As filed with the Securities and Exchange Commission on August 29, 2007 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 ALLEN B. MORGAN, JR. 50 North Front Street Memphis, Tennessee 38103 (Name and Address of Agent for Service) Copies to: JENNIFER R. GONZALEZ, ESQ. Kirkpatrick & Lockhart Preston Gates Ellis LLP 1601 K Street, 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, 2007 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 (sections 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. section 3507. Item 1. Proxy Voting Record ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-21487 Reporting Period: 07/01/2006 - 06/30/2007 RMK Strategic Income Fund, Inc. ======================== RMK STRATEGIC INCOME FUND INC. ======================== ALPHA NATURAL RESOURCES, INC. Ticker: ANR Security ID: 02076X102 Meeting Date: MAY 22, 2007 Meeting Type: Annual Record Date: APR 2, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mary Ellen Bowers For For Management 1.2 Elect Director John S. Brinzo For For Management 1.3 Elect Director E. Linn Draper, Jr. For For Management 1.4 Elect Director Glenn A. Eisenberg For For Management 1.5 Elect Director John W. Fox, Jr. For For Management 1.6 Elect Director Michael J. Quillen For For Management 1.7 Elect Director Ted G. Wood For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AMERICAN CAPITAL STRATEGIES, LTD. Ticker: ACAS Security ID: 024937104 Meeting Date: MAY 4, 2007 Meeting Type: Annual Record Date: MAR 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mary C. Baskin For For Management 1.2 Elect Director John A. Koskinen For For Management 1.3 Elect Director Alvin N. Puryear For For Management 2 Approve Stock Option Plan For Against Management 3 Declassify the Board of Directors For For Management 4 Increase Authorized Common Stock For Against Management 5 Amend Executive Incentive Bonus Plan For Against Management 6 Ratify Auditors For For Management 7 Other Business For Against Management - -------------------------------------------------------------------------------- ANADARKO PETROLEUM CORP. Ticker: APC Security ID: 032511107 Meeting Date: MAY 16, 2007 Meeting Type: Annual Record Date: MAR 21, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Larry Barcus For For Management 1.2 Elect Director James L. Bryan For For Management 1.3 Elect Director H. Paulett Eberhart For For Management 1.4 Elect Director James T. Hackett For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AQUA AMERICA, INC. Ticker: WTR Security ID: 03836W103 Meeting Date: MAY 24, 2007 Meeting Type: Annual Record Date: APR 2, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William P. Hankowsky For For Management 1.2 Elect Director Richard L. Smoot For For Management 1.3 Elect Director Andrew J. Sordoni, III For For Management - -------------------------------------------------------------------------------- ARCELOR MITTAL N.V. Ticker: Security ID: 03937E101 Meeting Date: JUN 12, 2007 Meeting Type: Annual Record Date: APR 5, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 PROPOSAL TO ADOPT THE ANNUAL ACCOUNTS FOR For For Management FISCAL 2006. 2 PROPOSAL TO CONTINUE TO PAY A QUARTERLY For For Management DIVIDEND OF US$ 0.325 PER SHARE, SUBJECT TO FINAL DETERMINATION BY THE BOARD. 3 PROPOSAL TO APPROVE THE MANAGEMENT For For Management PERFORMED BY THE DIRECTORS A OF THE BOARD OF DIRECTORS DURING FISCAL 2006. 4 PROPOSAL TO APPROVE THE SUPERVISION For For Management PERFORMED BY THE DIRECTORS C OF THE BOARD OF DIRECTORS DURING FISCAL 2006. 5 PROPOSAL TO RATIFY THE DECISION OF THE For For Management BOARD OF DIRECTORS TO APPOINT MR. LAKSHMI N. MITTAL AS CHIEF EXECUTIVE OFFICER OF THE COMPANY AS OF 5 NOVEMBER 2006. 6 PROPOSAL TO DESIGNATE MRS. USHA MITTAL AS For Against Management THE PERSON REFERRED TO IN ARTICLE 23 OF THE ARTICLES OF ASSOCIATION OF THE COMPANY. 7 PROPOSAL TO RE-APPOINT DELOITTE For For Management ACCOUNTANTS AS THE REGISTERED ACCOUNTANT OF THE COMPANY. 8 PROPOSAL TO CHANGE THE REMUNERATION OF For For Management THE DIRECTORS C OF THE BOARD OF DIRECTORS. 9 PROPOSAL TO DESIGNATE THE BOARD OF For For Management DIRECTORS AS AUTHORIZED CORPORATE BODY (ORGAAN) TO REPURCHASE CLASS A SHARES IN THE CAPITAL OF THE COMPANY UNTIL 15 NOVEMBER 2008. 10 PROPOSAL TO EXTEND THE AUTHORITY OF THE For For Management BOARD OF DIRECTORS FOR A PERIOD OF ONE (1) YEAR TO ISSUE AND/OR GRANT RIGHTS. 11 PROPOSAL TO EXTEND THE AUTHORITY OF THE For For Management BOARD OF DIRECTORS FOR A PERIOD OF ONE YEAR TO LIMIT OR EXCLUDE THE PRE-EMPTIVE RIGHTS. - -------------------------------------------------------------------------------- ARIES MARITIME TRANSPORT LTD. Ticker: RAMS Security ID: G0474B105 Meeting Date: MAY 23, 2007 Meeting Type: Annual Record Date: APR 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Panagiotis Skiadas For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AVX CORP. Ticker: AVX Security ID: 002444107 Meeting Date: JUL 19, 2006 Meeting Type: Annual Record Date: MAY 26, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John S. Gilbertson For Withhold Management 1.2 Elect Director Makoto Kawamura For Withhold Management 1.3 Elect Director Rodney N. Lanthorne For Withhold Management 1.4 Elect Director Joseph Stach For For Management - -------------------------------------------------------------------------------- BEST BUY CO., INC. Ticker: BBY Security ID: 086516101 Meeting Date: JUN 27, 2007 Meeting Type: Annual Record Date: APR 30, 2007 # 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. Paul For For Management 1.4 Elect Director James E. Press For For Management 1.5 Elect Director Richard M. Schulze For For Management 1.6 Elect Director Mary A. Tolan For For Management 1.7 Elect Director Hatim A. Tyabji For For Management 1.8 Elect Director Rogelio M. Rebolledo For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- BROOKDALE