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 811-04612 Name of Fund: Merrill Lynch EuroFund, Inc. Fund Address: P.O. Box 9011 Princeton, NJ 08543-9011 Name and address of agent for service: Terry K. Glenn, President, Merrill Lynch EuroFund, Inc., 800 Scudders Mill Road, Plainsboro, NJ, 08536. Mailing address: P.O. Box 9011, Princeton, NJ, 08543-9011 Registrant's telephone number, including area code: (609) 282-2800 Date of fiscal year end: 10/31/2004 Date of reporting period: 07/01/03 - 06/30/04 Item 1 - Proxy Voting Record The information contained herein discloses the following information for each matter relating to a portfolio security considered at any shareholder meeting held during the period covered by the report and with respect to which the registrant was entitled to vote: (a) The name of the issuer of the portfolio security; (b) The exchange ticker symbol of the portfolio security; (c) The Council on Uniform Securities Identification Procedures ("CUSIP") number for the portfolio security; (d) The shareholder meeting date; (e) A brief identification of the matter voted on; (f) Whether the matter was proposed by the issuer or by a security holder; (g) Whether the registrant cast its vote on the matter; (h) How the registrant cast its vote; and (i) Whether the registrant cast its vote for or against management. ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-04612 Reporting Period: 07/01/2003 - 06/30/2004 Merrill Lynch EuroFund ============================ MERRILL LYNCH EUROFUND ============================ AVIVA PLC (FORMERLY CGNU PLC) Ticker: Security ID: G0683Q109 Meeting Date: APR 27, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Final Dividend of 15.15 Pence Per For For Management Share 3 Elect Anna Catalano as Director None None Management 4 Elect Carole Piwnica as Director For For Management 5 Re-elect George Paul as Director For For Management 6 Re-elect Philip Scott as Director For For Management 7 Re-elect Patrick Snowball as Director For For Management 8 Re-elect Elizabeth Vallance as Director For For Management 9 Reappoint Ernst and Young LLP as Auditors For For Management of the Company 10 Authorise Board to Fix Remuneration of For For Management the Auditors 11 Authorise Issuance of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 185,000,000 12 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 28,000,000 13 Approve Remuneration Report For For Management 14 Authorise EU Political Donations up to For For Management Aggregate Nominal Amount of GBP 100,000 15 Approve Scrip Dividend Program For For Management 16 Amend Articles of Association Re: For For Management Treasury Shares 17 Authorise 225 Million Ordinary Shares for For For Management Market Purchase 18 Authorise 100 Million 8.75 Percent For For Management Preference Shares for Market Purchase1 19 Authorise 100 Million 8.375 Percent For For Management Preference Shares for Market Purchase - -------------------------------------------------------------------------------- BAA PLC Ticker: BAAPY Security ID: G12924109 Meeting Date: JUL 18, 2003 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 12.7 Pence Per For For Management Share 4 Elect Janis Kong as Director For For Management 5 Reelect Brian Collie as Director For For Management 6 Reelect John Hoerner as Director For For Management 7 Reelect Tony Ward as Director For For Management 8 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration 9 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of GBP 230,000,000 10 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of GBP 53,489,000 11 Approve Increase in Remuneration of For For Management Non-executive Directors to GBP 450,000 - -------------------------------------------------------------------------------- BAE SYSTEMS (FRM.BRITISH AEROSPACE PLC ) Ticker: Security ID: G06940103 Meeting Date: MAY 5, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 5.5 Pence Per For For Management Ordinary Share 4 Re-elect Ulrich Cartellieri as Director For For Management 5 Re-elect Lord Hesketh as Director For For Management 6 Re-elect Steven Mogford as Director For For Management 7 Re-elect George Rose as Director For For Management 8 Elect Michael Hartnall as Director For For Management 9 Re-appoint KPMG Audit Plc as Auditors of For For Management the Company 10 Authorise Board to Fix Remuneration of For For Management the Auditors 11 Authorise Issuance of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 19,748,171 12 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 