As filed with the Securities and Exchange Commission on August 22, 2005 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-PX Annual Report of Proxy Voting Record of Registered Management Investment Company Investment Company Act File No.811-21487 RMK STRATEGIC INCOME FUND, INC. (Exact Name of Registrant as Specified in Charter) 50 North Front Street Memphis, Tennessee 38103 (Address of Principal Executive Offices) Registrant's telephone number, including area code: (901) 524-4100 Copies to: ARTHUR J. BROWN, ESQ. Kirkpatrick & Lockhart Nicholson Graham LLP 1800 Massachusetts Ave., N.W. Washington, D.C. 20036-1800 Telephone: (202) 778-9000 Date of fiscal year end: March 31 Date of Reporting Period: Twelve-month period ended June 30, 2005 Form N-PX is to be used by a registered investment management company, other than a small business investment company registered on Form N-5 (s.s. 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31, of each year, containing the registrant's proxy voting record for the most recent twelve-month period ended, June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection and policymaking roles. A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained on Form N-PX unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden of the Secretary, Securities of Exchange Commission, 450 Fifth Street, NW, Washington DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. s. 3507. ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-21487 Reporting Period: 07/01/2004 - 06/30/2005 RMK Strategic Income Fund, Inc. ======================== RMK STRATEGIC INCOME FUND INC. ======================== AMERICAN CAPITAL STRATEGIES, LTD. Ticker: ACAS Security ID: 024937104 Meeting Date: JUN 20, 2005 Meeting Type: Annual Record Date: APR 22, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Neil M. Hahl For For Management 1.2 Elect Director Stan Lundine For For Management 2 Approve Stock Option Plan For For Management 3 Amend Articles For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AMERICAN ITALIAN PASTA CO. Ticker: PLB Security ID: 027070101 Meeting Date: FEB 17, 2005 Meeting Type: Annual Record Date: DEC 22, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jonathan E. Baum For For Management 1.2 Elect Director Robert H. Niehaus For Withhold Management 1.3 Elect Director Richard C. Thompson For For Management 2 Amend Employee Stock Purchase Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ANDRX CORP. Ticker: ADRX Security ID: 034553107 Meeting Date: MAY 20, 2005 Meeting Type: Annual Record Date: MAR 30, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Tamara A. Baum For For Management 1.2 Elect Director Melvin Sharoky, M.D. For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- 1 - -------------------------------------------------------------------------------- ANTHRACITE CAPITAL, INC. Ticker: AHR Security ID: 037023108 Meeting Date: MAY 24, 2005 Meeting Type: Annual Record Date: MAR 31, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Hugh R. Frater For Withhold Management 1.2 Elect Director Jeffrey C. Keil For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- BANK OF AMERICA CORP. Ticker: BAC Security ID: 060505104 Meeting Date: APR 27, 2005 Meeting Type: Annual Record Date: MAR 4, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William Barnet, III For For Management 1.2 Elect Director Charles W. Coker For For Management 1.3 Elect Director John T. Collins For For Management 1.4 Elect Director Gary L. Countryman For Withhold Management 1.5 Elect Director Paul Fulton For For Management 1.6 Elect Director Charles K. Gifford For For Management 1.7 Elect Director W. Steven Jones For For Management 1.8 Elect Director Kenneth D. Lewis For For Management 1.9 Elect Director Walter E. Massey For For Management 1.10 Elect Director Thomas J. May For For Management 1.11 Elect Director Patricia E. Mitchell For For Management 1.12 Elect Director Edward L. Romero For For Management 1.13 Elect Director Thomas M. Ryan For Withhold Management 1.14 Elect Director O. Temple Sloan, Jr. For For Management 1.15 Elect Director Meredith R. Spangler For For Management 1.16 Elect Director Robert L. Tillman For