SENIOR LIVING INC. Ticker: BKD Security ID: 112463104 Meeting Date: JUN 5, 2007 Meeting Type: Annual Record Date: APR 23, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William B. Doniger For For Management 1.2 Elect Director Jackie M. Clegg For For Management 1.3 Elect Director Jeffrey G. Edwards For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- BRT REALTY TRUST Ticker: BRT Security ID: 055645303 Meeting Date: MAR 12, 2007 Meeting Type: Annual Record Date: JAN 23, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Matthew J. Gould For For Management 1.2 Elect Director Louis C. Grassi For For Management 1.3 Elect Director Jeffrey Rubin For For Management - -------------------------------------------------------------------------------- CASCADE MICROTECH INC Ticker: CSCD Security ID: 147322101 Meeting Date: MAY 18, 2007 Meeting Type: Annual Record Date: MAR 30, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director George P. O'Leary For For Management 1.2 Elect Director Eric W. Strid For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CEMEX S.A. Ticker: CX Security ID: 151290889 Meeting Date: AUG 31, 2006 Meeting Type: Special Record Date: AUG 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 PRESENTATION, DISCUSSION AND APPROVAL OF For For Management THE PROJECT THAT MODIFIES THE ISSUANCE DEED OF THE ORDINARY PARTICIPATION CERTIFICATES DENOMINATED CEMEX.CPO , AS WELL AS THE TRUST AGREEMENT NUMBER 111033-9 EXECUTED BY BANCO NACIONAL DE MEXICO, S.A. AS CEMEX - -------------------------------------------------------------------------------- CEMEX S.A.B. DE C.V. Ticker: CX Security ID: 151290889 Meeting Date: DEC 7, 2006 Meeting Type: Annual Record Date: NOV 8, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 CONSIDERATION AND, IF APPLICABLE, For For Management AUTHORIZATION OF A TRANSACTION, AFTER HEARING A REPORT BY THE CHIEF EXECUTIVE OFFICER AND THE OPINION OF THE BOARD OF DIRECTORS. - -------------------------------------------------------------------------------- CEMEX S.A.B. DE C.V. Ticker: CX Security ID: 151290889 Meeting Date: APR 26, 2007 Meeting Type: Annual Record Date: MAR 26, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports for 2006 Fiscal Year 2 Approve Allocation of Income; Set For For Management Aggregate Nominal Amount of Share Repurchase 3 Authorize Increase in Variable Portion of For For Management Capital via Capitalization of Accumulated Profits Account 4 Elect Board Members; Elect Members and For For Management Chairman of Both Audit and Corporate Practices Committee 5 Approve Remuneration of Directors and For For Management Members of the Board Committees 6 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting - -------------------------------------------------------------------------------- CITIZENS COMMUNICATIONS CO. Ticker: CZN Security ID: 17453B101 Meeting Date: MAY 18, 2007 Meeting Type: Annual Record Date: MAR 28, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kathleen Q. Abernathy For For Management 1.2 Elect Director Leroy T. Barnes, Jr. For For Management 1.3 Elect Director Michael T. Dugan For For Management 1.4 Elect Director Jeri Finard For For Management 1.5 Elect Director Lawton Wehle Fitt For For Management 1.6 Elect Director William M. Kraus For For Management 1.7 Elect Director Howard L. Schrott For For Management 1.8 Elect Director Larraine D. Segil For For Management 1.9 Elect Director Bradley E. Singer For For Management 1.10 Elect Director David H. Ward For For Management 1.11 Elect Director Myron A. Wick, III For For Management 1.12 Elect Director Mary Agnes Wilderotter For For Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Amend Omnibus Stock Plan For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- COMPASS DIVERSIFIED TRUST Ticker: CODI Security ID: 20451Q104 Meeting Date: MAY 25, 2007 Meeting Type: Annual Record Date: APR 10, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Harold S. Edwards For For Management 1.2 Elect Director Mark H. Lazarus For For Management 2 Amend Restated Declaration of Trust For Against Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CONSOLIDATED COMMUNICATIONS HOLDINGS, INC. Ticker: CNSL Security ID: 209034107 Meeting Date: MAY 8, 2007 Meeting Type: Annual Record Date: MAR 21, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jack W. Blumenstein For For Management 1.2 Elect Director Roger H. Moore For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CYTEC INDUSTRIES INC. Ticker: CYT Security ID: 232820100 Meeting Date: APR 19, 2007 Meeting Type: Annual Record Date: FEB 23, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Chris A. Davis For For Management 1.2 Elect Director Louis L. Hoynes, Jr. For For Management 1.3 Elect Director William P. Powell For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- DOW CHEMICAL COMPANY, THE Ticker: DOW Security ID: 260543103 Meeting Date: MAY 10, 2007 Meeting Type: Annual Record Date: MAR 12, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Arnold A. Allemang For For Management 1.2 Elect Director Jacqueline K. Barton For For Management 1.3 Elect Director James A. Bell For For Management 1.4 Elect Director Jeff M. Fettig For For Management 1.5 Elect Director Barbara H. Franklin For For Management 1.6 Elect Director John B. Hess For For Management 1.7 Elect Director Andrew N. Liveris For For Management 1.8 Elect Director Geoffery E. Merszei For For Management 1.9 WITHDRAWN None Withhold Management 1.10 Elect Director James M. Ringler For For Management 1.11 Elect Director Ruth G. Shaw For For Management 1.12 Elect Director Paul G. Stern For For Management 2 Ratify Auditors For For Management 3 Reduce Supermajority Vote Requirement For For Management 4 Report on Remediation Policies in Bhopal Against Against Shareholder 5 Report on Genetically Modified Organisms Against Against Shareholder 6 Report on Environmental