3,825,091 13 Authorise 306,007,313 Ordinary Shares for For For Management Market Purchase 14 Amend Articles of Association Re: For For Management Treasury Shares - -------------------------------------------------------------------------------- BANK OF IRELAND GROUP Ticker: IRE Security ID: G49374146 Meeting Date: JUL 7, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Dividends For For Management 3a Elect David Dilger as a Director For For Management 3b Elect George Magan as a Director For For Management 3c Elect Sir Michael Hodgkinson as a For For Management Director 3d Elect Declan McCourt as a Director For For Management 3e Elect Terry Neill as a Director For For Management 3f Reelect Laurence Crowley as a Director For For Management 3g Reelect Maurice Keane as a Director For For Management 3h Reelect Caroline Marland as a Director For For Management 3i Reelect Raymond MacSharry as a Director For For Management 3j Reelect Thomas Moran as a Director For For Management 3k Reelect Mary Redmond as a Director For For Management 4 Authorize Board to Fix Remuneration of For For Management Auditors 5 Approve Remuneration of EUR 1 Million for For For Management Non-Executive Directors 6 Authorize Repurchase 95,611,133 Ordinary For For Management Shares; 1,876,090 Sterling Preference Shares; and 3,026,598 Euro Preference Shares 7 Authorize Reissuance of Repurchased For For Management Shares 8 Authorize Board to Allot Up to EUR 30.9 For For Management Million in Equity Securities for Cash without Preemptive Rights 9 Authorize Board to Allot Equity For For Management Securities Representing 15 Percent of the Issued Share Capital, without Preemptive Rights, For Purposes Other Than Cash 10 Approve 2004 Long Term Incentive Plan For For Management 11 Approve 2004 Stock Option Plan For For Management 12 Approve Director and Officer Liability For For Management Insurance - -------------------------------------------------------------------------------- BANK OF IRELAND GROUP Ticker: IRE Security ID: G49374146 Meeting Date: JUL 9, 2003 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Receive and Consider Financial Statements For For Management and Statutory Reports 2 Confirm and Declare a Final Dividend For For Management 3a Reelect Roy Bailie as a Director For For Management 3b Reelect Laurence Crowley as a Director For For Management 3c Reelect Donal Geaney as a Director For For Management 3d Reelect Denis O'Brien as a Director For For Management 3e Reelect John O'Donovan as a Director For For Management 4 Authorize Board to Fix Remuneration of For For Management the Auditors 5 Authorize Repurchase 98,493,220 Ordinary For For Management Shares; 1,876,090 Sterling Preference Shares; and 3,026,598 Euro Preference Shares 6 Authorize Reissuance of Repurchased For For Management Shares 7 Authorize Board to Allot Up to EUR 31.84 For For Management million in Equity Securities for Cash without Preemptive Rights 8 Authorize Board to Allot Equity For For Management Securities Representing 15 Percent of the Issued Share Capital, without Preemptive Rights, For Purposes Other Than Cash - -------------------------------------------------------------------------------- BARCLAYS PLC Ticker: MVCI Security ID: G08036124 Meeting Date: APR 29, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Elect Sir Richard Broadbent as Director For For Management 4 Elect Roger Davis as Director For For Management 5 Elect Gary Hoffman as Director For For Management 6 Elect Naguib Kheraj as Director For For Management 7 Elect David Roberts as Director For For Management 8 Re-elect Sir Peter Middleton as Director For For Management 9 Re-elect Stephen Russell as Director For For Management 10 Re-elect Christopher Lendrum as Director For For Management 11 Re-elect Sir Brian Jenkins as Director For For Management 12 Re-appoint PricewaterhouseCoopers LLP as For For Management Auditors of the Company 13 Authorise Board to Fix Remuneration of For For Management the Auditors 14 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 82,053,000 15 Authorise 984,600,000 Ordinary Shares for For For Management Market Purchase - -------------------------------------------------------------------------------- BOOTS GROUP PLC(FORMERLY BOOTS CO. PLC) Ticker: BTXSY Security ID: G12517101 Meeting Date: JUL 24, 2003 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Final Dividend of 20.2 Pence Per For For Management Share 3 Reelect Paul Bateman as Director For For Management 4 Reelect Jan Bennink as Director For For