As filed with the Securities and Exchange Commission on August 29, 2008

                                  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

                          LEHMAN BROTHERS 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
                          Lehman Brothers Income Funds
                           605 Third Avenue, 2nd Floor
                          New York, New York 10158-0180

                              Arthur Delibert, Esq.
                                  K&L Gates 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, 2008
Date of reporting period:    July 1, 2007 to June 30, 2008

     Form N-PX is to be used by a registered management investment 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 CALIFORNIA TAX-FREE MONEY FUND

No proxies were received from July 1, 2007 to June 30, 2008.

LEHMAN BROTHERS CORE BOND FUND

No proxies were received from July 1, 2007 to June 30, 2008.

LEHMAN BROTHERS CORE PLUS BOND FUND

No proxies were received from July 1, 2007 to June 30, 2008.

LEHMAN BROTHERS HIGH INCOME BOND FUND

No proxies were received from July 1, 2007 to June 30, 2008.

LEHMAN BROTHERS MUNICIPAL MONEY FUND

No proxies were received from July 1, 2007 to June 30, 2008.

LEHMAN BROTHERS MUNICIPAL SECURITIES TRUST

No proxies were received from July 1, 2007 to June 30, 2008.

LEHMAN BROTHERS NATIONAL MUNICIPAL MONEY FUND

No proxies were received from July 1, 2007 to September 10, 2007.

As of September 10, 2007, the fund became a feeder fund that invests all of its
assets in Municipal Master Series, a series of Institutional Liquidity Trust
(CIK #0001303625; file number 811-21649). No proxies were received for Municipal
Master Series from September 10, 2007 to June 30, 2008. The proxy voting record
of Municipal Master Series can also be found on the Securities and Exchange
Commission's website, www.sec.gov.

LEHMAN BROTHERS NEW YORK MUNICIPAL MONEY FUND

No proxies were received from July 1, 2007 to June 30, 2008.

LEHMAN BROTHERS SHORT DURATION BOND FUND

No proxies were received from July 1, 2007 to June 30, 2008.

LEHMAN BROTHERS TAX-FREE MONEY FUND

No proxies were received from July 1, 2007 to September 10, 2007.



As of September 10, 2007, the fund became a feeder fund that invests all of its
assets in Tax-Exempt Master Series, a series of Institutional Liquidity Trust
(CIK #0001303625; file number 811-21649). No proxies were received for
Tax-Exempt Master Series from September 10, 2007 to June 30, 2008. The proxy
voting record of Tax-Exempt Master Series can also be found on the Securities
and Exchange Commission's website, www.sec.gov.

NEUBERGER BERMAN CASH RESERVES

No proxies were received from July 1, 2007 to June 30, 2008.

NEUBERGER BERMAN GOVERNMENT MONEY FUND

The fund is a feeder fund that invests all of its assets in Government Master
Series, a series of Institutional Liquidity Trust (CIK #0001303625; file number
811-21649). No proxies were received for Government Master Series from July 1,
2007 to June 30, 2008. The proxy voting record of Government Master Series can
also be found on the Securities and Exchange Commission's website, www.sec.gov.