Remediation Against For Shareholder 7 Evaluate Potential Links Between Company Against Against Shareholder Products and Asthma - -------------------------------------------------------------------------------- EDDIE BAUER HOLDINGS, INC Ticker: EBHI Security ID: 071625107 Meeting Date: JUN 12, 2007 Meeting Type: Annual Record Date: MAY 10, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William T. End For For Management 1.2 Elect Director John C. Brouillard For For Management 1.3 Elect Director Howard Gross For For Management 1.4 Elect Director Paul E. Kirincic For For Management 1.5 Elect Director William E. Redmond, Jr. For For Management 1.6 Elect Director Kenneth M. Reiss For For Management 1.7 Elect Director Laurie M. Shahon For For Management 1.8 Elect Director Edward M. Straw For For Management 1.9 Elect Director Stephen E. Watson For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- EDISON INTERNATIONAL Ticker: EIX Security ID: 281020107 Meeting Date: APR 26, 2007 Meeting Type: Annual Record Date: FEB 26, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John E. Bryson For For Management 1.2 Elect Director Vanessa C.L. Chang For For Management 1.3 Elect Director France A. Cordova For For Management 1.4 Elect Director Charles B. Curtis For For Management 1.5 Elect Director Bradford M. Freeman For For Management 1.6 Elect Director Luis G. Nogales For For Management 1.7 Elect Director Ronald L. Olson For For Management 1.8 Elect Director James M. Rosser For For Management 1.9 Elect Director Richard T. Schlosberg, III For For Management 1.10 Elect Director Robert H. Smith For For Management 1.11 Elect Director Thomas C. Sutton For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Performance-Based and/or Time-Based Against Against Shareholder Equity Awards - -------------------------------------------------------------------------------- EVERGREEN ENERGY INC Ticker: EEE Security ID: 30024B104 Meeting Date: MAY 8, 2007 Meeting Type: Annual Record Date: MAR 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Stanford M. Adelstein For For Management 2 Elect Director Robert S. Kaplan For For Management 3 Elect Director Mark S. Sexton For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- FAMOUS DAVE'S OF AMERICA, INC. Ticker: DAVE Security ID: 307068106 Meeting Date: MAY 8, 2007 Meeting Type: Annual Record Date: MAR 19, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director F. Lane Cardwell, Jr. For For Management 1.2 Elect Director K. Jeffrey Dahlberg For For Management 1.3 Elect Director David Goronkin For For Management 1.4 Elect Director Mary L. Jeffries For For Management 1.5 Elect Director Richard L. Monfort For For Management 1.6 Elect Director Dean A. Riesen For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- FIRST MARBLEHEAD CORP Ticker: FMD Security ID: 320771108 Meeting Date: NOV 9, 2006 Meeting Type: Annual Record Date: SEP 22, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Leslie L. Alexander For For Management 1.2 Elect Director Stephen E. Anbinder For For Management 1.3 Elect Director William R. Berkley For For Management 1.4 Elect Director Dort A. Cameron III For For Management 1.5 Elect Director George G. Daly For For Management 1.6 Elect Director Peter S. Drotch For For Management 1.7 Elect Director William D. Hansen For For Management 1.8 Elect Director Jack L. Kopnisky For For Management 1.9 Elect Director Peter B. Tarr For For Management 2 Amend Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- FORDING CANADIAN COAL TRUST Ticker: FDG.U Security ID: 345425102 Meeting Date: MAY 1, 2007 Meeting Type: Annual Record Date: MAR 12, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Trustee Michael A. Grandin For For Management 2 Elect Trustee Richard T. Mahler For For Management 3 Elect Trustee Michael S. Parrett For For Management 4 Elect Trustee Donald A. Pether For For Management 5 Elect Trustee Warren S.R. Seyffert For For Management 6 Elect Trustee Peter Valentine For For Management 7 Elect Trustee John B. Zaozirny For For Management 8.1 Elect Director Dawn L. Farrell For For Management 8.2 Elect Director Michael A. Grandin For For Management 8.3 Elect Director Donald R. Lindsay For For Management 8.4 Elect Director Richard T. Mahler For For Management 8.5 Elect Director Thomas J. O'Neil For For Management 8.6 Elect Director Michael S. Parrett For For Management 8.7 Elect Director Leslie I. Prillaman For For Management 8.8 Elect Director David A. Thompson For For Management 9 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Trustees to Fix Remuneration of Auditors - -------------------------------------------------------------------------------- HAWAIIAN HOLDINGS, INC. Ticker: HA Security ID: 419879101 Meeting Date: MAY 30, 2007 Meeting Type: Annual Record Date: APR 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gregory S. Anderson For For Management 1.2 Elect Director L. Todd Budge For For Management 1.3 Elect Director Mark B. Dunkerley For For Management 1.4 Elect Director Thomas B. Fargo For For Management 1.5 Elect Director Lawrence S. Hershfield For For Management 1.6 Elect Director Randall L. Jenson For For Management 1.7 Elect Director Bert T. Kobayashi, Jr. For For Management 1.8 Elect Director Crystal K. Rose For For Management 2 Mark the For Box if Owner of Record is a None Abstain Management U.S. Citizen and Mark the Against Box if not a U.S. Citizen - -------------------------------------------------------------------------------- HELIX ENERGY SOLUTIONS INC Ticker: HLX Security ID: 42330P107 Meeting Date: MAY 7, 2007 Meeting Type: Annual Record Date: MAR 30, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Owen Kratz For For Management 1.2 Elect Director John V. Lovoi For For Management 1.3 Elect Director Bernard J. Duroc-Danner For For Management - -------------------------------------------------------------------------------- HERCULES