As filed with the Securities and Exchange Commission on August 31, 2006


                                  UNITED STATES
                       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 number: 811-03802

                          NEUBERGER BERMAN INCOME FUNDS
                          -----------------------------
             (Exact Name of the Registrant as Specified in Charter)
                           605 Third Avenue, 2nd Floor
                          New York, New York 10158-0180
               (Address of Principal Executive Offices - Zip Code)

       Registrant's telephone number, including area code: (212) 476-8800

                    Peter E. Sundman, Chief Executive Officer
                          Neuberger Berman Income Funds
                           605 Third Avenue, 2nd Floor
                          New York, New York 10158-0180

                              Arthur Delibert, Esq.
                   Kirkpatrick & Lockhart Nicholson Graham LLP
                               1601 K Street, N.W.
                           Washington, D.C. 20006-1600
                   (Names and Addresses of agents for service)

Date of fiscal year end:   October 31, 2006
Date of reporting period:  July 1, 2005 to June 30, 2006

         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, 100 F Street, NE,
Washington DC 20549-0609. The OMB has reviewed this collection of information
under the clearance requirements of 44 U.S.C. s. 3507.



ITEM 1. PROXY VOTING RECORD.

LEHMAN BROTHERS CORE BOND FUND

No proxies were received during the period from July 1, 2005 to June 30, 2006.

LEHMAN BROTHERS MUNICIPAL MONEY FUND

No proxies were received during the period from July 1, 2005 to June 30, 2006.

LEHMAN BROTHERS NEW YORK MUNICIPAL MONEY FUND

No proxies were received during the period from July 1, 2005 to June 30, 2006.

NATIONAL MUNICIPAL MONEY FUND

No proxies were received during the period from July 1, 2005 to June 30, 2006.

NEUBERGER BERMAN CASH RESERVES

No proxies were received during the period from July 1, 2005 to June 30, 2006.

NEUBERGER BERMAN GOVERNMENT MONEY FUND

No proxies were received during the period from July 1, 2005 to June 30, 2006.

NEUBERGER BERMAN HIGH INCOME BOND FUND

No proxies were received during the period from July 1, 2005 to June 30, 2006.

NEUBERGER BERMAN LIMITED MATURITY BOND FUND

No proxies were received during the period from July 1, 2005 to June 30, 2006.

NEUBERGER BERMAN MUNICIPAL SECURITIES TRUST

No proxies were received during the period from July 1, 2005 to June 30, 2006.

TAX-FREE MONEY FUND

No proxies were received during the period from July 1, 2005 to June 30, 2006.






=================== NEUBERGER BERMAN STRATEGIC INCOME FUND =====================


ALEXANDRIA REAL ESTATE EQUITIES, INC.

Ticker:       ARE            Security ID:  015271109
Meeting Date: MAY 18, 2006   Meeting Type: Annual
Record Date:  MAR 31, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Jerry M. Sudarsky          For       Withhold   Management
1.2   Elect Director Joel S. Marcus             For       For        Management
1.3   Elect Director James H. Richardson        For       For        Management
1.4   Elect Director Richard B. Jennings        For       For        Management
1.5   Elect Director Richard H. Klein           For       For        Management
1.6   Elect Director Martin A. Simonetti        For       For        Management
1.7   Elect Director Alan G. Walton             For       For        Management
1.8   Elect Director Richmond A. Wolf           For       For        Management
2     Ratify Auditors                           For       For        Management


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AMEREN CORPORATION

Ticker:       AEE            Security ID:  023608102
Meeting Date: MAY 2, 2006    Meeting Type: Annual
Record Date:  MAR 6, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Susan S. Elliott           For       For        Management
1.2   Elect Director Gayle P.W. Jackson         For       For        Management
1.3   Elect Director James C. Johnson           For       For        Management
1.4   Elect Director Richard A. Liddy           For       For        Management
1.5   Elect Director Gordon R. Lohman           For       For        Management
1.6   Elect Director Richard A. Lumpkin         For       For        Management
1.7   Elect Director Charles W. Mueller         For       For        Management
1.8   Elect Director Douglas R. Oberhelman      For       For        Management
1.9   Elect Director Gary L. Rainwater          For       For        Management
1.10  Elect Director Harvey Saligman            For       For        Management
1.11  Elect Director Patrick T. Stokes          For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management
4     Report on Extending the Operating License Against   Against    Shareholder
      at the Callaway Nuclear Power Facility


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AMERICAN EXPRESS CO.

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

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


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AMERICAN INTERNATIONAL GROUP, INC.

Ticker:       AIG            Security ID:  026874107
Meeting Date: AUG 11, 2005   Meeting Type: Annual
Record Date:  JUN 24, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director M. Aidinoff                For       For        Management
1.2   Elect Director P. Chia                    For       For        Management
1.3   Elect Director M. Cohen                   For       Withhold   Management
1.4   Elect Director W. Cohen                   For       For        Management
1.5   Elect Director M. Feldstein               For       For        Management
1.6   Elect Director E. Futter                  For       For        Management
1.7   Elect Director S. Hammerman               For       For        Management
1.8   Elect Director C. Hills                   For       For        Management
1.9   Elect Director R. Holbrooke               For       For        Management
1.10  Elect Director D. Kanak                   For       For        Management
1.11  Elect Director G. Miles, Jr               For       For        Management
1.12  Elect Director M. Offit                   For       For        Management
1.13  Elect Director M. Sullivan                For       For        Management
1.14  Elect Director E. Tse                     For       For        Management
1.15  Elect Director F. Zarb                    For       For        Management
2     Ratify Auditors                           For       For        Management


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AMERICAN INTERNATIONAL GROUP, INC.