For Management 1.17 Elect Director Jackie M. Ward For For Management 2 Ratify Auditors For For Management 3 Report on Political Contributions Against Against Shareholder 4 Director Nominee Amendment Against Against Shareholder - -------------------------------------------------------------------------------- BEST BUY CO., INC. Ticker: BBY Security ID: 086516101 Meeting Date: JUN 23, 2005 Meeting Type: Annual Record Date: APR 25, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ronald James For For Management 1.2 Elect Director Elliot S. Kaplan For For Management 1.3 Elect Director Matthew H. Paull For For Management 1.4 Elect Director Richard M. Schulze For For Management 1.5 Elect Director Mary A. Tolan For For Management 1.6 Elect Director Hatim A. Tyabji For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- 2 - -------------------------------------------------------------------------------- CHRISTOPHER & BANKS CORP Ticker: CBK Security ID: 171046105 Meeting Date: JUL 28, 2004 Meeting Type: Annual Record Date: MAY 21, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Anne L. Jones For For Management 1.2 Elect Director Robert Ezrilov For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CIMAREX ENERGY CO Ticker: XEC Security ID: 171798101 Meeting Date: JUN 6, 2005 Meeting Type: Annual Record Date: APR 29, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Increase Authorized Common Stock For For Management 3 Approve Increase in Size of Board For For Management 4 Amend Stock Option Plan For For Management 5.1 Elect Director Glenn A. Cox For For Management 5.2 Elect Director David A. Hentschel For For Management 5.3 Elect Director L. Paul Teague For For Management 6 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CINCINNATI BELL INC. Ticker: CBB Security ID: 171871106 Meeting Date: APR 29, 2005 Meeting Type: Annual Record Date: MAR 4, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Bruce L. Byrnes For For Management 1.2 Elect Director John F. Cassidy For For Management 1.3 Elect Director Robert W. Mahoney For For Management 1.4 Elect Director Daniel J. Meyer For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Amend Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- CVS CORPORATION Ticker: CVS Security ID: 126650100 Meeting Date: MAY 12, 2005 Meeting Type: Annual Record Date: MAR 15, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director W. Don Cornwell For For Management 1.2 Elect Director Thomas P. Gerrity For For Management 1.3 Elect Director Stanley P. Goldstein For For Management 1.4 Elect Director Marian L. Heard For For Management 1.5 Elect Director William H. Joyce For Withhold Management - -------------------------------------------------------------------------------- 3 1.6 Elect Director Terrence Murray For For Management 1.7 Elect Director Sheli Z. Rosenberg For For Management 1.8 Elect Director Thomas M. Ryan For For Management 1.9 Elect Director Alfred J. Verrecchia For For Management 2 Ratify Auditors For For Management 3 Require a Majority Vote for the Election Against For Shareholder of Directors 4 Performance- Based/Indexed Options Against Against Shareholder 5 Review/Limit Executive Compensation Against Against Shareholder - -------------------------------------------------------------------------------- DEVON ENERGY CORP. Ticker: DVN Security ID: 25179M103 Meeting Date: JUN 8, 2005 Meeting Type: Annual Record Date: APR 11, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John A. Hill For For Management 1.2 Elect Director William J. Johnson For For Management 1.3 Elect Director Robert A. Mosbacher Jr. For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Require a Majority Vote for the Election Against For Shareholder of Directors - -------------------------------------------------------------------------------- EXXON MOBIL CORP. Ticker: XOM Security ID: 30231G102 Meeting Date: MAY 25, 2005 Meeting Type: Annual Record Date: APR 6, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael J. Boskin For For Management 1.2 Elect Director William W. George For For Management 1.3 Elect Director James R. Houghton For For Management 1.4 Elect Director William R. Howell For For Management 