Lehman Brothers Strategic Income Fund

07/01/2007 - 06/30/2008

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

Anheuser-Busch Companies Inc

             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
                                                                                                       
             BUD              CUSIP 035229103                                           04/23/2008            Voted
             MEETING TYPE     COUNTRY OF TRADE
             Annual           United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1.1              Elect August Busch III                                    Mgmt        For       For        For
             1.2              Elect August Busch IV                                     Mgmt        For       For        For
             1.3              Elect Carlos Fernandez G.                                 Mgmt        For       Withhold   Against
             1.4              Elect James Jones                                         Mgmt        For       For        For
             1.5              Elect Joyce Roche'                                        Mgmt        For       For        For
             1.6              Elect Henry Shelton                                       Mgmt        For       For        For
             1.7              Elect Patrick Stokes                                      Mgmt        For       For        For
             1.8              Elect Andrew Taylor                                       Mgmt        For       For        For
             1.9              Elect Douglas Warner III                                  Mgmt        For       For        For
             2                2008 Long-Term Equity Incentive Plan for Non-Employee     Mgmt        For       For        For
                              Directors
             3                APPROVAL OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
                              FIRM.                                                     Mgmt        For       For        For
             4                STOCKHOLDER PROPOSAL CONCERNING A REPORT ON
                              CHARITABLE CONTRIBUTIONS.                                 ShrHoldr    Against   Against    For
             5                STOCKHOLDER PROPOSAL CONCERNING SPECIAL SHAREHOLDER
                              MEETINGS.                                                 ShrHoldr    Against   For        Against
             6                STOCKHOLDER PROPOSAL CONCERNING EXECUTIVE
                              COMPENSATION.                                             ShrHoldr    Against   For        Against

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

Archstone Smith Trust
             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
             ASN              CUSIP 039583109                                           08/21/2007            Voted
             MEETING TYPE     COUNTRY OF TRADE
             Special          United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1                Approval of the Merger Agreement
                              pertaining to Tishman Speyer Real
                              Estate Venture and Lehman Brothers
                              Holdings Inc.                                             Mgmt        For       For        For
             2                Right to Adjourn Meeting                                  Mgmt        For       For        For

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

Equity Inns Inc
             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
             ENN              CUSIP 294703103                                           10/02/2007            Voted
             MEETING TYPE     COUNTRY OF TRADE
             Special          United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1                Merger/Acquisition                                        Mgmt        For       For        For
                              between Equity Inns, Inc.
                              and Goldman, Sachs & Co.
             2                Right to Adjourn Meeting                                  Mgmt        For       For        For

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

Essex Property Trust Inc
             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
             ESS              CUSIP 297178105                                           05/06/2008            Voted
             MEETING TYPE     COUNTRY OF TRADE
             Annual           United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1.1              Elect David Brady                                         Mgmt        For       For        For
             1.2              Elect Robert Larson                                       Mgmt        For       For        For
             1.3              Elect Michael Schall                                      Mgmt        For       For        For
             1.4              Elect Willard Smith, Jr.                                  Mgmt        For       For        For
             2                Ratification of Auditor                                   Mgmt        For       For        For

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



General Electric Company

             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
                                                                                                       
             GE               CUSIP 369604103                                           04/23/2008            Voted
             MEETING TYPE     COUNTRY OF TRADE
             Annual           United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1                ELECTION OF DIRECTOR: JAMES I. CASH, JR.                  Mgmt        For       For        For
             2                ELECTION OF DIRECTOR: SIR WILLIAM M. CASTELL              Mgmt        For       For        For
             3                ELECTION OF DIRECTOR: ANN M. FUDGE                        Mgmt        For       For        For
             4                ELECTION OF DIRECTOR: CLAUDIO X. GONZALEZ                 Mgmt        For       Against    Against
             5                ELECTION OF DIRECTOR: SUSAN HOCKFIELD                     Mgmt        For       For        For
             6                ELECTION OF DIRECTOR: JEFFREY R. IMMELT                   Mgmt        For       For        For
             7                ELECTION OF DIRECTOR: ANDREA JUNG                         Mgmt        For       For        For
             8                ELECTION OF DIRECTOR: ALAN G. (A.G.) LAFLEY               Mgmt        For       For        For
             9                ELECTION OF DIRECTOR: ROBERT W. LANE                      Mgmt        For       For        For
             10               ELECTION OF DIRECTOR: RALPH S. LARSEN                     Mgmt        For       For        For
             11               ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS                 Mgmt        For       For        For
             12               ELECTION OF DIRECTOR: JAMES J. MULVA                      Mgmt        For       For        For
             13               ELECTION OF DIRECTOR: SAM NUNN                            Mgmt        For       For        For
             14               ELECTION OF DIRECTOR: ROGER S. PENSKE                     Mgmt        For       Against    Against
             15               ELECTION OF DIRECTOR: ROBERT J. SWIERINGA                 Mgmt        For       For        For
             16               ELECTION OF DIRECTOR: DOUGLAS A. WARNER III               Mgmt        For       For        For
             17               RATIFICATION OF KPMG                                      Mgmt        For       For        For
             18               CUMULATIVE VOTING                                         ShrHoldr    Against   For        Against
             19               SEPARATE THE ROLES OF CEO AND CHAIRMAN                    ShrHoldr    Against   For        Against
             20               RECOUP UNEARNED MANAGEMENT BONUSES                        ShrHoldr    Against   Against    For
             21               CURB OVER-EXTENDED DIRECTORS                              ShrHoldr    Against   For        Against
             22               REPORT ON CHARITABLE CONTRIBUTIONS                        ShrHoldr    Against   Against    For
             23               GLOBAL WARMING REPORT                                     ShrHoldr    Against   Against    For
             24               ADVISORY VOTE ON EXECUTIVE COMPENSATION                   ShrHoldr    Against   For        Against