Ticker:       AIG            Security ID:  026874107
Meeting Date: MAY 17, 2006   Meeting Type: Annual
Record Date:  MAR 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Pei-yuan Chia              For       For        Management
1.2   Elect Director Marshall A. Cohen          For       For        Management
1.3   Elect Director Martin S. Feldstein        For       For        Management
1.4   Elect Director Ellen V. Futter            For       For        Management
1.5   Elect Director Stephen L. Hammerman       For       For        Management
1.6   Elect Director Richard C. Holbrooke       For       For        Management
1.7   Elect Director Fred H. Langhammer         For       For        Management
1.8   Elect Director George L. Miles, Jr.       For       For        Management
1.9   Elect Director Morris W. Offit            For       For        Management
1.10  Elect Director James F. Orr, III          For       For        Management
1.11  Elect Director Martin J. Sullivan         For       For        Management
1.12  Elect Director Michael H. Sutton          For       For        Management
1.13  Elect Director Edmund S.W. Tse            For       For        Management
1.14  Elect Director Robert B. Willumstad       For       For        Management
1.15  Elect Director Frank G. Zarb              For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management


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AMERIPRISE FINANCIAL, INC.

Ticker:       AMP            Security ID:  03076C106
Meeting Date: APR 26, 2006   Meeting Type: Annual
Record Date:  FEB 28, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Ira D. Hall                For       For        Management
1.2   Elect Director Jeffrey Noddle             For       For        Management
1.3   Elect Director Richard F. Powers, III     For       For        Management
2     Ratify Auditors                           For       For        Management


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APOLLO INVESTMENT CORPORATION

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

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


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APPLIED MATERIALS, INC.

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

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


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ARCHSTONE SMITH TRUST

Ticker:       ASN            Security ID:  039583109
Meeting Date: MAY 17, 2006   Meeting Type: Annual
Record Date:  MAR 27, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James A. Cardwell          For       For        Management
1.2   Elect Director Ernest A. Gerardi, Jr.     For       For        Management
1.3   Elect Director Ruth Ann M. Gillis         For       For        Management
1.4   Elect Director Ned S. Holmes              For       For        Management
1.5   Elect Director Robert P. Kogod            For       For        Management
1.6   Elect Director James H. Polk, III         For       For        Management
1.7   Elect Director John M. Richman            For       For        Management
1.8   Elect Director John C. Schweitzer         For       For        Management
1.9   Elect Director R. Scot Sellers            For       For        Management
1.10  Elect Director Robert H. Smith            For       For        Management
2     Ratify Auditors                           For       For        Management


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AVALONBAY COMMUNITIES, INC.

Ticker:       AVB            Security ID:  053484101
Meeting Date: MAY 17, 2006   Meeting Type: Annual
Record Date:  MAR 8, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Bryce Blair                For       For        Management
1.2   Elect Director Bruce A. Choate            For       For        Management
1.3   Elect Director John J. Healy, Jr.         For       For        Management
1.4   Elect Director Gilbert M. Meyer           For       For        Management
1.5   Elect Director Timothy J. Naughton        For       For        Management
1.6   Elect Director Lance R. Primis            For       For        Management
1.7   Elect Director H. Jay Sarles              For       For        Management
1.8   Elect Director Allan D. Schuster          For       For        Management
1.9   Elect Director Amy P. Williams            For       For        Management
2     Ratify Auditors                           For       For        Management


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BANK OF AMERICA CORP.

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

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


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BROOKFIELD ASSET MANAGEMENT INC.

Ticker:       BAM.A          Security ID:  112585104
Meeting Date: APR 28, 2006   Meeting Type: Annual/Special
Record Date:  MAR 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Increase in Size of Board         For       For        Management
2.1   Elect Director Marcel R. Coutu            For       For        Management
2.2   Elect Director William A. Dimma           For       For        Management
2.3   Elect Director Lance A. Liebman           For       For        Management
2.4   Elect Director Roy MacLaren               For       For        Management
2.5   Elect Director G. Wallace F. McCain       For       For        Management
2.6   Elect Director Jack M. Mintz              For       For        Management
2.7   Elect Director James A. Pattison          For       For        Management
2.8   Elect Director George S. Taylor           For       For        Management
3     Ratify Deloitte & Touche LLP as Auditors  For       For        Management
      and Authorize Board to Fix Remuneration
      of Auditors


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BROOKFIELD ASSET MANAGEMENT INC.

Ticker:       BAM.A          Security ID:  10549P606
Meeting Date: NOV 10, 2005   Meeting Type: Special
Record Date:  SEP 26, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Change Company Name to Brookfield Asset   For       For        Management
      Management Inc.


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CALIFORNIA WATER SERVICE GROUP

Ticker:       CWT            Security ID:  130788102
Meeting Date: APR 26, 2006   Meeting Type: Annual
Record Date:  FEB 27, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Douglas M. Brown           For       For        Management
1.2   Elect Director Robert W. Foy              For       For        Management
1.3   Elect Director E.D. Harris, Jr. M.D.      For       For        Management
1.4   Elect Director Bonnie G. Hill             For       For        Management
1.5   Elect Director David N. Kennedy           For       For        Management
1.6   Elect Director Richard P. Magnuson        For       For        Management
1.7   Elect Director Linda R. Meier             For       For        Management
1.8   Elect Director Peter C. Nelson            For       For        Management
1.9   Elect Director George A. Vera             For       For        Management
2     Ratify Auditors                           For       For        Management