1.5 Elect Director Reatha Clark King For For Management 1.6 Elect Director Philip E. Lippincott For For Management 1.7 Elect Director Henry A. McKinnell, Jr. For For Management 1.8 Elect Director Marilyn Carlson Nelson For For Management 1.9 Elect Director Lee R. Raymond For For Management 1.10 Elect Director Walter V. Shipley For For Management 1.11 Elect Director Rex W. Tillerson For For Management 2 Ratify Auditors For For Management 3 Political Contributions/Activities Against Against Shareholder 4 Review/Limit Executive Compensation Against Against Shareholder 5 Nominate Independent Directors with Against Against Shareholder Industry Experience 6 Report on Payments to Indonesian Military Against Against Shareholder 7 Adopt Policy Prohibiting Discrimination Against For Shareholder based on Sexual Orientation 8 Report on Potential Damage of Drilling in Against Against Shareholder Protected Regions 9 Disclose Information Supporting the Against Against Shareholder Company Position on Climate Change 10 Report on Company Policies for Compliance Against For Shareholder with the Kyoto Protocol - -------------------------------------------------------------------------------- 4 - -------------------------------------------------------------------------------- FIRST DATA CORP. Ticker: FDC Security ID: 319963104 Meeting Date: MAY 11, 2005 Meeting Type: Annual Record Date: MAR 14, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Alison Davis For For Management 1.2 Elect Director James D. Robinson III For For Management 1.3 Elect Director Bernard L. Schwartz For For Management 1.4 Elect Director Arthur F. Weinbach For For Management 2 Amend Qualified Employee Stock Purchase For For Management Plan 3 Amend Executive Incentive Bonus Plan For For Management 4 Ratify Auditors For For Management 5 Report on Outsourcing Against Against Shareholder 6 Amend Director/Officer Against Against Shareholder Liability/Indemnifications Provisions - -------------------------------------------------------------------------------- GENERAL CABLE CORP. Ticker: BGC Security ID: 369300108 Meeting Date: MAY 10, 2005 Meeting Type: Annual Record Date: MAR 11, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gregory B. Kenny For For Management 1.2 Elect Director Robert L. Smialek For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- HOME DEPOT, INC. (THE) Ticker: HD Security ID: 437076102 Meeting Date: MAY 26, 2005 Meeting Type: Annual Record Date: MAR 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gregory D. Brenneman For For Management 1.2 Elect Director Richard H. Brown For For Management 1.3 Elect Director John L. Clendenin For For Management 1.4 Elect Director Berry R. Cox For For Management 1.5 Elect Director Claudio X. Gonzalez For Withhold Management 1.6 Elect Director Milledge A. Hart, III For For Management 1.7 Elect Director Bonnie G. Hill For For Management 1.8 Elect Director Laban P. Jackson, Jr. For For Management 1.9 Elect Director Lawrence R. Johnston For For Management 1.10 Elect Director Kenneth G. Langone For For Management 1.11 Elect Director Robert L. Nardelli For For Management 1.12 Elect Director Thomas J. Ridge For For Management 2 Ratify Auditors For For Management 3 Amend Nomination Procedures for the Board For Against Management 4 Approve Omnibus Stock Plan For For Management 5 5 Prepare Diversity Report Against For Shareholder 6 Require a Majority Vote for the Election Against For Shareholder of Directors 7 Limit Executive Compensation Against Against Shareholder 8 Submit Severance Agreement Against For Shareholder (Change-in-Control) to Shareholder Vote 9 Performance- Based/Indexed Options Against Against Shareholder 10 Performance- Based/Indexed Options Against For Shareholder 11 Affirm Political Nonpartisanship Against Against Shareholder - -------------------------------------------------------------------------------- INTERSIL CORPORATION Ticker: ISIL Security ID: 46069S109 Meeting Date: MAY 11, 2005 Meeting Type: Annual Record Date: MAR 18, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard M. Beyer For For Management 1.2 Elect Director Dr. Robert W. Conn For For Management 1.3 Elect Director James V. Diller For For