Management 5 Reelect Howard Dodd as Director For For Management 6 Reelect John McGrath as Director For For Management 7 Reelect Helene Ploix as Director For For Management 8 Reelect Martin Read as Director For For Management 9 Reelect Nigel Rudd as Director For For Management 10 Reelect Andrew Smith as Director For For Management 11 Approve Remuneration Report For For Management 12 Approve KPMG Audit Plc as Auditors and For For Management Authorize Board to Fix Their Remuneration 13 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of GBP 67.8 million 14 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of GBP 10.17 million 15 Authorize 81,300,000 Shares for Share For For Management Repurchase Program 16 Authorize the Company to Make EU For For Management Political Donations up to a Maximum Aggregate Sum of GBP 100,000 17 Authorize Boots Company Plc to Make EU For For Management Political Donations up to Maximum Aggregate Sum of GBP 400,000 - -------------------------------------------------------------------------------- BP PLC (FORM. BP AMOCO PLC ) Ticker: BP.PP Security ID: G12793181 Meeting Date: APR 15, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Re-elect The Lord Browne of Madingley as For For Management Director 2 Re-elect Byron Grote as Director For For Management 3 Re-elect Michael Miles as Director For For Management 4 Re-elect Sir Robin Nicholson as Director For For Management 5 Re-elect Dick Olver as Director For For Management 6 Re-elect Sir Ian Prosser as Director For For Management 7 Elect Antony Burgmans as Director For For Management 8 Re-appoint Ernst and Young LLP as For For Management Auditors and Authorise Board to Fix Remuneration of Auditors 9 Amend Articles of Association Re: For For Management Treasury Shares and Annual Retirement of Directors 10 Authorise Issuance of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of USD 1,820 Million 11 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of USD 273 Million 12 Authorise 2.2 Billion Shares for Market For For Management Purchase 13 Authorise the Company to use Treasury For For Management Shares for the Purpose of the Employee Share Schemes Operated by the Company 14 Approve Remuneration Report For For Management 15 Approve Increase in Remuneration of For For Management Non-Executive Directors from GBP 1.5 Million to GBP 2.5 Million 16 Accept Financial Statements and Statutory For For Management Reports 17 Require the Company to Prepare a Report Against Against Shareholder Re: Mitigating Risks to Shareholder Value when Operating in Protected and Sensitive Areas - -------------------------------------------------------------------------------- BT GROUP PLC (FORMERLY BRITISH TELECOMMUNICATIONS PLC) Ticker: BTY Security ID: G16612106 Meeting Date: JUL 16, 2003 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 4.25 Pence Per For For Management Share 4 Reelect Anthony Greener as Director For For Management 5 Reelect Louis Hughes as Director For For Management 6 Reelect Maarten van den Bergh as Director For For Management 7 Elect Clayton Brendish as Director For For Management 8 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration 9 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of GBP 143 Million 10 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of GBP 21 Million 11 Authorize 867 Million Shares for Share For For Management Repurchase Program 12 Authorize British Telecommunications plc For For Management to Make EU Political Donations up to GBP 100,000 - -------------------------------------------------------------------------------- COMPASS GROUP PLC Ticker: Security ID: G23296182 Meeting Date: FEB 16, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 5.7 Pence Per For For Management Share 4 Re-elect Michael Bailey as Director For For Management 5 Re-elect Denis Cassidy as Director For For Management 6 Re-elect Sir Francis Mackay as Director For For Management 7 Ratify Deloitte and Touche LLP as For For Management Auditors 8 Authorise Board to Fix Remuneration of For For Management Auditors 9 Authorise EU Political Donations up to For For Management GBP 125,000 10 Amend the Compass Group UK For For Management Savings-Related Share Option Scheme, the Compass Group PLC Internation Sharesave Scheme, the Compass Group Share Option Plan, the Compass Group Management Share Option Plan and the Compass Group Long-Term Incentive Plan 11 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 10.8 Million 12 Authorise 216,887,191 Shares for Market For For Management Repurchase - -------------------------------------------------------------------------------- GLAXOSMITHKLINE PLC (FORMERLY GLAXO WELLCOME PLC ) Ticker: GSK Security ID: G3910J112 Meeting Date: MAY 17, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Elect Lawrence Culp as Director For For Management 4 Elect Crispin Davis as Director For For Management 5 Elect Sir Robert Wilson as Director For For Management 6 Elect Tachi Yamada as Director For For Management 7 Re-elect Sir Christopher Hogg as Director For For Management 8 Re-appoint PricewaterhouseCoopers LLP as For For Management Auditors of the Company 9 Authorise Board to Fix Remuneration of For For Management the Auditors 10 Authorise EU Political Donations up to For For Management Aggregate Nominal Amount of GBP 100,000 11 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 74,330,954 12 Authorise 594,647,632 Ordinary Shares for For For Management Market Purchase - -------------------------------------------------------------------------------- HAYS PLC Ticker: Security ID: G4361D109 Meeting Date: NOV 19, 2003 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Final Dividend of 3.63 Pence Per For For Management Share 3 Approve Remuneration Report For Against Management 4 Elect John Martin as Director For For Management 5 Reelect Xavier Urbain as Director For For Management 6 Reelect Brian Wallace as Director For For Management 7 Reelect Denis Waxman as Director For For Management 8 Ratify Deloitte and Touche LLP as For For Management Auditors 9 Authorize Board to Fix Remuneration of For For Management Auditors 10 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of GBP 5,783,762 11 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of GBP 867,564 12 Authorize 260,000,000 Shares for Share For For Management Repurchase Program - -------------------------------------------------------------------------------- HAYS PLC Ticker: Security ID: G4361D109 Meeting Date: NOV 19, 2003 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Hays Long Term Co-Investment Plan For Against Management 2 Adopt New Articles of Association For For Management - -------------------------------------------------------------------------------- HAYS PLC Ticker: Security ID: G4361D109 Meeting Date: DEC 18, 2003 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Sale of the Trading Operations For For Management and Certain Assets of the Logistics Division of Hays plc to Certain Purchasers Formed by Platinum Equity, LLC - -------------------------------------------------------------------------------- HSBC HOLDINGS PLC Ticker: Security ID: G4634U169 Meeting Date: MAY 28, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2a Re-elect Lord Butler as Director For For Management 2b Re-elect Baroness Lydia Dunn as Director For For Management 2c Elect Rona Fairhead as Director For For Management 2d Re-elect William Fung as Director For For Management 2e Elect Michael Geoghegan as Director For For Management 2f Re-elect Sharon Hintze as Director For For Management 2g Re-elect John Kemp-Welch as Director For For Management 2h Re-elect Sir Mark Moody-Stuart as For For Management Director 2i Re-elect Helmut Sohmen as Director For For Management 3 Re-appoint KPMG Audit Plc as Auditors and For For Management Authorise Board to Fix Remuneration of Auditors 4 Approve Remuneration Report For For Management 5 Authorise 1,099,900,000 Ordinary Shares For For Management for Market Purchase 6 Auth. Issuance of Non-Cumulative Pref. For For Management Shares with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 100,000, USD 100,000 and EUR 100,000; and Auth. Issuance of Ord. Shares with Pre-emptive Rights up to Aggregate Nominal Amount of USD 1,099,900,000 7 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of USD 274,975,000 8 Approve Increase in Remuneration of For For Management Non-Executive Directors from GBP 35,000 to GBP 55,000 Per Annum - -------------------------------------------------------------------------------- ISS A/S (FORMERLY ISS INTERNATIONAL SERVICE) Ticker: Security ID: K5053D104 Meeting Date: MAR 31, 2004 Meeting Type: Annual Record Date: MAR 11, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Report of Board None None Management 2 Accept Financial Statements and Statutory For For Management Reports 3 Approve Discharge of Management and Board For For Management 4 Approve Allocation of Income and For For Management Dividends of DKK 4 Per Share 5 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital 6.1 Amend Articles Re: Delete