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CAMDEN PROPERTY TRUST

Ticker:       CPT            Security ID:  133131102
Meeting Date: MAY 2, 2006    Meeting Type: Annual
Record Date:  MAR 15, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard J. Campo           For       For        Management
1.2   Elect Director William R. Cooper          For       For        Management
1.3   Elect Director George A. Hrdlicka         For       For        Management
1.4   Elect Director Scott S. Ingraham          For       For        Management
1.5   Elect Director Lewis A. Levey             For       For        Management
1.6   Elect Director William B. Mcguire, Jr.    For       Withhold   Management
1.7   Elect Director William F. Paulsen         For       For        Management
1.8   Elect Director D. Keith Oden              For       For        Management
1.9   Elect Director F. Gardner Parker          For       For        Management
1.10  Elect Director Steven A. Webster          For       Withhold   Management
2     Ratify Auditors                           For       For        Management


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CANADIAN OIL SANDS TRUST

Ticker:       COS-UN.TO      Security ID:  13642L100
Meeting Date: APR 25, 2006   Meeting Type: Annual/Special
Record Date:  MAR 6, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Appoint PricewaterhouseCoopers LLP as     For       For        Management
      Auditors of COSL and Authorize Board to
      Fix Remuneration of Auditors
2     Appoint PricewaterhouseCoopers LLP as     For       For        Management
      Auditors of the Trust and Authorize Board
      to Fix Remuneration of Auditors
3     Elect Marcel R. Coutu, E. Susan Evans,    For       For        Management
      Donald F. Mazankowski, Wayne M. Newhouse,
      Walter B. O'Donoghue, C.E. (Chuck)
      Shultz, Wesley R. Twiss, and John B.
      Zaozirny as Directors
4     Approve 1:5 Unit Split                    For       For        Management
5     Amend Trust Indenture Re: Foreign         For       For        Management
      Ownership Constraints
6     Approve Computershare Trust Company of    For       For        Management
      Canada as Trustee of the Trust


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CATHEDRAL ENERGY SERVICE INCOME TRUST

Ticker:       CET-UN.TO      Security ID:  14917H105
Meeting Date: MAY 18, 2006   Meeting Type: Annual/Special
Record Date:  MAR 29, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Fix Number of Directors at Seven          For       For        Management
2     Elect Mark L. Bentsen, Randy H. Pustanyk, For       For        Management
      Herman S. Hartley, Rod Maxwell, Scott
      Sarjeant, Jay Zammit, Robert L. Chaisson
      as Directors
3     Elect Mark L. Bentsen, Randy H. Pustanyk, For       For        Management
      Herman S. Hartley, Rod Maxwell, Scott
      Sarjeant, Jay Zammit, Robert L. Chaisson
      as Trustees
4     Appoint KPMG LLP as Auditors and          For       For        Management
      Authorize Board to Fix Remuneration of
      Auditors
5     Amend Declaration of Trust                For       For        Management


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CBL & ASSOCIATES PROPERTIES, INC.

Ticker:       CBL            Security ID:  124830100
Meeting Date: MAY 8, 2006    Meeting Type: Annual
Record Date:  MAR 13, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Martin J. Cleary           For       For        Management
1.2   Elect Director Matthew S. Dominski        For       For        Management
1.3   Elect Director John N. Foy                For       For        Management
2     Ratify Auditors                           For       For        Management


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CCS INCOME TRUST

Ticker:       CCR-UN.TO      Security ID:  12501U102
Meeting Date: MAY 4, 2006    Meeting Type: Annual
Record Date:  MAR 20, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect David P. Werklund, Naveen Dargan,   For       For        Management
      Brian J. Evans, J. Sherrold Moore, Brad
      R. Munro, and Bradley J. Thomson as
      Directors
2     Approve Ernst & Young LLP as Auditors and For       For        Management
      Authorize Board to Fix Remuneration of
      Auditors


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CINERGY CORP.

Ticker:       CIN            Security ID:  172474108
Meeting Date: MAR 10, 2006   Meeting Type: Special
Record Date:  JAN 17, 2006

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


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COLONIAL PROPERTIES TRUST

Ticker:       CLP            Security ID:  195872106
Meeting Date: APR 26, 2006   Meeting Type: Annual
Record Date:  MAR 8, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Carl F. Bailey             For       For        Management
1.2   Elect Director M. Miller Gorrie           For       For        Management
1.3   Elect Director William M. Johnson         For       For        Management
1.4   Elect Director Glade M. Knight            For       For        Management
1.5   Elect Director James K. Lowder            For       For        Management
1.6   Elect Director Thomas H. Lowder           For       For        Management
1.7   Elect Director Herbert A. Meisler         For       For        Management
1.8   Elect Director Claude B. Nielsen          For       For        Management
1.9   Elect Director Harold W. Ripps            For       For        Management
1.10  Elect Director Donald T. Senterfitt       For       For        Management
1.11  Elect Director John W. Spiegel            For       For        Management
2     Ratify Auditors                           For       For        Management


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DIAGEO PLC (FORMERLY GUINNESS PLC)

Ticker:       DEO            Security ID:  25243Q205
Meeting Date: OCT 18, 2005   Meeting Type: Annual
Record Date:  SEP 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     REPORTS AND ACCOUNTS 2005                 For       For        Management
2     DIRECTORS  REMUNERATION REPORT 2005       For       For        Management
3     DECLARATION OF FINAL DIVIDEND             For       For        Management
4     RE-ELECTION OF LORD BLYTH OF ROWINGTON    For       For        Management
      (MEMBER OF NOMINATION COMMITTEE)
5     RE-ELECTION OF MS M LILJA (MEMBER OF      For       For        Management
      AUDIT, NOMINATION AND REMUNERATION
      COMMITTEE)
6     RE-ELECTION OF MR WS SHANAHAN (MEMBER OF  For       For        Management
      AUDIT, NOMINATION AND REMUNERATION
      COMMITTEE)
7     ELECTION OF DR FB HUMER (MEMBER OF AUDIT, For       For        Management
      NOMINATION AND REMUNERATION COMMITTEE)
8     Ratify Auditors                           For       For        Management
9     AUTHORITY TO ALLOT RELEVANT SECURITIES    For       For        Management
10    DISAPPLICATION OF PRE-EMPTION RIGHTS      For       For        Management
11    AUTHORITY TO PURCHASE OWN ORDINARY SHARES For       For        Management
12    AUTHORITY TO MAKE EU POLITICAL            For       For        Management
      DONATIONS/EXPENDITURE
13    ADOPTION OF NEW ARTICLES OF ASSOCIATION   For       For        Management


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DIGITAL REALTY TRUST INC.