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

GOLD FIELDS LIMITED- ADR
             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
             GFI              CUSIP 38059T106                                           11/02/2007            Voted
             MEETING TYPE     COUNTRY OF TRADE
             Annual           United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1                ADOPTION OF FINANCIAL STATEMENTS                          Mgmt        For       For        For
             2                RE-ELECTION OF MS. G. MARCUS AS A DIRECTOR                Mgmt        For       For        For
             3                RE-ELECTION OF MR. K. ANSAH AS A DIRECTOR                 Mgmt        For       For        For
             4                RE-ELECTION OF DR. P.J. RYAN AS A DIRECTOR                Mgmt        For       For        For
             5                PLACEMENT OF SHARES UNDER THE CONTROL OF THE
                              DIRECTORS                                                 Mgmt        For       For        For
             6                ISSUING EQUITY SECURITIES FOR CASH                        Mgmt        For       For        For
             7                Grant of Share Rights to Non-executive Directors          Mgmt        For       Against    Against
             8                INCREASE OF DIRECTORS  FEES                               Mgmt        For       For        For
             9                Authority to Issue Preference Shares                      Mgmt        For       For        For
             10               INCREASE IN AUTHORIZED CAPITAL                            Mgmt        For       For        For
             11               AMENDMENT TO ARTICLES OF ASSOCIATION OF THE COMPANY       Mgmt        For       For        For
             12               ACQUISITION OF COMPANY'S OWN SHARES                       Mgmt        For       For        For

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

GREAT LAKES DREDGE & DOCK CORPORATION
             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
             GLDD             CUSIP 390607109                                           11/07/2007            Voted
             MEETING TYPE     COUNTRY OF TRADE
             Annual           United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1.1              Elect Douglas Grissom                                     Mgmt        For       For        For
             1.2              Elect Jonathan Berger                                     Mgmt        For       For        For
             2                2007 Long-Term Incentive Plan                             Mgmt        For       For        For
             3                Ratification of Auditor                                   Mgmt        For       For        For

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



Johnson & Johnson

             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
                                                                                                       
             JNJ              CUSIP 478160104                                           04/24/2008            Voted
             MEETING TYPE     COUNTRY OF TRADE
             Annual           United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1.1              Elect Mary Coleman                                        Mgmt        For       Withhold   Against
             1.2              Elect James Cullen                                        Mgmt        For       Withhold   Against
             1.3              Elect Michael Johns                                       Mgmt        For       Withhold   Against
             1.4              Elect Arnold Langbo                                       Mgmt        For       For        For
             1.5              Elect Susan Lindquist                                     Mgmt        For       For        For
             1.6              Elect Leo Mullin                                          Mgmt        For       For        For
             1.7              Elect William Perez                                       Mgmt        For       Withhold   Against
             1.8              Elect Christine Poon                                      Mgmt        For       For        For
             1.9              Elect Charles Prince                                      Mgmt        For       Withhold   Against
             1.10             Elect Steven Reinemund                                    Mgmt        For       Withhold   Against
             1.11             Elect David Satcher                                       Mgmt        For       For        For
             1.12             Elect William Weldon                                      Mgmt        For       For        For
             2                Ratification of Auditor                                   Mgmt        For       For        For
             3                Shareholder Proposal Regarding Advisory Vote on
                              Compensation                                              ShrHoldr    Against   For        Against