Paragraph Due For For Management to Abolishment of Stock Options as Part of Board Remuneration 6.2 Approve Remuneration of Directors in the For For Management Amount of DKK 300,000 Per Director 7 Approve Issuance of 400,000 Shares for For For Management Employee Stock Purchase Plan 8 Reelect Tom Knutzen and Sven Riskaer as For For Management Directors; Elect Karin Verland as New Director 9 Ratify KPMG C. Jespersen and Deloitte as For For Management Auditors 10 Other Business (Non-Voting) None None Management - -------------------------------------------------------------------------------- J SAINSBURY PLC Ticker: Security ID: G77732108 Meeting Date: JUL 23, 2003 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 11.36 Pence Per For For Management Share 4 Reelect George Bull as Director For For Management 5 Reelect Peter Davis as Director For For Management 6 Reelect Roger Matthews as Director For For Management 7 Reelect Keith Butler-Wheelhouse as For For Management Director 8 Reelect June de Moller as Director For For Management 9 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration 10 Approve Increase in Authorized Capital to For For Management GBP 700,000,000 11 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of GBP 161,000,000 12 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of GBP 24,218,000 13 Authorize 193,750,000 Shares for Share For For Management Repurchase Program - -------------------------------------------------------------------------------- KESA ELECTRICALS PLC Ticker: Security ID: G5244H100 Meeting Date: MAY 26, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Re-appoint PricewaterhouseCoopers LLP as For For Management Auditors and Authorise Board to Fix Remuneration of Auditors 3 Approve Remuneration Report For For Management 4 Approve Final Dividend of 7.5 Pence Per For For Management Ordinary Share 5 Elect David Newlands as Director For For Management 6 Elect Jean-Noel Labroue as Director For For Management 7 Elect Martin Reavley as Director For For Management 8 Elect Peter Wilson as Director For For Management 9 Elect Michel Brossard as Director For For Management 10 Elect Andrew Robb as Director For For Management 11 Elect Bernard Dufau as Director For For Management 12 Authorise Issuance of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 44,129,432 13 Approve the Kesa Electricals plc Share For For Management Incentive Plan 14 Approve the Kesa Electricals plc Plan For For Management d'Espargne de Groupe (PEG) 15 Approve the Kesa Electricals plc For For Management Long-Term Incentive Plan 16 Authorise the Directors to Amend the For For Management Rules of the SIP, PEG, LTIP and Any Other Schemes They Consider Necessary 17 Authorise the Company to Make EU For For Management Political Donations and Incur EU Political Expenditure up to Aggregate Nominal Amount of GBP 250,000 18 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 6,619,415 19 Authorise 52,955,321 Ordinary Shares for For For Management Market Purchase - -------------------------------------------------------------------------------- NOKIA CORP. Ticker: NKCAF Security ID: X61873133 Meeting Date: MAR 25, 2004 Meeting Type: Annual Record Date: MAR 15, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Receive Financial Statements None None Management 1.2 Receive Auditors' Report None None Management 1.3 Accept Financial Statements and Statutory For For Management Reports 1.4 Approve Discharge of Board and President For For Management 1.5 Fix Number of Directors at Eight (A For For Management Reduction from the Current Nine Directors) 1.6 Approve Remuneration of Directors and For For Management Auditors 2 Approve Between EUR 5.7 Million and EUR For For Management 8.8 Million Reduction in Share Capital via Cancellation of Between 94.5 Million and 146 Million Shares 3 Approve Issuance of Shares, Stock For For Management Options, or Convertible Bonds up to Aggregate Nominal Value of EUR 55.5 Million (Out of Which EUR 3 Million for Incentive Plans) without Preemptive Rights 4 Authorize Repurchase of Up to 230 Million For For Management Nokia Shares 5 Authorize Reissuance of 230 Million For For Management Repurchased Shares 6 Approve Allocation of EUR 5 Million to For For Management Company Foundation to Support the Scientific Development of the Information and Telecommunications Technologies and to Promote Education in the Sector 7 Approve Dividends of EUR 0.30 Per Share For For Management 8 Reelect Paul Collins, Georg Ehrnrooth, For For Management Bengt Holmstroem, Per