Management 1.4 Elect Director Gary E. Gist For For Management 1.5 Elect Director Jan Peeters For For Management 1.6 Elect Director Robert N. Pokelwaldt For For Management 1.7 Elect Director James A. Urry For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Amend Articles of Incorporation For For Management - -------------------------------------------------------------------------------- KERR-MCGEE CORP. Ticker: KMG Security ID: 492386107 Meeting Date: JUN 7, 2005 Meeting Type: Annual Record Date: MAR 11, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William F. Wallace For For Management 1.2 Elect Director Ian L. White-Thomson For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Increase Authorized Common Stock For For Management 5 Establish Office of the Board of Against Against Shareholder Directors - -------------------------------------------------------------------------------- L-3 COMMUNICATIONS HOLDINGS, INC. Ticker: LLL Security ID: 502424104 Meeting Date: APR 26, 2005 Meeting Type: Annual Record Date: MAR 18, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Frank C. Lanza For For Management 1.2 Elect Director John M. Shalikashvili For For Management 1.3 Elect Director John White For For Management 2 Ratify Auditors For For Management 6 - -------------------------------------------------------------------------------- LIMITED BRANDS Ticker: LTD Security ID: 532716107 Meeting Date: MAY 16, 2005 Meeting Type: Annual Record Date: MAR 31, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Donna A. James For For Management 1.2 Elect Director Leonard A. Schlesinger For For Management 1.3 Elect Director Jeffrey B. Swartz For For Management 1.4 Elect Director Raymond Zimmerman For For Management - -------------------------------------------------------------------------------- LINCOLN ELECTRIC HOLDINGS, INC. Ticker: LECO Security ID: 533900106 Meeting Date: MAY 5, 2005 Meeting Type: Annual Record Date: MAR 23, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David H. Gunning For For Management 1.2 Elect Director G. Russell Lincoln For For Management 1.3 Elect Director Hellene S. Runtagh For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MAGELLAN MIDSTREAM PARTNERS LP Ticker: MMP Security ID: 559080106 Meeting Date: APR 21, 2005 Meeting Type: Annual Record Date: MAR 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James R. Montague For For Management 1.2 Elect Director Don R. Wellendorf For Withhold Management - -------------------------------------------------------------------------------- MAGYAR TELEKOM (FRM. MATAV RT) Ticker: Security ID: 559776109 Meeting Date: APR 27, 2005 Meeting Type: Annual Record Date: APR 4, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 REPORT OF THE BOARD OF DIRECTORS ON THE For For Management MANAGEMENT OF THE COMPANY, THE BUSINESS POLICY OF MATAV GROUP AND REPORT ON THE BUSINESS OPERATIONS AND THE FINANCIAL SITUATION OF MATAV GROUP IN 2004 ACCORDING TO THE REQUIREMENTS OF THE ACCOUNTING ACT. 2 REPORT OF THE BOARD OF DIRECTORS ON THE For For Management BUSINESS OPERATIONS OF THE COMPANY IN 7 2004 PRESENTATION OF THE REPORT OF THE SUPERVISORY BOARD AND THE AUDITOR. 3 PROPOSAL OF THE BOARD OF DIRECTORS FOR For For Management THE USE OF THE PROFIT AFTER TAX EARNED IN 2004. 4 MODIFICATION OF THE ARTICLES OF For For Management ASSOCIATIONS OF THE COMPANY. 5 ELECTION OF MEMBER OF THE BOARD OF For For Management DIRECTORS. 6 ELECTION OF THE MEMBERS OF THE For For Management SUPERVISORY BOARD. 7 DETERMINATION OF THE REMUNERATION OF THE For For Management MEMBERS OF THE SUPERVISORY BOARD. 