TECHNOLOGY GROWTH CAPITAL, INC. Ticker: HTGC Security ID: 427096508 Meeting Date: JUN 21, 2007 Meeting Type: Annual Record Date: MAY 11, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Manuel A. Henriquez For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Amend Non-Employee Director Omnibus Stock For Against Management Plan - -------------------------------------------------------------------------------- HOME DEPOT, INC. Ticker: HD Security ID: 437076102 Meeting Date: MAY 24, 2007 Meeting Type: Annual Record Date: MAR 26, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director David H. Batchelder For For Management 2 Elect Director Francis S. Blake For For Management 3 Elect Director Gregory D. Brenneman For For Management 4 Elect Director John L. Clendenin For For Management 5 Elect Director Claudio X. Gonzalez For Against Management 6 Elect Director Milledge A. Hart, III For For Management 7 Elect Director Bonnie G. Hill For For Management 8 Elect Director Laban P. Jackson, Jr. For For Management 9 Elect Director Helen Johnson-Leipold For For Management 10 Elect Director Lawrence R. Johnston For For Management 11 Elect Director Kenneth G. Langone For Against Management 12 Ratify Auditors For For Management 13 Submit Shareholder Rights Plan (Poison Against Against Shareholder Pill) to Shareholder Vote 14 Prepare Employment Diversity Report Against For Shareholder 15 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 16 Claw-back of Payments under Restatements Against Against Shareholder 17 Submit Supplemental Executive Retirement Against Against Shareholder Plans to Shareholder vote 18 Performance-Based Equity Awards Against Against Shareholder 19 Pay for Superior Performance Against Against Shareholder 20 Affirm Political Non-partisanship Against Against Shareholder 21 Separate Chairman and CEO Positions Against Against Shareholder - -------------------------------------------------------------------------------- INFOCROSSING INC. Ticker: IFOX Security ID: 45664X109 Meeting Date: JUN 21, 2007 Meeting Type: Annual Record Date: APR 27, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kathleen A. Perone For For Management 2 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- IOWA TELECOMMUNICATIONS SERVICES, INC. Ticker: IWA Security ID: 462594201 Meeting Date: JUN 14, 2007 Meeting Type: Annual Record Date: APR 23, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Craig A. Lang For For Management 1.2 Elect Director H. Lynn Horak For For Management 2 Approve Qualified Employee Stock Purchase For For Management Plan 3 Amend Omnibus Stock Plan For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- KKR FINANCIAL CORP. Ticker: KFN Security ID: 482476306 Meeting Date: MAY 3, 2007 Meeting Type: Annual Record Date: MAR 26, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2.1 Elect Directors William F. Aldinger For For Management 2.2 Elect Directors Tracy L. Collins For For Management 2.3 Elect Directors Kenneth M. deRegt For For Management 2.4 Elect Directors Saturnino S. Fanlo For For Management 2.5 Elect Directors Vincent Paul Finigan For For Management 2.6 Elect Directors Paul M. Hazen For For Management 2.7 Elect Directors R. Glenn Hubbard For For Management 2.8 Elect Directors Ross J. Kari For Withhold Management 2.9 Elect Directors Ely L. Licht For For Management 2.10 Elect Directors Deborah H. McAneny For For Management 2.11 Elect Directors Scott C. Nuttall For For Management 2.12 Elect Directors Willy R. Strothotte For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- KORN FERRY INTERNATIONAL Ticker: KFY Security ID: 500643200 Meeting Date: SEP 19, 2006 Meeting Type: Annual Record Date: JUL 26, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Patti S. Hart For For Management 1.2 Elect Director Paul C. Reilly For For Management 1.3 Elect Director Ihno Schneevoigt For For Management 1.4 Elect Director Kenneth Whipple For For Management 2 Ratify Auditors For For Management 3 Other Business For Against Management - -------------------------------------------------------------------------------- L-3 COMMUNICATIONS HOLDINGS, INC. Ticker: LLL Security ID: 502424104 Meeting Date: APR 24, 2007 Meeting Type: Annual Record Date: MAR 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael T. Strianese For For Management 1.2 Elect Director Claude R. Canizares For For Management 1.3 Elect Director Thomas A. Corcoran For For Management 1.4 Elect Director Alan H. Washkowitz For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- LUMINENT MORTGAGE CAPITAL, INC Ticker: LUM Security ID: 550278303 Meeting Date: MAY 23, 2007 Meeting Type: Annual Record Date: MAR 28, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director S. Trezevant Moore, Jr. For For Management 1.2 Elect Director Joseph E. Whitters For For Management - -------------------------------------------------------------------------------- MACQUARIE INFRASTRUCTURE COMPANY TRUST Ticker: MIC Security ID: 55607X108 Meeting Date: MAY 24, 2007 Meeting Type: Annual Record Date: APR 11, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Norman H. Brown, Jr. For For Management 1.2 Elect Director George W. Carmany, III For For Management 1.3 Elect Director William H. Webb For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MAGELLAN MIDSTREAM PARTNERS LP Ticker: MMP Security ID: 559080106 Meeting Date: APR 25, 2007 Meeting Type: Annual Record Date: FEB 23, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John P. Desbarres For Did Not Management Vote 1.2 Elect Director Patrick C. Eilers For Did Not Management Vote 1.3 Elect Director Thomas T. Macejko, Jr. For Did Not Management Vote 2 THE AMENDMENT OF THE MAGELLAN MIDSTREAM For Did Not Management PARTNERS LONG-TERM INCENTIVE PLAN, AS Vote AMENDED AND RESTATED, TO INCREASE THE TOTAL NUMBER OF COMMON UNITS AUTHORIZED TO BE ISSUED UNDER THE PLAN. - -------------------------------------------------------------------------------- MCDERMOTT INTERNATIONAL, INC. Ticker: MDR Security ID: 580037109 Meeting Date: MAY 4, 2007 Meeting Type: Annual Record Date: MAR 26, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John F. Bookout III For For Management 1.2 Elect Director Ronald C. Cambre For For Management 1.3 Elect Director Bruce DeMars For For Management 1.4 Elect Director Robert W. Goldman For For Management 2 APPROVE AMENDMENT TO ARTICLES OF For For Management INCORPORATION TO DECLASSIFY BOARD OF DIRECTORS. 