Karlsson, Jorma Ollila, Marjorie Scardino, Vesa Vainio, and Arne Wessberg 9 Reelect PricewaterhouseCoopers as For For Management Auditors - -------------------------------------------------------------------------------- NORDEA BANK AB (FORMERLY NORDEA AB) Ticker: Security ID: W57996105 Meeting Date: OCT 22, 2003 Meeting Type: Special Record Date: OCT 10, 2003 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Chairman of Meeting For For Management 2 Prepare and Approve List of Shareholders For For Management 3 Approve Agenda of Meeting For For Management 4 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting 5 Acknowledge Proper Convening of Meeting For For Management 6 Amend Articles Re: Change Company Name to For For Management Nordea Bank AB; Amend Corporate Purpose; Editorial Change 7 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital - -------------------------------------------------------------------------------- NORDEA BANK AB (FORMERLY NORDEA AB) Ticker: Security ID: W57996105 Meeting Date: MAR 31, 2004 Meeting Type: Annual Record Date: MAR 19, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Chairman of Meeting For For Management 2 Prepare and Approve List of Shareholders For For Management 3 Approve Agenda of Meeting For For Management 4 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting 5 Acknowledge Proper Convening of Meeting For For Management 6 Receive Financial Statements and None None Management Statutory Reports; Receive President's and Board Reports 7 Accept Financial Statements and Statutory For For Management Reports 8 Approve Allocation of Income and For For Management Dividends of EUR 0.25 Per Share 9 Approve Discharge of Board and President For For Management 10 Amend Articles Re: Reduce Directors' Term For For Management of Office from Two Years to One Year 11 Determine Number of Members (11) and For For Management Deputy Members (0) of Board 12 Approve Remuneration of Directors in the For For Management Aggregate Amount of EUR 950,000; Approve Remuneration of Auditors 13 Reelect Kjell Aamot, Hans Dahlberg, Bernt For For Management Magnusson, Joergen Hoeg Pedersen, and Maija Torkko as Directors 14.1 Authorize Chairman of Board to Appoint For Against Management Members of Nominating Committee 14.2 Shareholder Proposal: Authorize General Against For Shareholder Meeting to Elect Members of Nominating Committee 15 Approve EUR 32.3 Million Reduction in For For Management Share Capital via Share Cancellation 16 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital for Purposes Other Than Equity Trading 17 Authorize Repurchase of Up to Three For For Management Percent of Issued Share Capital for Equity Trading Purposes - -------------------------------------------------------------------------------- PRUDENTIAL PLC (FRM.PRUDENTIAL CORPORATION PLC ) Ticker: PUK Security ID: G72899100 Meeting Date: MAY 6, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Re-elect Jonathan Bloomer as Director For For Management 4 Re-elect Philip Broadley as Director For For Management 5 Re-elect Rob Rowley as Director For For Management 6 Elect Kathleen O'Donovan as Director For For Management 7 Elect Bridget Macaskill as Director For For Management 8 Elect Mark Norbom as Director For For Management 9 Re-appoint KPMG Audit Plc as Auditors and For For Management Authorise Board to Fix Remuneration of Auditors 10 Authorise the Company to Make EU For For Management Political Donations up to Aggregate Nominal Amount of GBP 50,000 11 Authorise Egg plc to Make EU Political For For Management Donations up to Aggregate Nominal Amount of GBP 25,000 12 Approve Increase in Authorised Capital For For Management from GBP 150 Million to GBP 170 Million and USD 20 Million and EUR 20 Million; by the Creation of 2 Billion Sterling Preference Shares, 2 Billion Dollar Preference Shares and 2 Billion Euro Preference Shares 13 Authorise Issuance of Sterling Preference For For Management Shares with Pre-emptive Rights up to GBP 20 Million; Dollar Preference Shares with Pre-emptive Rights up to USD 20 Million; and Euro Preference Shares with Pre-emptive Rights up to EUR 20 Million 14 Authorise Issuance of Ordinary Shares For For Management with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 33,480,000 15 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 5,000,000 16 Authorise 200 Million Ordinary Shares for For For Management Market Purchase 17 Amend Articles of Association Re: For For Management Preference Shares and Final Dividend - -------------------------------------------------------------------------------- ROYAL BANK OF SCOTLAND GROUP PLC Ticker: RBS Security ID: G76891111 Meeting Date: APR 29, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 35.7 Pence Per For For Management Share 4 Re-elect Emilio Botin as Director For For Management 5 Re-elect Lawrence Fish as Director For For Management 6 Re-elect Sir Angus Grossart as Director For For Management 7 Re-elect Sir George Mathewson as Director For For Management 8 Re-elect Gordon Pell as Director For For Management 9 Re-elect Iain Robertson as Director For For Management 10 Re-elect Sir Iain Vallance as Director For For Management 11 Re-appoint Deloitte and Touche LLP as For For Management Auditors of the Company 12 Authorise Board to Fix Remuneration of For For Management the Auditors 13 Authorise Issuance of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 247,120,127 14 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 37,068,019 15 Authorise 296,544,152 Ordinary Shares for For For Management Market Purchase 16 Approve Increase in Authorised Capital by For For Management Creation of 110 Million Category II Non-cumulative Dollar Preference Shares; Issue Equity with Pre-emptive Rights up to All the Existing Preference Shares 17 Amend Articles Re: Preference Shares For For Management - -------------------------------------------------------------------------------- SECURITAS AB Ticker: Security ID: W7912C118 Meeting Date: APR 6, 2004 Meeting Type: Annual Record Date: MAR 26, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2 Elect Chairman of Meeting For For Management 3 Prepare and Approve List of Shareholders For For Management 4 Approve Agenda of Meeting For For Management 5 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting 6 Acknowledge Proper Convening of Meeting For For Management 7 Receive President's Report None None Management 8 Receive Financial Statements and None None Management Statutory Reports 9.1 Accept Financial Statements and Statutory For For Management Reports 9.2 Approve Allocation of Income and For For Management Dividends of SEK 2 Per Share 9.3 Approve Record Date (April 13, 2004) for For For Management Dividend 9.4 Approve Discharge of Board and President For For Management 10 Determine Number of Members (8) and For For Management Deputy Members (0) of Board 11 Approve Remuneration of Directors in the For For Management Aggregate Amount of SEK 3 Million; Approve Remuneration of Auditors 12 Reelect Thomas Berglund, Annika Bolin, For For Management Carl Douglas, Gustaf Douglas, Anders Frick, Berthold Lindqvist, Fredrik Palmstierna, and Melker Schoerling as Directors; Ratify PricewaterhouseCoopers AB as Auditors 13.1 Shareholder Proposal: Authorize General Against For Shareholder Meeting to Elect Members of Nominating Committee 13.2 Reelect Gustaf Douglas and Melker For Against Management Schoerling as Members of Nominating Committee 14 Close Meeting None None Management - -------------------------------------------------------------------------------- SKANDIA FORSAKRINGS AB(SKANDIA GROUP INSURANCE COMPANY LTD) Ticker: Security ID: W80217107 Meeting Date: JAN 28, 2004 Meeting Type: Special Record Date: JAN 16, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2 Elect Chairman of Meeting For For Management 3 Approve Agenda of Meeting For For Management 4 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting 5 Prepare and Approve List of Shareholders For For Management 6 Acknowledge Proper Convening of Meeting For For Management 7 Determine Number of Members (6) and For For Management Deputy Members (0) of Board 8 Reelect Bjoern Bjoernsson and Eero For For Management Helioevaara as Directors; Elect Karl-Olof Hammarkvist, Lennart Jeansson, Birgitta Johansson-Hedberg, and Christoffer Taxell as Directors 9 Ratify Bertel Enlund (Ernst & Young) as For For Management Auditor 10 Close Meeting None None Management - -------------------------------------------------------------------------------- SKANDIA FORSAKRINGS AB(SKANDIA GROUP INSURANCE COMPANY LTD) Ticker: Security ID: W80217107 Meeting Date: APR 15, 2004 Meeting Type: Annual Record Date: APR 5, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2 Elect Chairman of Meeting For For Management 3 Approve Agenda of Meeting For For Management 4 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting 5 Prepare and Approve List of Shareholders For For Management 6 Acknowledge Proper Convening of Meeting For For Management 7 Receive Financial Statements and None None