8 MISCELLANEOUS. For Against Management - -------------------------------------------------------------------------------- MAGYAR TELEKOM (FRM. MATAV RT) Ticker: Security ID: 559776109 Meeting Date: FEB 22, 2005 Meeting Type: Special Record Date: JAN 27, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 THE GENERAL MEETING OF MATAV RT. -- ON For For Management THE BASIS OF THE SUBMISSION OF THE BOARD OF DIRECTORS -- HEREBY RESOLVES THE CHANGE OF THE NAME OF THE COMPANY. ACCORDING TO THE DECISION OF THE GENERAL MEETING THE FULL NAME OF THE COMPANY SHALL CHANGE TO MAGYAR TE 2 THE GENERAL MEETING OF MATAV HEREBY For For Management APPROVES THE MODIFICATION OF THE ARTICLES OF ASSOCATION. - -------------------------------------------------------------------------------- MCG CAPITAL CORP Ticker: MCGC Security ID: 58047P107 Meeting Date: MAY 25, 2005 Meeting Type: Annual Record Date: APR 20, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert J. Merrick For For Management 1.2 Elect Director Wallace B. Millner, III For For Management 1.3 Elect Director Bryan J. Mitchell For For Management 2 Ratify Auditors For For Management 3 Increase Authorized Common Stock For Against Management - -------------------------------------------------------------------------------- MICROSOFT CORP. Ticker: MSFT Security ID: 594918104 Meeting Date: NOV 9, 2004 Meeting Type: Annual Record Date: SEP 10, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William H. Gates III For For Management 8 1.2 Elect Director Steven A. Ballmer For For Management 1.3 Elect Director James I. Cash Jr., Ph.D. For For Management 1.4 Elect Director Raymond V. Gilmartin For For Management 1.5 Elect Director Ann McLaughlin Korologos For For Management 1.6 Elect Director David F. Marquardt For For Management 1.7 Elect Director Charles H. Noski For For Management 1.8 Elect Director Dr. Helmut Panke For For Management 1.9 Elect Director Jon A. Shirley For For Management 2 Amend Bundled Compensation Plans For For Management 3 Amend Bundled Compensation Plans For For Management 4 Amend Stock Option Plan For For Management 5 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NEW CENTURY FINANCIAL CORP. Ticker: NEW Security ID: 6435EV108 Meeting Date: MAY 17, 2005 Meeting Type: Annual Record Date: MAR 15, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Marilyn A. Alexander For For Management 1.2 Elect Director Harold A. Black. Ph.D. For For Management 1.3 Elect Director Brad A. Morrice For For Management 1.4 Elect Director Michael M. Sachs For For Management 2 Amend Omnibus Stock Plan For Against Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NEWFIELD EXPLORATION CO. Ticker: NFX Security ID: 651290108 Meeting Date: MAY 5, 2005 Meeting Type: Annual Record Date: MAR 14, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David A. Trice For For Management 1.2 Elect Director David F. Schaible For For Management 1.3 Elect Director Howard H. Newman For For Management 1.4 Elect Director Thomas G. Ricks For For Management 1.5 Elect Director Dennis R. Hendrix For For Management 1.6 Elect Director C.E. (Chuck) Schultz For For Management 1.7 Elect Director Philip J. Burguieres For For Management 1.8 Elect Director John Randolph Kemp III For For Management 1.9 Elect Director J. Michael Lacey For For Management 1.10 Elect Director Joseph H. Netherland For For Management 1.11 Elect Director J. Terry Strange For For Management 1.12 Elect Director Pamela J. Gardner For For Management 1.13 Elect Director Juanita F. Romans For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- OCEANEERING INTERNATIONAL, INC. Ticker: OII Security ID: 675232102 Meeting Date: MAY 10, 2005 Meeting Type: Annual Record Date: MAR 21, 2005 9 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director T. Jay Collins For For Management 1.2 Elect Director D. Michael Hughes For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- OMNIVISION TECHNOLOGIES, INC. Ticker: OVTI Security ID: 682128103 Meeting Date: SEP 28, 2004 Meeting Type: Annual Record Date: AUG 27, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Shaw Hong For For Management 1.2 Elect Director Edward C.V. Winn For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PETROLEO BRASILEIRO Ticker: PBR/A Security ID: 71654V408 Meeting Date: MAR 31, 2005 Meeting Type: Annual Record Date: MAR 4, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 APPROVAL OF THE MANAGEMENT REPORT, THE For For Management FINANCIAL STATEMENTS AND AUDIT COMMITTEE S OPINION FOR THE FISCAL YEAR 2004. 2 APPROVAL OF THE CAPITAL EXPENDITURES For For Management BUDGET FOR THE FISCAL YEAR 2005. 3 APPROVAL OF THE DISTRIBUTION OF RESULTS For For Management FOR THE FISCAL YEAR 2004. 