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

Lasalle Hotel Properties
             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
             LHO              CUSIP 517942108                                           04/24/2008            Voted
             MEETING TYPE     COUNTRY OF TRADE
             Annual           United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1.1              Elect Jon Bortz                                           Mgmt        For       For        For
             1.2              Elect Donald Washburn                                     Mgmt        For       For        For
             2                Ratification of Auditor                                   Mgmt        For       For        For
             3                Grant the discretion to vote                              Mgmt        For       Against    Against
                              on any other business properly
                              brought before the meeting.
- ------------------------------------------------------------------------------------------------------------------------------------

Microchip Technology Inc
             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
             MCHP             CUSIP 595017104                                           08/17/2007            Voted
             MEETING TYPE     COUNTRY OF TRADE
             Annual           United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1.1              Elect Steve Sanghi                                        Mgmt        For       For        For
             1.2              Elect Albert Hugo-Martinez                                Mgmt        For       For        For
             1.3              Elect L. B. Day                                           Mgmt        For       Withhold   Against
             1.4              Elect Matthew Chapman                                     Mgmt        For       For        For
             1.5              Elect Wade Meyercord                                      Mgmt        For       For        For
             2                Amendment to 2004 Equity Incentive Plan                   Mgmt        For       For        For
             3                Ratification of Auditor                                   Mgmt        For       For        For

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

Microsoft Corp.
             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
             MSFT             CUSIP 594918104                                           11/13/2007            Voted
             MEETING TYPE     COUNTRY OF TRADE
             Annual           United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1                ELECTION OF DIRECTOR: WILLIAM H. GATES, III               Mgmt        For       For        For
             2                ELECTION OF DIRECTOR: STEVEN A. BALLMER                   Mgmt        For       For        For
             3                ELECTION OF DIRECTOR: JAMES I. CASH JR., PHD              Mgmt        For       For        For
             4                ELECTION OF DIRECTOR: DINA DUBLON                         Mgmt        For       For        For
             5                ELECTION OF DIRECTOR: RAYMOND V. GILMARTIN                Mgmt        For       For        For
             6                ELECTION OF DIRECTOR: REED HASTINGS                       Mgmt        For       For        For
             7                ELECTION OF DIRECTOR: DAVID F. MARQUARDT                  Mgmt        For       For        For
             8                ELECTION OF DIRECTOR: CHARLES H. NOSKI                    Mgmt        For       For        For
             9                ELECTION OF DIRECTOR: DR. HELMUT PANKE                    Mgmt        For       For        For
             10               ELECTION OF DIRECTOR: JON A. SHIRLEY                      Mgmt        For       For        For
             11               Ratification of Auditor                                   Mgmt        For       For        For
             12               SHAREHOLDER PROPOSAL - ADOPTION OF POLICIES ON
                              INTERNET CENSORSHIP.                                      ShrHoldr    Against   Against    For
             13               SHAREHOLDER PROPOSAL - ESTABLISHMENT OF BOARD
                              COMMITTEE ON HUMAN RIGHTS.                                ShrHoldr    Against   Against    For

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



National Fuel Gas Company

             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
                                                                                                       
             NFG              CUSIP 636180101                                           02/21/2008            TAKE NO ACTION
             MEETING TYPE     COUNTRY OF TRADE
             Proxy Contest    United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1.1              Elect F. Fox Benton, III                                  ShrHoldr    Against   TNA        N/A
             1.2              Elect David DiDomenico                                    ShrHoldr    Against   TNA        N/A
             1.3              Elect Frederic Salerno                                    ShrHoldr    Against   TNA        N/A
             2                Ratification of Auditor                                   ShrHoldr    Against   TNA        N/A