3 APPROVE AMENDMENT TO ARTICLES OF For For Management INCORPORATION TO INCREASE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK. 4 RATIFICATION OF APPOINTMENT OF For For Management MCDERMOTT'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2007. - -------------------------------------------------------------------------------- MCG CAPITAL CORP Ticker: MCGC Security ID: 58047P107 Meeting Date: MAY 9, 2007 Meeting Type: Annual Record Date: MAR 12, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Steven F. Tunney For For Management 1.2 Elect Director Edward S. Civera For For Management 1.3 Elect Director Kim D. Kelly For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MITTAL STEEL COMPANY NV (FRMELY ISPAT INTERNATIONAL NV) Ticker: MT Security ID: 60684P101 Meeting Date: OCT 30, 2006 Meeting Type: Special Record Date: SEP 29, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 TO APPOINT MR. L.N. MITTAL AND MRS. V.M. For For Management BHATIA AS DIRECTORS A AND MESSRS. L.B. KADEN, W.L. ROSS, JR., N. VAGHUL, F.H. PINAULT, J. KINSCH, J.R.A. RENDUELES, S.S.D. FREITAS, G. SCHMIT, E. PACHURA, M.A. MARTI, M.F. LOPEZ, J.P. HANSEN, J.O. CASTEGNARO, A. - -------------------------------------------------------------------------------- MOTOROLA, INC. Ticker: MOT Security ID: 620076109 Meeting Date: MAY 7, 2007 Meeting Type: Proxy Contest Record Date: MAR 8, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director E. Zander For Did Not Management Vote 1.2 Elect Director D. Dorman For Did Not Management Vote 1.3 Elect Director J. Lewent For Did Not Management Vote 1.4 Elect Director T. Meredith For Did Not Management Vote 1.5 Elect Director N. Negroponte For Did Not Management Vote 1.6 Elect Director S. Scott, III For Did Not Management Vote 1.7 Elect Director R. Sommer For Did Not Management Vote 1.8 Elect Director J. Stengel For Did Not Management Vote 1.9 Elect Director D. Warner, III For Did Not Management Vote 1.10 Elect Director J. White For Did Not Management Vote 1.11 Elect Director M. White For Did Not Management Vote 2 Amend Qualified Employee Stock Purchase For Did Not Management Plan Vote 3 Advisory Vote to Ratify Named Executive Against Did Not Shareholder Officers' Compensation Vote 4 Claw-back of Payments under Restatements Against Did Not Shareholder Vote Non-Mgt # Non-Mgt Proxy Rec Vote Cast Sponsor 1.1 Elect Director Carl C. Icahn For For Shareholder 1.2 Elect Director E. Zander For For Management 1.3 Elect Director D. Dorman For For Management 1.4 Elect Director J. Lewent For For Management 1.5 Elect Director T. Meredith For For Management 1.6 Elect Director N. Negroponte For For Management 1.7 Elect Director S. Scott, III For For Management 1.8 Elect Director R. Sommer For For Management 1.9 Elect Director J. Stengel For For Management 1.10 Elect Director D. Warner, III For For Management 1.11 Elect Director M. White For For Management 2 Amend Qualified Employee Stock Purchase None For Management Plan 3 Advisory Vote to Ratify Named Executive For For Shareholder Officers' Compensation 4 Claw-back of Payments under Restatements None For Shareholder - -------------------------------------------------------------------------------- NAM TAI ELECTRONICS, INC. Ticker: NTE Security ID: 629865205 Meeting Date: JUN 8, 2007 Meeting Type: Annual Record Date: APR 25, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ming Kown Koo For For Management 1.2 Elect Director Charles Chu For For Management 1.3 Elect Director Peter R. Kellogg For For Management 1.4 Elect Director William Lo For For Management 1.5 Elect Director Mark Waslen For For Management 2 RATIFICATION OF THE APPOINTMENT OF For For Management DELOITTE TOUCHE TOHMATSU AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR THE YEAR ENDING DECEMBER 31, 2007. - -------------------------------------------------------------------------------- NESS TECHNOLOGIES, INC. Ticker: NSTC Security ID: 64104X108 Meeting Date: JUN 13, 2007 Meeting Type: Annual Record Date: APR 19, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Aharon Fogel For For Management 1.2 Elect Director Sachi Gerlitz For For Management 1.3 Elect Director Henry Kressel For For Management 1.4 Elect Director Morris Wolfson For For Management 1.5 Elect Director Satyam C. Cherukuri For For Management 1.6 Elect Director Dan S. Suesskind For For Management 1.7 Elect Director Kenneth A. Pickar For For Management 2 Ratify Auditors For For Management 3 Approve Stock Option Plan For For Management - -------------------------------------------------------------------------------- NEW YORK COMMUNITY BANCORP, INC. Ticker: NYB Security ID: 649445103 Meeting Date: MAY 30, 2007 Meeting Type: Annual Record Date: APR 11, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Donald M. Blake For For Management 1.2 Elect Director Michael J. Levine For For Management 1.3 Elect Director Guy V. Molinari For For Management 1.4 Elect Director John A. Pileski For For Management 1.5 Elect Director John M. Tsimbinos For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- OCEANEERING INTERNATIONAL, INC. Ticker: OII Security ID: 675232102 Meeting Date: MAY 4, 2007 Meeting Type: Annual Record Date: MAR 12, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David S. Hooker For For Management 1.2 Elect Director Harris J. Pappas