4 APPROVAL OF THE ELECTION OF MEMBERS TO For For Management THE BOARD OF DIRECTORS, AUDIT COMMITTEE AND THEIR RESPECTIVE SUBSTITUTES, TO VOTE IN THE SAME MANNER AS THE MAJORITY OF THE SHAREHOLDERS AT THE MEETING. 5 APPROVAL OF THE ELECTION OF THE CHAIRMAN For For Management OF THE BOARD OF DIRECTORS. 6 APPROVAL OF THE ESTABLISHMENT OF THE For Against Management COMPENSATION OF MANAGEMENT AND EFFECTIVE MEMBERS OF THE AUDIT COMMITTEE, AS WELL AS THEIR PARTICIPATION IN THE PROFITS PURSUANT TO ARTICLES 41 AND 56 OF THE COMPANY S BYLAWS. - -------------------------------------------------------------------------------- POLYCOM, INC. Ticker: PLCM Security ID: 73172K104 Meeting Date: MAY 25, 2005 Meeting Type: Annual Record Date: APR 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert C. Hagerty For For Management 10 1.2 Elect Director Michael R. Kourey For For Management 1.3 Elect Director Betsy S. Atkins For For Management 1.4 Elect Director John Seely Brown For For Management 1.5 Elect Director Durk I. Jager For For Management 1.6 Elect Director John A. Kelley, Jr. For For Management 1.7 Elect Director Stanley J. Meresman For For Management 1.8 Elect Director Kevin T. Parker For For Management 1.9 Elect Director Thomas G. Stemberg For For Management 2 Approve Qualified Employee Stock Purchase For For Management Plan 3 Approve Executive Incentive Bonus Plan For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- RANGE RESOURCES CORPORATION Ticker: RRC Security ID: 75281A109 Meeting Date: MAY 18, 2005 Meeting Type: Annual Record Date: APR 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert E. Aikman For For Management 1.2 Elect Director Charles L. Blackburn For For Management 1.3 Elect Director Anthony V. Dub For For Management 1.4 Elect Director V. Richard Eales For For Management 1.5 Elect Director Allen Finkelson For For Management 1.6 Elect Director Jonathan S. Linker For For Management 1.7 Elect Director Kevin S. McCarthy For For Management 1.8 Elect Director John H. Pinkerton For For Management 1.9 Elect Director Jeffrey L. Ventura For For Management 2 Increase Authorized Common Stock For For Management 3 Amend Director & Officer For For Management Indemnification/Liability Provisions 4 Approve Omnibus Stock Plan For Against Management 5 Amend Omnibus Stock Plan For Against Management 6 Ratify Auditors For For Management - -------------------------------------------------------------------------------- REGAL ENTERTAINMENT GROUP Ticker: RGC Security ID: 758766109 Meeting Date: MAY 11, 2005 Meeting Type: Annual Record Date: APR 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Philip F. Anschutz For For Management 1.2 Elect Director Michael J. Dolan For For Management 1.3 Elect Director Stephen A. Kaplan For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SANMINA-SCI CORP. Ticker: SANM Security ID: 800907107 Meeting Date: FEB 28, 2005 Meeting Type: Annual Record Date: JAN 3, 2005 11 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Neil R. Bonke For Withhold Management 1.2 Elect Director Alain Couder For For Management 1.3 Elect Director Randy W. Furr For For Management 1.4 Elect Director Mario M. Rosati For Withhold Management 1.5 Elect Director A. Eugene Sapp, Jr. For For Management 1.6 Elect Director Wayne Shortridge For Withhold Management 1.7 Elect Director Peter J. Simone For For Management 1.8 Elect Director Jure Sola For For Management 1.9 Elect Director Jacquelyn M. Ward For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SHIP FINANCE INTERNATIONAL LTD Ticker: SFL Security ID: G81075106 Meeting Date: DEC 17, 2004 Meeting Type: Annual Record Date: NOV 5, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 TO RE-ELECT PAUL LEAND AS A DIRECTOR OF For For Management THE COMPANY. 2 TO RE-ELECT TOR OLAV TROIM AS A DIRECTOR For Against Management OF THE COMPANY. 3 TO RE-ELECT KATE BLANKENSHIP AS A For Against Management DIRECTOR OF THE COMPANY. 