Ticker:       DLR            Security ID:  253868103
Meeting Date: MAY 1, 2006    Meeting Type: Annual
Record Date:  MAR 6, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard A. Magnuson        For       For        Management
1.2   Elect Director Michael F. Foust           For       For        Management
1.3   Elect Director Laurence A. Chapman        For       For        Management
1.4   Elect Director Kathleen Earley            For       For        Management
1.5   Elect Director Ruann F. Ernst, Ph.D.      For       For        Management
1.6   Elect Director Dennis E. Singleton        For       For        Management
2     Ratify Auditors                           For       For        Management


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DOMINION RESOURCES, INC.

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

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


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DOVER CORP.

Ticker:       DOV            Security ID:  260003108
Meeting Date: APR 18, 2006   Meeting Type: Annual
Record Date:  FEB 28, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director D.H. Benson                For       For        Management
1.2   Elect Director R.W. Cremin                For       For        Management
1.3   Elect Director J-P.M. Ergas               For       For        Management
1.4   Elect Director K.C. Graham                For       For        Management
1.5   Elect Director R.L. Hoffman               For       For        Management
1.6   Elect Director J.L. Koley                 For       For        Management
1.7   Elect Director R.K. Lochridge             For       For        Management
1.8   Elect Director T.L. Reece                 For       For        Management
1.9   Elect Director B.G. Rethore               For       For        Management
1.10  Elect Director M.B. Stubbs                For       For        Management
1.11  Elect Director M.A. Winston               For       For        Management
2     Other Business                            For       Against    Management


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

DUKE ENERGY CORP.

Ticker:       DUK            Security ID:  264399106
Meeting Date: MAR 10, 2006   Meeting Type: Special
Record Date:  JAN 17, 2006

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


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

EQUITY OFFICE PROPERTIES TRUST

Ticker:       EOP            Security ID:  294741103
Meeting Date: MAY 24, 2006   Meeting Type: Annual
Record Date:  MAR 31, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Marilyn Alexander          For       For        Management
1.2   Elect Director Thomas E. Dobrowski        For       For        Management
1.3   Elect Director William M. Goodyear        For       For        Management
1.4   Elect Director James D. Harper, Jr.       For       For        Management
1.5   Elect Director Richard D. Kincaid         For       For        Management
1.6   Elect Director Sheil Z. Rosenberg         For       For        Management
1.7   Elect Director Stephen I. Sadove          For       For        Management
1.8   Elect Director Sally Susman               For       For        Management
1.9   Elect Director Jan H.W.R. van der Vlist   For       For        Management
1.10  Elect Director Samuel Zell                For       For        Management
2     Ratify Auditors                           For       For        Management


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

EQUITY RESIDENTIAL

Ticker:       EQR            Security ID:  29476L107
Meeting Date: MAY 25, 2006   Meeting Type: Annual
Record Date:  MAR 31, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John W. Alexander          For       For        Management
1.2   Elect Director Charles L. Atwood          For       For        Management
1.3   Elect Director Stephen O. Evans           For       For        Management
1.4   Elect Director James D. Harper, Jr.       For       For        Management
1.5   Elect Director Boone A. Knox              For       For        Management
1.6   Elect Director David J. Neithercut        For       For        Management
1.7   Elect Director Desiree G. Rogers          For       For        Management
1.8   Elect Director Sheli Z. Rosenberg         For       For        Management
1.9   Elect Director Gerald A. Spector          For       For        Management
1.10  Elect Director B. Joseph White            For       For        Management
1.11  Elect Director Samuel Zell                For       For        Management
2     Ratify Auditors                           For       For        Management


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

ESSEX PROPERTY TRUST, INC.

Ticker:       ESS            Security ID:  297178105
Meeting Date: MAY 9, 2006    Meeting Type: Annual
Record Date:  FEB 28, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director George M. Marcus           For       For        Management
1.2   Elect Director Gary P. Martin             For       For        Management
1.3   Elect Director William A. Millichap       For       For        Management
2     Ratify Auditors                           For       For        Management


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

EXXON MOBIL CORP.

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

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


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

FIRST DATA CORP.

Ticker:       FDC            Security ID:  319963104
Meeting Date: MAY 10, 2006   Meeting Type: Annual
Record Date:  MAR 13, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Daniel P. Burnham          For       For        Management
1.2   Elect Director Jack M. Greenberg          For       For        Management
1.3   Elect Director Courtney F. Jones          For       For        Management
1.4   Elect Director Charles T. Russell         For       For        Management
2     Elect Director David A. Coulter           For       For        Management
3     Elect Director Henry C. Duques            For       For        Management
4     Elect Director Peter B. Ellwood           For       For        Management
5     Ratify Auditors                           For       For        Management


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

FIRST INDUSTRIAL REALTY TRUST, INC.

Ticker:       FR             Security ID:  32054K103
Meeting Date: MAY 17, 2006   Meeting Type: Annual
Record Date:  MAR 21, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James F. Millar            For       For        Management
1.2   Elect Director John Rau                   For       For        Management
1.3   Elect Director Robert J. Slater           For       For        Management
1.4   Elect Director W. Ed Tyler                For       For        Management
2     Amend Omnibus Stock Plan                  For       Against    Management
3     Ratify Auditors                           For       For        Management


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

GENERAL DYNAMICS CORP.