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

National Fuel Gas Company
             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
             NFG              CUSIP 636180101                                           02/21/2008            Voted
             MEETING TYPE     COUNTRY OF TRADE
             Annual           United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1.1              Elect Robert Brady                                        Mgmt        For       Withhold   Against
             1.2              Elect Roland Kidder                                       Mgmt        For       For        For
             1.3              Elect John Riordan                                        Mgmt        For       For        For
             1.4              Elect Frederic Salerno                                    Mgmt        For       Withhold   Against
             2                Ratification of Auditor                                   Mgmt        For       For        For

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

NATIONAL GRID PLC - ADR
             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
             NGG              CUSIP 636274300                                           07/30/2007            Voted
             MEETING TYPE     COUNTRY OF TRADE
             Annual           United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1                TO RECEIVE THE ANNUAL REPORT AND ACCOUNTS                 Mgmt        For       For        For
             2                TO DECLARE A FINAL DIVIDEND                               Mgmt        For       For        For
             3                TO RE-ELECT EDWARD ASTLE                                  Mgmt        For       For        For
             4                TO RE-ELECT MARIA RICHTER                                 Mgmt        For       For        For
             5                TO RE-RLECT MARK FAIRBAIRN                                Mgmt        For       For        For
             6                TO RE-ELECT LINDA ADAMANY                                 Mgmt        For       For        For
             7                TO REAPPOINT THE AUDITOR, PRICEWATERHOUSECOOPERS LLP      Mgmt        For       For        For
             8                TO AUTHORISE THE DIRECTORS TO SET THE AUDITOR S
                              REMUNERATION                                              Mgmt        For       For        For
             9                TO APPROVE THE DIRECTORS  REMUNERATION REPORT             Mgmt        For       For        For
             10               TO ALLOW THE SUPPLY OF DOCUMENTS ELECTRONICALLY           Mgmt        For       For        For
             11               TO AUTHORISE THE DIRECTORS TO ISSUE ORDINARY SHARES       Mgmt        For       For        For
             12               TO APPROVE THE AMENDED NATIONAL GRID USA INCENTIVE
                              THRIFT PLANS I AND II                                     Mgmt        For       For        For
             13               TO DISAPPLY PRE-EMPTION RIGHTS                            Mgmt        For       For        For
             14               TO AUTHORISE THE COMPANY TO PURCHASE ITS OWN ORDINARY
                              SHARES                                                    Mgmt        For       For        For
             15               TO AUTHORISE THE COMPANY TO PURCHASE ITS OWN B SHARES     Mgmt        For       For        For
             16               TO APPROVE THE BROKER CONTRACT FOR THE REPURCHASE OF B
                              SHARES                                                    Mgmt        For       For        For
             17               TO APPROVE THE CHANGES TO THE PERFORMANCE SHARE
                              PLAN RULES                                                Mgmt        For       For        For

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

Nationwide Health Properties Inc
             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
             NHP              CUSIP 638620104                                           05/02/2008            Voted
             MEETING TYPE     COUNTRY OF TRADE
             Annual           United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1.1              Elect R.Bruce Andrews                                     Mgmt        For       For        For
             1.2              Elect Charles Miller                                      Mgmt        For       For        For
             2                Ratification of Auditor                                   Mgmt        For       For        For

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



New Jersey Resources Corp.

             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
                                                                                                       
             NJR              CUSIP 646025106                                           01/23/2008            Voted
             MEETING TYPE     COUNTRY OF TRADE
             Annual           United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1.1              Elect Nina Aversano                                       Mgmt        For       Withhold   Against
             1.2              Elect Jane Kenny                                          Mgmt        For       For        For
             1.3              Elect David Trice                                         Mgmt        For       Withhold   Against
             2                Ratification of Auditor                                   Mgmt        For       For        For