For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- OPTIMAL GROUP INC. Ticker: OPMR Security ID: 68388R208 Meeting Date: JUN 26, 2007 Meeting Type: Annual/Special Record Date: MAY 23, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Henry M. Karp For For Management 1.2 Elect Director Jonathan J. Ginns For For Management 1.3 Elect Director Sydney Sweibel For For Management 2 Approve KPMG LLP as Auditors and For For Management Authorize Board to Fix Remuneration of Auditors 3 Approve Stock Option Plan For Against Management - -------------------------------------------------------------------------------- PEABODY ENERGY CORP. Ticker: BTU Security ID: 704549104 Meeting Date: MAY 1, 2007 Meeting Type: Annual Record Date: MAR 9, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William A. Coley For Withhold Management 1.2 Elect Director Irl F. Engelhardt For Withhold Management 1.3 Elect Director William C. Rusnack For Withhold Management 1.4 Elect Director John F. Turner For Withhold Management 1.5 Elect Director Alan H. Washkowitz For Withhold Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors Against For Shareholder - -------------------------------------------------------------------------------- PEOPLESUPPORT INC Ticker: PSPT Security ID: 712714302 Meeting Date: MAY 30, 2007 Meeting Type: Annual Record Date: APR 18, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director C. Larry Bradford For For Management 1.2 Elect Director Michael Edell For For Management 1.3 Elect Director Lance Rosenzweig For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PETROQUEST ENERGY, INC. Ticker: PQ Security ID: 716748108 Meeting Date: MAY 15, 2007 Meeting Type: Annual Record Date: MAR 22, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Charles T. Goodson For For Management 1.2 Elect Director William W. Rucks, IV For For Management 1.3 Elect Director E. Wayne Nordberg For For Management 1.4 Elect Director Michael L. Finch For For Management 1.5 Elect Director W.J. Gordon, III For For Management 1.6 Elect Director Charles F. Mitchell, II, For For Management M.D. 2 Ratify Auditors For For Management 3 Other Business For Against Management - -------------------------------------------------------------------------------- QUINTANA MARITIME LTD Ticker: QMAR Security ID: Y7169G109 Meeting Date: MAY 4, 2007 Meeting Type: Annual Record Date: MAR 27, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Corbin J. Robertson, Jr For Withhold Management 1.2 Elect Director Stamatis Molaris For Withhold Management 1.3 Elect Director Joseph R. Edwards For For Management 1.4 Elect Director Hans J. Mende For Withhold Management 1.5 Elect Director Corbin J. Robertson III For Withhold Management 1.6 Elect Director Gurpal Singh Grewal For Withhold Management 1.7 Elect Director S. James Nelson, Jr. For For Management 1.8 Elect Director Peter Costalas For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- RARE HOSPITALITY INTERNATIONAL, INC. Ticker: RARE Security ID: 753820109 Meeting Date: MAY 8, 2007 Meeting Type: Annual Record Date: MAR 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Eugene I. Lee, Jr. For For Management 1.2 Elect Director Ronald W. San Martin For For Management 1.3 Elect Director James D. Dixon For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- REGAL ENTERTAINMENT GROUP Ticker: RGC Security ID: 758766109 Meeting Date: MAY 9, 2007 Meeting Type: Annual Record Date: APR 9, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Thomas D. Bell, Jr. For For Management 1.2 Elect Director David H. Keyte For For Management 1.3 Elect Director Lee M. Thomas For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- RTI INTERNATIONAL METALS, INC. Ticker: RTI Security ID: 74973W107 Meeting Date: APR 27, 2007 Meeting Type: Annual Record Date: MAR 1, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Craig R. Andersson For For Management 1.2 Elect Director Daniel I. Booker For For Management 1.3 Elect Director Donald P. Fusilli, Jr. For For Management 1.4 Elect Director Ronald L. Gallatin For For Management 1.5 Elect Director Charles C. Gedeon For For Management 1.6 Elect Director Robert M. Hernandez For For Management 1.7 Elect Director Dawne S. Hickton For For Management 1.8 Elect Director Edith E. Holiday For For Management 1.9 Elect Director Michael C. Wellham For For Management 1.10 Elect Director James A. Williams For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SABESP, COMPANHIA SANEAMENTO BASICO SAO PAULO Ticker: SBS Security ID: 20441A102 Meeting Date: JAN 16, 2007 Meeting Type: Special Record Date: DEC 22, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 TO ELECT THE MEMBERS OF THE BOARD OF For For Management DIRECTORS. 2 TO ELECT THE MEMBERS OF THE FISCAL For For Management COUNCIL, MEMBERS AND ALTERNATES. 3 TO ESTABLISH THE COMPENSATION OF THE For For Management MANAGEMENT AND FISCAL COUNCIL MEMBERS. - -------------------------------------------------------------------------------- SABESP, COMPANHIA SANEAMENTO BASICO SAO PAULO Ticker: SABESP Security ID: 20441A102 Meeting Date: APR 30, 2007 Meeting Type: Annual/Special Record Date: APR 10, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Allocation of Income and For For Management Dividends 3 Elect Board Members and Supervisory For For Management Board; Elect Their Respective Alternates 4 Approve Remuneration of Directors For For Management 5 Approve Reverse Stock Split For For Management 6 Amend Articles Re: General Matters For For Management - -------------------------------------------------------------------------------- SANDERSON FARMS, INC. Ticker: SAFM Security ID: 800013104 Meeting Date: FEB 22, 2007 Meeting Type: Annual Record Date: JAN 9, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Fred Banks, Jr. For For Management 1.2 Elect Director Toni D. Cooley For For Management 1.3 Elect Director Robert C. Khayat For For Management 