Ticker:       GD             Security ID:  369550108
Meeting Date: MAY 3, 2006    Meeting Type: Annual
Record Date:  MAR 10, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director N.D. Chabraja              For       For        Management
1.2   Elect Director J.S. Crown                 For       For        Management
1.3   Elect Director W.P. Fricks                For       For        Management
1.4   Elect Director C.H. Goodman               For       For        Management
1.5   Elect Director J.L. Johnson               For       For        Management
1.6   Elect Director G.A. Joulwan               For       For        Management
1.7   Elect Director P.G. Kaminski              For       For        Management
1.8   Elect Director J.M. Keane                 For       For        Management
1.9   Elect Director D.J. Lucas                 For       For        Management
1.10  Elect Director L.L. Lyles                 For       For        Management
1.11  Elect Director C.E. Mundy, Jr.            For       For        Management
1.12  Elect Director R. Walmsley                For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
4     Disqualification of Directors Who Fail to Against   For        Shareholder
      Receive Majority Vote
5     Separate Chairman and CEO Positions       Against   For        Shareholder
6     Report Political Contributions            Against   For        Shareholder
7     Sustainability Report                     Against   For        Shareholder


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

GENERAL GROWTH PROPERTIES, INC.

Ticker:       GGP            Security ID:  370021107
Meeting Date: MAY 16, 2006   Meeting Type: Annual
Record Date:  APR 3, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Adam Metz                  For       For        Management
1.2   Elect Director Robert Michaels            For       For        Management
1.3   Elect Director Thomas Nolan               For       For        Management
1.4   Elect Director John Riordan               For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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

INTERNATIONAL BUSINESS MACHINES CORP.

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

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


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

JACKSON HEWITT TAX SERVICE INC

Ticker:       JTX            Security ID:  468202106
Meeting Date: SEP 20, 2005   Meeting Type: Annual
Record Date:  AUG 3, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Ulysses L. Bridgeman, Jr   For       For        Management
1.2   Elect Director Rodman L. Drake            For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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

JOHNSON & JOHNSON

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

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


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

LASALLE HOTEL PROPERTIES

Ticker:       LHO            Security ID:  517942108
Meeting Date: APR 20, 2006   Meeting Type: Annual
Record Date:  FEB 10, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Darryl Hartley-Leonard     For       For        Management
1.2   Elect Director Kelly L. Kuhn              For       For        Management
1.3   Elect Director William S. McCalmont       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Other Business                            For       Against    Management


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

MACERICH CO., THE

Ticker:       MAC            Security ID:  554382101
Meeting Date: JUN 1, 2006    Meeting Type: Annual
Record Date:  MAR 14, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Arthur M. Coppola          For       For        Management
1.2   Elect Director James S. Cownie            For       For        Management
1.3   Elect Director Mace Siegel                For       For        Management
2     Ratify Auditors                           For       For        Management
3     Performance-Based and/or Time Based       Against   For        Shareholder
      Equity Awards


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

MAGUIRE PROPERTIES, INC.

Ticker:       MPG            Security ID:  559775101
Meeting Date: JUN 6, 2006    Meeting Type: Annual
Record Date:  APR 21, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert F. Maguire, III     For       For        Management
1.2   Elect Director Lawrence S. Kaplan         For       For        Management
1.3   Elect Director Caroline S. McBride        For       For        Management
1.4   Elect Director Andrea L. Van de Kamp      For       For        Management
1.5   Elect Director Walter L. Weisman          For       For        Management
1.6   Elect Director Lewis N. Wolff             For       For        Management
2     Ratify Auditors                           For       For        Management


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

MICROSOFT CORP.

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

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


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

NATIONAL GRID PLC(FRMRLY. NATIONAL GRID TRANSCO PLC)

Ticker:       NGG            Security ID:  636274102
Meeting Date: JUL 25, 2005   Meeting Type: Annual
Record Date:  JUN 6, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     TO RECEIVE THE ANNUAL REPORT AND ACCOUNTS For       For        Management
2     TO DECLARE A FINAL DIVIDEND               For       For        Management
3.1   Elect  Director John Allan                For       For        Management
3.2   Elect  Director Paul Joslow               For       For        Management
3.3   Elect  Director Roger Urwin               For       For        Management
3.4   Elect  Director John Grant                For       For        Management
3.5   Elect  Director Steve Holliday            For       For        Management
4     Ratify Auditors                           For       For        Management
5     TO APPROVE THE DIRECTORS  REMUNERATION    For       For        Management
      REPORT
6     TO CHANGE THE NAME OF THE COMPANY TO      For       For        Management
      NATIONAL GRID PLC (SPECIAL RESOLUTION)
7     TO AMEND THE MEMORANDUM OF ASSOCIATION    For       For        Management
      (SPECIAL RESOLUTION)
8     TO ADOPT NEW ARTICLES OF ASSOCIATION      For       For        Management
      (SPECIAL RESOLUTION)
9     TO APPROVE THE RETURN OF CASH (SPECIAL    For       For        Management
      RESOLUTION)
10    TO AUTHORISE THE DIRECTORS TO ALLOT       For       For        Management
      SHARES
11    TO DIS-APPLY PRE-EMPTIONS RIGHTS (SPECIAL For       For        Management
      RESOLUTION)
12    TO AUTHORISE THE COMPANY TO PURCHASE ITS  For       For        Management
      OWN SHARES (SPECIAL RESOLUTION)
13    TO AMEND THE ARTICLES OF ASSOCIATION      For       For        Management
      (SPECIAL RESOLUTION)