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SPINNAKER EXPLORATION COMPANY Ticker: SKE Security ID: 84855W109 Meeting Date: MAY 4, 2005 Meeting Type: Annual Record Date: MAR 11, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Roger L. Jarvis For For Management 1.2 Elect Director Howard H. Newman For For Management 1.3 Elect Director Jeffrey A. Harris For For Management 1.4 Elect Director Michael E. Mcmahon For For Management 1.5 Elect Director Sheldon R. Erikson For For Management 1.6 Elect Director Michael E. Wiley For For Management 1.7 Elect Director Walter R. Arnheim For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- STORAGE TECHNOLOGY CORP. Ticker: STK Security ID: 862111200 Meeting Date: APR 27, 2005 Meeting Type: Annual Record Date: MAR 4, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James R. Adams For For Management 1.2 Elect Director Charles E. Foster For For Management 12 1.3 Elect Director Mercedes Johnson For For Management 1.4 Elect Director William T. Kerr For Withhold Management 1.5 Elect Director Robert E. Lee For Withhold Management 1.6 Elect Director Patrick J. Martin For For Management 1.7 Elect Director Judy C. Odom For For Management 2 Ratify Auditors For For Management 3 Provide for Cumulative Voting Against For Shareholder 4 Inclusion of Abstention Votes to the Against For Shareholder Total Number of Votes Cast for a Proposal - -------------------------------------------------------------------------------- TECHNOLOGY INVESTMENT CAPITAL CORP. Ticker: TICC Security ID: 878717305 Meeting Date: JUN 8, 2005 Meeting Type: Annual Record Date: APR 29, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Charles M. Royce For Withhold Management 1.2 Elect Director Steven P. Novak For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TOP TANKERS INC. Ticker: TOPT Security ID: Y8897Y107 Meeting Date: JUN 30, 2005 Meeting Type: Annual Record Date: MAY 16, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael G. Docherty For For Management 1.2 Elect Director Roy Gibbs For For Management 2 AMENDMENT OF THE ARTICLES OF For Against Management INCORPORATION TO INCREASE THE AUTHORIZED COMMON STOCK TO 100,000,000 SHARES OF COMMON STOCK. - -------------------------------------------------------------------------------- TRUSTREET PROPERTIES INC Ticker: TSY Security ID: 898404108 Meeting Date: JUN 23, 2005 Meeting Type: Annual Record Date: APR 29, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert A. Bourne For For Management 1.2 Elect Director G. Steven Dawson For For Management 1.3 Elect Director G. Richard Hostetter For For Management 1.4 Elect Director Richard C. Huseman For For Management 1.5 Elect Director James H. Kropp For For Management 1.6 Elect Director J. Joseph Kruse For For Management 1.7 Elect Director Curtis B. McWilliams For For Management 1.8 Elect Director James M. Seneff, Jr. For For Management 1.9 Elect Director Robert J. Stetson For For Management - -------------------------------------------------------------------------------- 13 - -------------------------------------------------------------------------------- TSAKOS ENERGY NAVIGATION LTD.(FORMERLY MIF LIMITED) Ticker: TNP Security ID: G9108L108 Meeting Date: MAY 25, 2005 Meeting Type: Annual Record Date: APR 13, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mr. T. Janholt For For Management 1.2 Elect Director Mr. M. Jolliffe For For Management 1.3 Elect Director Mr. A. Plakopitas For For Management 2 APPROVAL OF THE FINANCIAL STATEMENTS FOR For For Management THE YEAR ENDED DECEMBER 31, 2004, TOGETHER WITH THE AUDITORS REPORT. 3 Ratify Auditors For For Management 4 INCREASE OF THE AUTHORIZED SHARE CAPITAL For Against Management OF THE COMPANY. 5 AUTHORIZATION OF THE REMUNERATION OF For For Management DIRECTORS. - -------------------------------------------------------------------------------- UNIT CORPORATION Ticker: UNT Security ID: 909218109 Meeting Date: MAY 4, 2005 Meeting Type: Annual Record Date: MAR 7, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director King P. Kirchner For For Management 1.2 Elect Director Don Cook For For Management 1.3 Elect Director J. Michael Adcock For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- UTSTARCOM, INC. Ticker: UTSI Security ID: 918076100 Meeting Date: MAY 13, 2005 Meeting Type: Annual Record Date: MAR 14, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Allen Lenzmeier For For Management 1.2 Elect Director Larry D. Horner For For Management 2 Approve Omnibus Stock Plan For Against Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- VALERO