1.4 Elect Director Dianne Mooney For For Management 1.5 Elect Director Gail Jones Pittman For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SASOL LTD. Ticker: SSL Security ID: 803866300 Meeting Date: OCT 3, 2006 Meeting Type: Special Record Date: SEP 12, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 SPECIAL RESOLUTION NUMBER 1: SPECIFIC For For Management AUTHORITY TO REPURCHASE TREASURY SHARES 2 SPECIAL RESOLUTION NUMBER 2: GENERAL For For Management AUTHORITY TO REPURCHASE SHARES 3 ORDINARY RESOLUTION NUMBER 1: ANY For For Management DIRECTOR OR SECRETARY AUTHORISED TO DO ALL THINGS NECESSARY TO GIVE EFFECT TO SPECIAL RESOLUTION NUMBER 1 AND 2 - -------------------------------------------------------------------------------- SASOL LTD. Ticker: SSL Security ID: 803866300 Meeting Date: NOV 23, 2006 Meeting Type: Annual Record Date: OCT 31, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 To RECEIVE AND CONSIDER THE ANNUAL For For Management FINANCIAL STATEMENTS OF THE COMPANY AND OF THE GROUP FOR THE YEAR ENDED 30 JUNE 2006, TOGETHER WITH THE REPORTS OF THE DIRECTORS AND AUDITORS 2.2 Elect Director E Le R Bradley For For Management 2.3 Elect Director B P Connellan For For Management 2.4 Elect Director P V Cox For For Management 2.5 Elect Director L P A Davies For Withhold Management 2.6 Elect Director M S V Gantsho For For Management 2.7 Elect Director J E Schrempp For For Management 2.8 Elect Director H G Dijkgraaf For For Management 2.9 Elect Director A M Mokaba For For Management 2.10 Elect Director T S Munday For For Management 2.11 Elect Director T H Nyasulu For For Management 3 Elect Director K C Ramon For For Management 4 Ratify Auditors For For Management 5 SPECIAL RESOLUTION NUMBER 1 - TO For For Management AUTHORISE THE DIRECTORS TO APPROVE THE PURCHASE BY THE COMPANY, OR BY ANY OF ITS SUBSIDIARIES, OF UP TO 10% OF THE COMPANY'S SHARES, SUBJECT TO THE PROVISIONS OF THE COMPANIES ACT AND THE RULES AND REQUIREMENTS OF THE JSE 6 ORDINARY RESOLUTION NUMBER 1 - TO APPROVE For For Management THE REVISED ANNUAL FEES PAYABLE BY THE COMPANY TO NON-EXECUTIVE DIRECTORS OF THE COMPANY AND ANY OF ITS SUBSIDIARIES WITH EFFECT FROM 1 JULY 2006 - -------------------------------------------------------------------------------- SHIP FINANCE INTERNATIONAL LTD Ticker: SFL Security ID: G81075106 Meeting Date: DEC 1, 2006 Meeting Type: Annual Record Date: AUG 14, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Tor Olav Troim as Director For Withhold Management 1.2 Elect Paul Leand Jr. as Director For For Management 1.3 Elect Kate Blankenship as Director For Withhold Management 2 Approve Moore Stephens, P.C. as Auditors For For Management and Authorize Board to Fix Their Remuneration 3 Amend By-Law 104 For For Management - -------------------------------------------------------------------------------- SPANSION INC Ticker: SPSN Security ID: 84649R101 Meeting Date: MAY 29, 2007 Meeting Type: Annual Record Date: APR 6, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Patti S. Hart For For Management 1.2 Elect Director John M. Stich For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- SUPERIOR ENERGY SERVICES, INC. Ticker: SPN Security ID: 868157108 Meeting Date: MAY 23, 2007 Meeting Type: Annual Record Date: MAR 30, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Harold J. Bouillion For For Management 1.2 Elect Director Enoch L. Dawkins For For Management 1.3 Elect Director James M. Funk For For Management 1.4 Elect Director Terence E. Hall For For Management 1.5 Elect Director Ernest E. Howard, III For For Management 1.6 Elect Director Richard A. Pattarozzi For For Management 1.7 Elect Director Justin L. Sullivan For For Management 2 Approve Qualified Employee Stock Purchase For For Management Plan 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TAIWAN SEMICONDUCTOR MANUFACTURING CO. Ticker: TSM Security ID: 874039100 Meeting Date: MAY 7, 2007 Meeting Type: Annual Record Date: MAR 9, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 TO ACCEPT 2006 BUSINESS REPORT AND For For Management FINANCIAL STATEMENTS. 2 TO APPROVE THE PROPOSAL FOR DISTRIBUTION For For Management OF 2006 PROFITS. 3 TO APPROVE THE CAPITALIZATION OF 2006 For For Management DIVIDENDS, 2006 EMPLOYEE PROFIT SHARING, AND CAPITAL SURPLUS. 4 TO APPROVE REVISIONS TO THE ARTICLES OF For For Management INCORPORATION. 5 TO APPROVE REVISIONS TO INTERNAL POLICIES For For Management AND RULES AS FOLLOWS: (1) PROCEDURES FOR ACQUISITION OR DISPOSAL OF ASSETS; (2) POLICIES AND PROCEDURES FOR FINANCIAL DERIVATIVES TRANSACTIONS; (3) PROCEDURES FOR LENDING FUNDS TO OTHER PARTIES; (4) PROCEDURES FOR - -------------------------------------------------------------------------------- TECHNOLOGY INVESTMENT CAPITAL CORP. Ticker: TICC Security ID: 878717305 Meeting Date: JUN 5, 2007 Meeting Type: Annual Record Date: APR 26, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Tonia L. Pankopf For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TENARIS SA Ticker: TS Security ID: 88031M109 Meeting Date: JUN 6, 2007 Meeting Type: Annual Record Date: MAY 14, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 CONSIDERATION OF THE BOARD'S AND For For Management INDEPENDENT AUDITOR'S REPORTS. APPROVAL OF THE COMPANY'S CONSOLIDATED FINANCIAL STATEMENTS. 2 CONSIDERATION OF THE BOARD OF DIRECTORS For For Management AND INDEPENDENT AUDITORS REPORTS ON THE COMPANY'S ANNUAL ACCOUNTS. APPROVAL OF THE COMPANY'S ANNUAL ACCOUNTS AS AT DECEMBER 31, 2006. 3 ALLOCATION OF RESULTS AND APPROVAL OF For For Management DIVIDEND PAYMENT. 4 DISCHARGE TO THE MEMBERS OF THE BOARD OF For For Management DIRECTORS. 5 ELECTION OF THE MEMBERS OF THE BOARD OF For For Management DIRECTORS. 6 COMPENSATION OF THE MEMBERS OF THE BOARD For For Management OF DIRECTORS. 7 AUTHORIZATION TO THE BOARD OF DIRECTORS For For Management TO CAUSE THE DISTRIBUTION OF ALL SHAREHOLDER COMMUNICATIONS. 