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

NOVARTIS AG

Ticker:       NVS            Security ID:  66987V109
Meeting Date: FEB 28, 2006   Meeting Type: Annual
Record Date:  JAN 31, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     APPROVAL OF THE ANNUAL REPORT, THE        For       For        Management
      FINANCIAL STATEMENTS OF NOVARTIS AG AND
      THE GROUP CONSOLIDATED FINANCIAL
      STATEMENTS FOR THE YEAR 2005.
2     APPROVAL OF THE ACTIVITIES OF THE BOARD   For       For        Management
      OF DIRECTORS.
3     APPROPRIATION OF AVAILABLE EARNINGS OF    For       For        Management
      NOVARTIS AG AS PER BALANCE SHEET AND
      DECLARATION OF DIVIDEND.
4     REDUCTION OF SHARE CAPITAL.               For       For        Management
5     AMENDMENT TO THE ARTICLES OF              For       For        Management
      INCORPORATION.
6     RE-ELECTION OF PROF. SRIKANT M. DATAR     For       For        Management
      PH.D. FOR A THREE-YEAR TERM.
7     RE-ELECTION OF WILLIAM W. GEORGE FOR A    For       For        Management
      THREE-YEAR TERM.
8     RE-ELECTION OF DR.-ING. WENDELIN          For       For        Management
      WIEDEKING FOR A THREE-YEAR TERM.
9     RE-ELECTION OF PROF. ROLF M. ZINKERNAGEL  For       For        Management
      M.D. FOR A THREE-YEAR TERM.
10    THE ELECTION OF ANDREAS VON PLANTA PH.D.  For       For        Management
      FOR A THREE-YEAR TERM.
11    Ratify Auditors                           For       For        Management


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

OMEGA HEALTHCARE INVESTORS, INC.

Ticker:       OHI            Security ID:  681936100
Meeting Date: MAY 25, 2006   Meeting Type: Annual
Record Date:  APR 21, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Bernard J. Korman          For       For        Management
1.2   Elect Director Thomas F. Franke           For       For        Management
2     Ratify Auditors                           For       For        Management


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

PAN PACIFIC RETAIL PROPERTIES, INC.

Ticker:       PNP            Security ID:  69806L104
Meeting Date: APR 28, 2006   Meeting Type: Annual
Record Date:  FEB 16, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Joseph P. Colmery          For       For        Management
1.2   Elect Director Bernard M. Feldman         For       For        Management
1.3   Elect Director Mark J. Riedy              For       For        Management
1.4   Elect Director Stuart A. Tanz             For       For        Management


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

PRAXAIR, INC.

Ticker:       PX             Security ID:  74005P104
Meeting Date: APR 25, 2006   Meeting Type: Annual
Record Date:  MAR 1, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Stephen F. Angel           For       For        Management
1.2   Elect Director Claire W. Gargalli         For       For        Management
1.3   Elect Director G. Jackson Ratcliffe, Jr.  For       For        Management
1.4   Elect Director Dennis H. Reilley          For       For        Management
2     Declassify the Board of Directors         None      For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Ratify Auditors                           For       For        Management


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

PROLOGIS

Ticker:       PLD            Security ID:  743410102
Meeting Date: MAY 26, 2006   Meeting Type: Annual
Record Date:  MAR 16, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director K. Dane Brooksher          For       For        Management
1.2   Elect Director Stephen L. Feinberg        For       For        Management
1.3   Elect Director George L. Fotiades         For       For        Management
1.4   Elect Director Christine N. Garvey        For       For        Management
1.5   Elect Director Donald P. Jacobs           For       For        Management
1.6   Elect Director Walter C. Rakowich         For       For        Management
1.7   Elect Director Nelson C. Rising           For       For        Management
1.8   Elect Director Jeffrey H. Schwartz        For       For        Management
1.9   Elect Director D. Michael Steuert         For       For        Management
1.10  Elect Director J. Andre Teixeira          For       For        Management
1.11  Elect Director William D. Zollars         For       Withhold   Management
1.12  Elect Director Andrea M. Zulberti         For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management
4     Other Business                            For       Against    Management


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

PROLOGIS

Ticker:       PLD            Security ID:  743410102
Meeting Date: SEP 14, 2005   Meeting Type: Special
Record Date:  AUG 8, 2005

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


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

RECKSON ASSOCIATES REALTY CORP.

Ticker:       RA             Security ID:  75621K106
Meeting Date: MAY 25, 2006   Meeting Type: Annual
Record Date:  MAR 21, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Scott H. Rechler           For       For        Management
1.2   Elect Director Michael Maturo             For       For        Management
1.3   Elect Director Douglas Crocker, II        For       For        Management
1.4   Elect Director Elizabeth McCaul           For       For        Management
1.5   Elect Director Ronald H. Menaker          For       For        Management
1.6   Elect Director Peter Quick                For       For        Management
1.7   Elect Director Lewis S. Ranieri           For       For        Management
1.8   Elect Director John F. Ruffle             For       For        Management
1.9   Elect Director Stanley Steinberg          For       For        Management
2     Ratify Auditors                           For       For        Management


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

REGENCY CENTERS CORP.