LP Ticker: VLI Security ID: 91913W104 Meeting Date: MAR 11, 2005 Meeting Type: Special Record Date: JAN 24, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Issue Shares in Connection with an For For Management Acquisition 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- 14 - -------------------------------------------------------------------------------- WAL-MART STORES, INC. Ticker: WMT Security ID: 931142103 Meeting Date: JUN 3, 2005 Meeting Type: Annual Record Date: APR 5, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James W. Breyer For For Management 1.2 Elect Director M. Michele Burns For For Management 1.3 Elect Director Douglas N. Daft For For Management 1.4 Elect Director David D. Glass For For Management 1.5 Elect Director Roland A. Hernandez For For Management 1.6 Elect Director John D. Opie For For Management 1.7 Elect Director J. Paul Reason For For Management 1.8 Elect Director H. Lee Scott, Jr. For For Management 1.9 Elect Director Jack C. Shewmaker For For Management 1.10 Elect Director Jose H. Villarreal For For Management 1.11 Elect Director John T. Walton For For Management 1.12 Elect Director S. Robson Walton For For Management 1.13 Elect Director Christopher J. Williams For For Management 1.14 Elect Director Linda S. Wolf For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management 4 Report on Executive Compensation Against For Shareholder 5 Prepare Sustainability Report Against For Shareholder 6 Report on Stock Option Distribution by Against For Shareholder Race and Gender 7 Report on Political Contributions Against Against Shareholder 8 Prepare Equal Opportunity Report Against For Shareholder 9 Require a Majority Vote for the Election Against For Shareholder of Directors 10 Require Majority of Independent Directors Against Against Shareholder on Board 11 Performance- Based/Indexed Options Against Against Shareholder - -------------------------------------------------------------------------------- WELLS FARGO & COMPANY Ticker: WFC Security ID: 949746101 Meeting Date: APR 26, 2005 Meeting Type: Annual Record Date: MAR 8, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director J.A. Blanchard III For For Management 1.2 Elect Director Susan E. Engel For For Management 1.3 Elect Director Enrique Hernandez, Jr. For For Management 1.4 Elect Director Robert L. Joss For For Management 1.5 Elect Director Reatha Clark King For For Management 1.6 Elect Director Richard M. Kovacevich For For Management 1.7 Elect Director Richard D. McCormick For For Management 1.8 Elect Director Cynthia H. Milligan For Withhold Management 1.9 Elect Director Philip J. Quigley For For Management 1.10 Elect Director Donald B. Rice For Withhold Management 1.11 Elect Director Judith M. Runstad For Withhold Management 1.12 Elect Director Stephen W. Sanger For For Management 1.13 Elect Director Susan G. Swenson For For Management 1.14 Elect Director Michael W. Wright For Withhold Management 15 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management 4 Adopt Policy on Payday Lenders Against Against Shareholder 5 Link Executive Compensation to Predatory Against Against Shareholder Lending 6 Performance- Based/Indexed Options Against For Shareholder 7 Limit Executive Compensation Against Against Shareholder 8 Separate Chairman and CEO Positions Against For Shareholder - -------------------------------------------------------------------------------- XL CAPITAL LTD (FORMERLY EXEL LTD. ) Ticker: XL Security ID: G98255105 Meeting Date: APR 29, 2005 Meeting Type: Annual Record Date: MAR 14, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael P. Esposito, Jr For For Management 1.2 Elect Director Robert R. Glauber For For Management 1.3 Elect Director Cyril Rance For For Management 1.4 Elect Director Ellen E. Thrower For For Management 2 Ratify Auditors For For Management 3 TO APPROVE THE AMENDMENT AND RESTATEMENT For For Management OF THE COMPANY S 1991 PERFORMANCE INCENTIVE PROGRAM. ========== END NPX REPORT 16 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. RMK STRATEGIC INCOME FUND, INC. By: /s/ Carter E. Anthony --------------------- Carter E. Anthony President Date: August 17, 2005 17