management
      Statements and Statutory Reports
3     Approve Allocation of Income and        For       For          Management
      Dividends of EUR 2.34 per Share
4     Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
5     Reelect Thierry Desmarest as Director   For       For          Management
6     Reelect Gunnar Brock as Director        For       For          Management
7     Reelect Gerard Lamarche as Director     For       For          Management
8     Elect Charles Keller and Philippe       For       For          Management
      Marchandise as Representative of
      Employee Shareholders to the Board
9     Approve Remuneration of Directors in    For       For          Management
      the Aggregate Amount of EUR 1.40
      Million
10    Authorize up to 0.75 Percent of Issued  For       For          Management
      Capital for Use in Stock Option Plan
11    Approve Employee Stock Purchase Plan    For       For          Management
12    Approve the Establishment of an         Against   Against      Shareholder
      Independent Ethics Committee
13    Approve to Link Remuneration to         Against   Against      Shareholder
      Positive Safety Indicators
14    Acquire the Diversity Label             Against   Against      Shareholder
15    Approve Nomination of Employees         Against   Against      Shareholder
      Representative to the Remuneration
      Committee
16    Allow Loyalty Dividends to Long-Term    Against   Against      Shareholder
      Registered Shareholders


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

UNILEVER NV

Ticker:       UN             Security ID:  904784709
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  APR 17, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive Report of Management Board      None      None         Management
      (Non-Voting)
2     Approve Financial Statements and        For       For          Management
      Allocation of Income
3     Approve Discharge of Executive Board    For       For          Management
      Members
4     Approve Discharge of Non-Executive      For       For          Management
      Board Members
5     Reelect P.G.J.M. Polman as CEO to       For       For          Management
      Board of Directors
6     Relect R.J.M.S. Huet as CFO to Board    For       For          Management
      of Directors
7     Reelect L.O. Fresco to Board of         For       For          Management
      Directors
8     Reelect A.M. Fudge to Board of          For       For          Management
      Directors
9     Reelect C.E. Golden to Board of         For       For          Management
      Directors
10    Reelect B.E. Grote to Board of          For       For          Management
      Directors
11    Reelect H. Nyasulu to Board of          For       For          Management
      Directors
12    Reelect M. Rifkind to Board of          For       For          Management
      Directors
13    Reelect K.J. Storm to Board of          For       For          Management
      Directors
14    Reelect M. Treschow to Board of         For       For          Management
      Directors
15    Reelect P.S. Walsh to Board of          For       For          Management
      Directors
16    Elect L.M. Cha to Board of Directors    For       For          Management
17    Elect M.Ma to Board of Directors        For       For          Management
18    Elect J. Rishton to Board of Directors  For       For          Management
19    Ratify PricewaterhouseCoopers           For       For          Management
      Accountants NV as Auditors
20    Grant Board Authority to Issue Shares   For       For          Management
      Up To 10 Percent of Issued Capital
      Plus Additional 10 Percent in Case of
      Takeover/Merger and
      Restricting/Excluding Preemptive Rights
21    Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
22    Approve Authorization to Cancel         For       For          Management
      Ordinary Shares
23    Allow Questions and Close Meeting       None      None         Management


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

UNILEVER PLC

Ticker:       ULVR           Security ID:  904767704
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Report             For       For          Management
3     Re-elect Paul Polman as Director        For       For          Management
4     Re-elect Jean-Marc Huet as Director     For       For          Management
5     Re-elect Louise Fresco as Director      For       For          Management
6     Re-elect Ann Fudge as Director          For       For          Management
7     Re-elect Charles Golden as Director     For       For          Management
8     Re-elect Byron Grote as Director        For       For          Management
9     Re-elect Hixonia Nyasulu as Director    For       For          Management
10    Re-elect Sir Malcolm Rifkind as         For       For          Management
      Director
11    Re-elect Kees Storm as Director         For       For          Management
12    Re-elect Michael Treschow as Director   For       For          Management
13    Re-elect Paul Walsh as Director         For       For          Management
14    Elect Laura Cha as Director             For       For          Management
15    Elect Mary Ma as Director               For       For          Management
16    Elect John Rishton as Director          For       For          Management
17    Reappoint PricewaterhouseCoopers LLP    For       For          Management
      as Auditors
18    Authorise Board to Fix Remuneration of  For       For          Management
      Auditors
19    Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
20    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
21    Authorise Market Purchase of Ordinary   For       For          Management
      Shares
22    Authorise EU Political Donations and    For       For          Management
      Expenditure
23    Authorise the Company to Call EGM with  For       For          Management
      Two Weeks' Notice


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

UNITED PARCEL SERVICE, INC.

Ticker:       UPS            Security ID:  911312106
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director F. Duane Ackerman        For       For          Management
1b    Elect Director Michael J. Burns         For       For          Management
1c    Elect Director D. Scott Davis           For       For          Management
1d    Elect Director Stuart E. Eizenstat      For       For          Management
1e    Elect Director Michael L. Eskew         For       For          Management
1f    Elect Director William R. Johnson       For       For          Management
1g    Elect Director Candace Kendle           For       For          Management
1h    Elect Director Ann M. Livermore         For       For          Management
1i    Elect Director Rudy H. P. Markham       For       For          Management
1j    Elect Director Clark T. Randt, Jr.      For       For          Management
1k    Elect Director Carol B. Tome            For       For          Management
1l    Elect Director Kevin M. Warsh           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Report on Lobbying Payments and Policy  Against   Against      Shareholder
4     Approve Recapitalization Plan for all   Against   Against      Shareholder
      Stock to Have One-vote per Share


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

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


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

WASTE MANAGEMENT, INC.

Ticker:       WM             Security ID:  94106L109
Meeting Date: MAY 10, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Bradbury H. Anderson     For       For          Management
1b    Elect Director Frank M. Clark, Jr.      For       For          Management
1c    Elect Director Patrick W. Gross         For       For          Management
1d    Elect Director Victoria M. Holt         For       For          Management
1e    Elect Director John C. Pope             For       For          Management
1f    Elect Director W. Robert Reum           For       For          Management
1g    Elect Director David P. Steiner         For       For          Management
1h    Elect Director Thomas H. Weidemeyer     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Stock Retention                         Against   Against      Shareholder
5     Report on Political Contributions       Against   Against      Shareholder
6     Adopt Compensation Benchmarking 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

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 Mutual Funds, Inc.

By (Signature and Title)*	/s/ Neil J. Hennessy
			Neil J. Hennessy
			Principal Executive Officer


Date	August 7, 2013


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