Ticker:       REG            Security ID:  758849103
Meeting Date: MAY 2, 2006    Meeting Type: Annual
Record Date:  MAR 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Martin E. Stein, Jr.       For       For        Management
1.2   Elect Director Raymond L. Bank            For       For        Management
1.3   Elect Director C. Ronald Blankenship      For       For        Management
1.4   Elect Director A.R. Carpenter             For       For        Management
1.5   Elect Director J. Dix Druce               For       For        Management
1.6   Elect Director Mary Lou Fiala             For       For        Management
1.7   Elect Director Bruce M. Johnson           For       For        Management
1.8   Elect Director Douglas S. Luke            For       For        Management
1.9   Elect Director John C. Schweitzer         For       For        Management
1.10  Elect Director Thomas G. Wattles          For       For        Management
1.11  Elect Director Terry N. Worrell           For       For        Management
2     Ratify Auditors                           For       For        Management


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

SERVICEMASTER COMPANY, THE

Ticker:       SVM            Security ID:  81760N109
Meeting Date: MAY 5, 2006    Meeting Type: Annual
Record Date:  MAR 8, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Eileen A. Kamerick         For       For        Management
1.2   Elect Director J. Patrick Spainhour       For       For        Management
1.3   Elect Director David K. Wessner           For       For        Management
2     Approve/Amend Executive Incentive Bonus   For       For        Management
      Plan
3     Ratify Auditors                           For       For        Management
4     Declassify the Board of Directors         None      For        Shareholder
5     Report on Toxic Substances                Against   Against    Shareholder


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

SHIP FINANCE INTERNATIONAL LTD

Ticker:       SFL            Security ID:  G81075106
Meeting Date: NOV 30, 2005   Meeting Type: Annual
Record Date:  OCT 24, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     TO RE-ELECT PAUL LEAND JR. AS A DIRECTOR  For       For        Management
      OF THE COMPANY.
2     TO RE-ELECT TOR OLAV TROIM AS A DIRECTOR  For       For        Management
      OF THE COMPANY.
3     TO RE-ELECT KATE BLANKENSHIP AS A         For       For        Management
      DIRECTOR OF THE COMPANY.
4     Ratify Auditors                           For       For        Management
5     TO TRANSACT OTHER SUCH BUSINESS AS MAY    For       Against    Management
      PROPERLY COME BEFORE THE MEETING OR ANY
      ADJOURNMENT THEREOF.


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

SIMON PROPERTY GROUP, INC.

Ticker:       SPG            Security ID:  828806109
Meeting Date: MAY 11, 2006   Meeting Type: Annual
Record Date:  MAR 9, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Birch Bayh                 For       Withhold   Management
1.2   Elect Director Melvyn E. Bergstein        For       For        Management
1.3   Elect Director Linda Walker Bynoe         For       For        Management
1.4   Elect Director Karen N. Horn, Ph.D.       For       For        Management
1.5   Elect Director Reuben S. Leibowitz        For       For        Management
1.6   Elect Director J. Albert Smith, Jr.       For       For        Management
1.7   Elect Director Pieter S. van den Berg     For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management
4     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

SL GREEN REALTY CORP.

Ticker:       SLG            Security ID:  78440X101
Meeting Date: MAY 17, 2006   Meeting Type: Annual
Record Date:  MAR 15, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John H. Alschuler, Jr.     For       For        Management
1.2   Elect Director Stephen L. Green           For       For        Management
2     Ratify Auditors                           For       For        Management


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

SOUTHERN COMPANY

Ticker:       SO             Security ID:  842587107
Meeting Date: MAY 24, 2006   Meeting Type: Annual
Record Date:  MAR 27, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Juanita Powell Baranco     For       For        Management
1.2   Elect Director Dorrit J. Bern             For       For        Management
1.3   Elect Director Francis S. Blake           For       For        Management
1.4   Elect Director Thomas F. Chapman          For       For        Management
1.5   Elect Director Donald M. James            For       For        Management
1.6   Elect Director Zack T. Pate               For       For        Management
1.7   Elect Director J. Neal Purcell            For       For        Management
1.8   Elect Director David M. Ratcliffe         For       For        Management
1.9   Elect Director William G. Smith, Jr.      For       For        Management
1.10  Elect Director Gerald J. St. Pe           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management


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

SPRINT NEXTEL CORP

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

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


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

SPRINT NEXTEL CORP

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

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


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

STARWOOD HOTELS & RESORTS WORLDWIDE, INC.

Ticker:       HOT            Security ID:  85590A203
Meeting Date: MAY 2, 2006    Meeting Type: Annual
Record Date:  MAR 14, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Steven J. Heyer            For       Withhold   Management
1.2   Elect Director Charlene Barshefsky        For       Withhold   Management
1.3   Elect Director Jean-Marc Chapus           For       Withhold   Management
1.4   Elect Director Bruce W. Duncan            For       Withhold   Management
1.5   Elect Director Lizanne Galbreath          For       For        Management
1.6   Elect Director Eric Hippeau               For       Withhold   Management
1.7   Elect Director Stephen R. Quazzo          For       Withhold   Management
1.8   Elect Director Thomas O. Ryder            For       Withhold   Management
1.9   Elect Director Daniel W. Yih              For       Withhold   Management
1.10  Elect Director Kneeland C. Youngblood     For       Withhold   Management
2     Ratify Auditors                           For       For        Management


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

TAUBMAN CENTERS, INC.

Ticker:       TCO            Security ID:  876664103
Meeting Date: MAY 15, 2006   Meeting Type: Annual
Record Date:  MAR 23, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director William S. Taubman         For       For        Management
1.2   Elect Director Graham T. Allison          For       For        Management
1.3   Elect Director Peter Karmanos, Jr.        For       For        Management
2     Ratify Auditors                           For       For        Management


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

TORTOISE ENERGY CAPITAL CORP.

Ticker:       TYY            Security ID:  89147U100
Meeting Date: APR 12, 2006   Meeting Type: Annual
Record Date:  JAN 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Terry C. Matlack           For       For        Management
1.2   Elect Director Charles E. Heath           For       For        Management
2     Approve Sale of Common Shares Below Net   For       For        Management
      Asset Value
3     Ratify Auditors                           For       For        Management


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

TORTOISE ENERGY INFRASTRUCTURE CORP.

Ticker:         TYG          Security ID:  89147L100
Meeting Date: APR 12, 2006   Meeting Type: Annual
Record Date:  JAN 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Charles E. Heath           For       For        Management
2     Ratify Auditors                           For       For        Management


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

TRIZEC PROPERTIES, INC.