8 Ratify Auditors For For Management 9 THE RENEWAL OF THE VALIDITY PERIOD OF THE For Against Management COMPANY'S AUTHORIZED SHARE CAPITAL TO ISSUE SHARES FROM TIME TO TIME WITHIN THE LIMITS. THE WAIVER OF ANY PREFERENTIAL SUBSCRIPTION RIGHTS OF EXISTING SHAREHOLDERS PROVIDED FOR BY LAW AND THE AUTHORIZATION TO THE - -------------------------------------------------------------------------------- VALERO ENERGY CORP. Ticker: VLO Security ID: 91913Y100 Meeting Date: APR 26, 2007 Meeting Type: Annual Record Date: MAR 1, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ruben M. Escobedo For For Management 1.2 Elect Director Bob Marbut For Withhold Management 1.3 Elect Director Robert A. Profusek For For Management 2 Ratify Auditors For For Management 3 Require a Majority Vote for the Election Against For Shareholder of Directors 4 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 5 Establish SERP Policy Against Against Shareholder - -------------------------------------------------------------------------------- VALERO LP Ticker: VLI Security ID: 91913W104 Meeting Date: SEP 18, 2006 Meeting Type: Written Consent Record Date: AUG 15, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- WASHINGTON MUTUAL, INC Ticker: WM Security ID: 939322103 Meeting Date: APR 17, 2007 Meeting Type: Annual Record Date: FEB 28, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Anne V. Farrell For For Management 1.2 Elect Director Stephen E. Frank For For Management 1.3 Elect Director Kerry K. Killinger For For Management 1.4 Elect Director Thomas C. Leppert For For Management 1.5 Elect Director Charles M. Lillis For For Management 1.6 Elect Director Phillip D. Matthews For For Management 1.7 Elect Director Regina T. Montoya For For Management 1.8 Elect Director Michael K. Murphy For For Management 1.9 Elect Director Margaret Osmer Mcquade For For Management 1.10 Elect Director Mary E. Pugh For For Management 1.11 Elect Director William G. Reed, Jr. For For Management 1.12 Elect Director Orin C. Smith For For Management 1.13 Elect Director James H. Stever For For Management 2 Ratify Auditors For For Management 3 Establish SERP Policy Against For Shareholder 4 Require a Majority Vote for the Election Against For Shareholder of Directors 5 Require Director Nominee Qualifications Against Against Shareholder - -------------------------------------------------------------------------------- WET SEAL, INC., THE Ticker: WTSLA Security ID: 961840105 Meeting Date: MAY 22, 2007 Meeting Type: Annual Record Date: APR 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jonathan Duskin For For Management 1.2 Elect Director Sidney M. Horn For For Management 1.3 Elect Director Harold D. Kahn For For Management 1.4 Elect Director Kenneth M. Reiss For For Management 1.5 Elect Director Alan Siegel For For Management 1.6 Elect Director Joel N. Waller For For Management 1.7 Elect Director Henry D. Winterstern For For Management 1.8 Elect Director Michael Zimmerman For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- WILLBROS GROUP INC Ticker: WG Security ID: 969199108 Meeting Date: AUG 2, 2006 Meeting Type: Annual Record Date: JUN 20, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert R. Harl For For Management 1.2 Elect Director Peter A. Leidel For For Management 1.3 Elect Director James B. Taylor, Jr. For For Management 2 PROPOSAL TO APPROVE A CERTIFICATE OF For For Management AMENDMENT TO THE COMPANY'S RESTATED ARTICLES OF INCORPORATION, AS AMENDED, TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK, $.05 PAR VALUE PER SHARE, FROM 35,000,000 TO 70,000,000. 3 TO APPROVE AMENDMENT NUMBER 5 TO THE For For Management WILLBROS GROUP, INC. 1996 STOCK PLAN, THE AMENDMENT IS DESCRIBED IN THE ACCOMPANYING PROXY STATEMENT. 4 PROPOSAL TO APPROVE THE WILLBROS GROUP, For For Management INC. 2006 DIRECTOR RESTRICTED STOCK PLAN. 5 Ratify Auditors For For Management - -------------------------------------------------------------------------------- WILLIAMS PARTNERS L P Ticker: WPZ Security ID: 96950F104 Meeting Date: MAY 21, 2007 Meeting Type: Special Record Date: APR 9, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 A PROPOSAL TO APPROVE (A) A CHANGE IN THE For For Management TERMS OF OUR CLASS B UNITS TO PROVIDE THAT EACH CLASS B UNIT IS CONVERTIBLE INTO ONE OF OUR COMMON UNITS AND (B) THE ISSUANCE OF ADDITIONAL COMMON UNITS UPON SUCH CONVERSION. - -------------------------------------------------------------------------------- WINDSTREAM CORP. Ticker: WIN Security ID: 97381W104 Meeting Date: MAY 9, 2007 Meeting Type: Annual Record Date: MAR 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Samuel E. Beall, III For For Management 1.2 Elect Director Dennis E. Foster For For Management 1.3 Elect Director Francis X. Frantz For For Management 1.4 Elect Director Jeffery R. Gardner For For Management 1.5 Elect Director Jeffrey T. Hinson For For Management 1.6 Elect Director Judy K. Jones For For Management 1.7 Elect Director William A. Montgomery For For Management 1.8 Elect Director Frank E. Reed For For Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management 4 Stock Retention/Holding Period Against Against Shareholder - -------------------------------------------------------------------------------- ZOLTEK COMPANIES, INC. Ticker: ZOLT Security ID: 98975W104 Meeting Date: FEB 21, 2007 Meeting Type: Annual Record Date: JAN 5, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James W. Betts For For Management 1.2 Elect Director Michael D. Latta For For Management 1.3 Elect Director George E. Husman For Withhold Management 2 Approve Conversion of Securities For For Management 3 Other Business For Against 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. RMK STRATEGIC INCOME FUND, INC. By: /s/ Brian B. Sullivan ----------------------------- Brian B. Sullivan President Date: August 29, 2007