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

NOVARTIS- ADR
             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
             NVS              CUSIP 66987V109                                           02/26/2008            Voted
             MEETING TYPE     COUNTRY OF TRADE
             Annual           United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1                Accounts and Reports                                      Mgmt        For       For        For
             2                Ratification of Board and Management Acts                 Mgmt        For       For        For
             3                Allocation of Profits/Dividends                           Mgmt        For       For        For
             4                REDUCTION OF SHARE CAPITAL                                Mgmt        For       For        For
             5                FURTHER SHARE REPURCHASE PROGRAM                          Mgmt        For       For        For
             6                AMENDMENT TO THE ARTICLES OF INCORPORATION-SPECIAL
                              QUORUM                                                    Mgmt        For       For        For
             7                AMENDMENT TO THE ARTICLES OF INCORPORATION-
                              CONTRIBUTIONS IN KIND                                     Mgmt        For       For        For
             8                RE-ELECTION OF PETER BURCKHARDT M.D. FOR A ONE-YEAR
                              TERM                                                      Mgmt        For       For        For
             9                RE-ELECTION OF ULRICH LEHNER PH.D. FOR A THREE-YEAR
                              TERM                                                      Mgmt        For       For        For
             10               RE-ELECTION OF ALEXANDRE F. JETZER FOR A THREE-YEAR
                              TERM                                                      Mgmt        For       Against    Against
             11               RE-ELECTION OF PIERRE LANDOLT FOR A THREE-YEAR TERM       Mgmt        For       For        For
             12               ELECTION OF ANN FUDGE FOR A THREE-YEAR TERM               Mgmt        For       For        For
             13               APPOINTMENT OF THE AUDITORS AND THE GROUP AUDITORS        Mgmt        For       For        For
             14               ADDITIONAL AND/OR COUNTER-PROPOSALS THAT MAY BE
                              PRESENTED AT THE MEETING                                  Mgmt        For       Abstain    Against

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

SASOL LIMITED- ADR
             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
             SSL              CUSIP 803866300                                           11/30/2007            Voted
             MEETING TYPE     COUNTRY OF TRADE
             Annual           United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1                Accounts and Reports                                      Mgmt        For       For        For
             2                Re-elect Elisabeth Bradley                                Mgmt        For       Against    Against
             3                Re-elect Nolitha Fakude                                   Mgmt        For       For        For
             4                Re-elect Anshu Jain                                       Mgmt        For       Against    Against
             5                Re-elect Imogen Mkhize                                    Mgmt        For       For        For
             6                Re-elect Sam Montsi                                       Mgmt        For       For        For
             7                Elect Tom Wixley                                          Mgmt        For       For        For
             8                TO RE-APPOINT THE AUDITORS, KPMG INC.                     Mgmt        For       For        For
             9                Adoption of English Articles                              Mgmt        For       For        For
             10               Amendment to Articles Regarding Electronic
                              Communication                                             Mgmt        For       For        For
             11               Authority to Repurchase Shares                            Mgmt        For       For        For
             12               Board Fees                                                Mgmt        For       For        For

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



Starwood Hotels & Resorts

             TICKER           SECURITY ID:                                              MEETING DATE          MEETING    STATUS
                                                                                                       
             HOT              CUSIP 85590A401                                           04/30/2008            Voted
             MEETING TYPE     COUNTRY OF TRADE
             Annual           United States
             ISSUE            DESCRIPTION                                               PROPONENT   MGMT      VOTE       FOR/AGNST
             NO.                                                                                    REC       CAST       MGMT
             1.1              Elect Adam Aron                                           Mgmt        For       Withhold   Against
             1.2              Elect Charlene Barshefsky                                 Mgmt        For       For        For
             1.3              Elect Bruce Duncan                                        Mgmt        For       For        For
             1.4              Elect Lizanne Galbreath                                   Mgmt        For       For        For
             1.5              Elect Eric Hippeau                                        Mgmt        For       Withhold   Against
             1.6              Elect Stephen Quazzo                                      Mgmt        For       For        For
             1.7              Elect Thomas Ryder                                        Mgmt        For       For        For
             1.8              Elect Frits van Paasschen                                 Mgmt        For       For        For
             1.9              Elect Kneeland Youngblood                                 Mgmt        For       For        For
             2                Ratification of Auditor                                   Mgmt        For       For        For
- ------------------------------------------------------------------------------------------------------------------------------------






                                   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.


Lehman Brothers Income Funds


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

Date:  August 22, 2008