Ticker:       TRZ            Security ID:  89687P107
Meeting Date: MAY 18, 2006   Meeting Type: Annual
Record Date:  MAR 20, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Peter Munk                 For       For        Management
1.2   Elect Director Timothy Callahan           For       For        Management
1.3   Elect Director L. Jay Cross               For       For        Management
1.4   Elect Director Brian Mulroney             For       For        Management
1.5   Elect Director James O'Connor             For       For        Management
1.6   Elect Director Glenn Rufrano              For       For        Management
1.7   Elect Director Richard Thomson            For       For        Management
1.8   Elect Director Polyvios Vintiadis         For       For        Management
2     Approve Nonqualified Employee Stock       For       For        Management
      Purchase Plan
3     Ratify Auditors                           For       For        Management


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

UNITED DOMINION REALTY TRUST, INC.

Ticker:       UDR            Security ID:  910197102
Meeting Date: MAY 2, 2006    Meeting Type: Annual
Record Date:  MAR 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Katherine A. Cattanach     For       For        Management
1.2   Elect Director Eric J. Foss               For       For        Management
1.3   Elect Director Robert P. Freeman          For       For        Management
1.4   Elect Director Jon A. Grove               For       For        Management
1.5   Elect Director James D. Klingbeil         For       For        Management
1.6   Elect Director Robert C. Larson           For       For        Management
1.7   Elect Director Thomas R. Oliver           For       For        Management
1.8   Elect Director Lynne B. Sagalyn           For       For        Management
1.9   Elect Director Mark J. Sandler            For       For        Management
1.10  Elect Director Thomas W. Toomey           For       For        Management
1.11  Elect Director Thomas C. Wajnert          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management


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

VENTAS, INC.

Ticker:       VTR            Security ID:  92276F100
Meeting Date: MAY 19, 2006   Meeting Type: Annual
Record Date:  MAR 20, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Debra A. Cafaro            For       For        Management
1.2   Elect Director Douglas Crocker, II        For       For        Management
1.3   Elect Director Jay M. Gellert             For       For        Management
1.4   Elect Director Ronald G. Geary            For       For        Management
1.5   Elect Director Christopher T. Hannon      For       For        Management
1.6   Elect Director Sheli Z. Rosenberg         For       For        Management
1.7   Elect Director Thomas C. Theobald         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Approve Non-Employee Director Omnibus     For       For        Management
      Stock Plan


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

VODAFONE GROUP PLC

Ticker:       VOD            Security ID:  92857W100
Meeting Date: JUL 26, 2005   Meeting Type: Annual
Record Date:  JUN 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     TO RECEIVE THE REPORT OF THE DIRECTORS    For       For        Management
      AND FINANCIAL STATEMENTS
2.1   Elect  Director Lord Maclaurin            For       For        Management
2.2   Elect  Director Paul Hazen                For       For        Management
2.3   Elect  Director Arun Sarin                For       For        Management
2.4   Elect  Director Sir Julian Horn-Smith     For       For        Management
2.5   Elect  Director Peter Bamford             For       For        Management
2.6   Elect  Director Thomas Geitner            For       For        Management
2.7   Elect  Director Dr Michael Boskin         For       For        Management
2.8   Elect  Director Lord Broers               For       For        Management
2.9   Elect  Director John Buchanan             For       For        Management
2.10  Elect  Director Penny Hughes              For       For        Management
2.11  Elect  Director Prof. Jurgen Schrempp     For       For        Management
2.12  Elect  Director Luc Vandevelde            For       For        Management
2.13  Elect  Director Sir John Bond             For       For        Management
2.14  Elect  Director Andrew Halford            For       For        Management
3     TO APPROVE A FINAL DIVIDEND OF 2.16P PER  For       For        Management
      ORDINARY SHARE
4     TO APPROVE THE REMUNERATION REPORT        For       For        Management
5     Ratify Auditors                           For       For        Management
6     TO AUTHORISE THE AUDIT COMMITTEE TO       For       For        Management
      DETERMINE THE AUDITORS REMUNERATION
7     TO AUTHORISE DONATIONS UNDER THE          For       For        Management
      POLITICAL PARTIES, ELECTIONS AND
      REFERENDUMS ACT 2000
8     TO RENEW AUTHORITY TO ALLOT SHARES UNDER  For       For        Management
      ARTICLE 16.2 OF THE COMPANY S ARTICLES OF
      ASSOCIATION
9     TO RENEW AUTHORITY TO DISAPPLY            For       For        Management
      PRE-EMPTION RIGHTS UNDER ARTICLE 16.3 OF
      THE COMPANY S ARTICLES OF ASSOCIATION
10    TO AUTHORISE THE COMPANY'S PURCHASE OF    For       For        Management
      ITS OWN SHARES (SECTION 166, COMPANIES
      ACT 1985)
11    TO APPROVE CHANGES TO THE COMPANY'S       For       For        Management
      MEMORANDUM AND ARTICLES OF ASSOCIATION
12    TO APPROVE THE VODAFONE GLOBAL INCENTIVE  For       For        Management
      PLAN


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

VORNADO REALTY TRUST

Ticker:       VNO            Security ID:  929042109
Meeting Date: MAY 18, 2006   Meeting Type: Annual
Record Date:  APR 14, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Steven Roth                For       For        Management
1.2   Elect Director Michael D. Fascitelli      For       For        Management
1.3   Elect Director Russell B. Wright, Jr.     For       For        Management
2     Amend Omnibus Stock Plan                  For       Against    Management
3     Ratify Auditors                           For       For        Management






                                   SIGNATURES

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


Neuberger Berman Income Funds

By: /s/ Peter E. Sundman
    --------------------
    Peter E. Sundman
    Chief Executive Officer

Date: August 28, 2006