Management Statutory Reports; Receive Board and Committee Reports 8 Receive President's Report None None Management 9 Receive Auditor's Report None None Management 10 Accept Financial Statements and Statutory For For Management Reports 11 Approve Allocation of Income and For For Management Dividends of SEK 0.30 Per Share 12 Approve Discharge of Board and President For For Management 13 Approve Remuneration of Directors: SEK 1 For For Management Million for Chairman, SEK 600,000 for Vice Chairman and SEK 300,000 for Other Board Members; Additional Remuneration of SEK 1.5 Million for Chairman and Vice Chairman; SEK 700,000 Remuneration for Committee Work 14 Determine Number of Members (7) and For For Management Deputy Members (0) of Board 15 Reelect Karl-Olof Hammarkvist as For For Management Director; Elect Kajsa Lindstaahl and Anders Ullberg as New Directors 16 Approve Remuneration of Auditors For For Management 17 Ratify Goeran Engquist and Svante For For Management Forsberg (Deloitte & Touche) as Auditors 18 Ratify Gunnar Abrahamsson and Hans For For Management Stenberg (Deloitte & Touche AB) as Deputy Auditors 19.1 Authorize Chairman of Board to Appoint For Against Management Members of Nominating Committee 19.2 Shareholder Proposal: Authorize General Against For Shareholder Meeting to Elect Members of Nominating Committee 20 Amend Articles Re: Reduce Directors' Term For For Management of Office from 2 Years to 1 Year; Stipulate that One Director Be Elected by Swedish Financial Supervisory Authority; Authorize Company to Appoint One or Two Auditors (Audit Firm or Individual); Editorial Changes 21.1 Shareholder Proposal: Enroll None Against Shareholder Policyholders of Skandia as Members of the Swedish Insurance Savings Policyholders' Association 21.2 Shareholder Proposal: Disclose All None Against Shareholder Agreements Involving Directors; Cancel All Agreements with Directors Made Prior to AGM; Complement Skandia Investigation with Respect to Bengt Braun's and Lars Ramqvist's Liability 22 Close Meeting None None Management - -------------------------------------------------------------------------------- SKF AB Ticker: SKFRF Security ID: W84237143 Meeting Date: APR 20, 2004 Meeting Type: Annual Record Date: APR 8, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2 Elect Chairman of Meeting For For Management 3 Prepare and Approve List of Shareholders For For Management 4 Approve Agenda of Meeting For For Management 5 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting 6 Acknowledge Proper Convening of Meeting For For Management 7 Receive Financial Statements and None None Management Statutory Reports; Receive Board and Committee Reports 8 Receive President's Report None None Management 9 Accept Financial Statements and Statutory For For Management Reports 10 Approve Allocation of Income and For For Management Dividends of SEK 10 Per Share 11 Approve Discharge of Board and President For For Management 12 Determine Number of Members (8) and For For Management Deputy Members (0) of Board 13 Approve Remuneration of Directors in the For For Management Aggregate Amount of SEK 2.4 Million; Authorize Directors to Receive Cash Value Equivalent of Market Value of 300 Class B Shares Each (800 For Chairman); Approve Remuneration of SEK 150,000 for Committee Work 14 Approve Remuneration of Auditors For For Management 15 Reelect Anders Scharp, Soeren Gyll, Vito For For Management Baumgartner, Ulla Litzen, Philip Green, Clas Aake Hedstroem, and Tom Johnstone as Directors; Elect Winnie Kin Wah Fok as New Director 16.1 Shareholder Proposal: Authorize General Against For Shareholder Meeting to Elect Members of Nominating Committee 16.2 Authorize Chairman of Board to Appoint For Against Management Members of Nominating Committee - -------------------------------------------------------------------------------- SMITHS GROUP PLC (FORMERLY SMITHS INDUSTRIES PLC) Ticker: Security ID: G82401103 Meeting Date: NOV 11, 2003 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 17.25 Pence Per For For Management Share 4 Reelect K Butler-Wheelhouse as Director For For Management 5 Reelect J Ferrie as Director For For Management 6 Reelect J Horn-Smith as Director For For Management 7 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 8 Authorize Board to Fix Remuneration of For For Management Auditors 9 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of GBP 46,629,434 10 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of GBP 6,994,415 11 Authorize 55,955,321 Shares for Share For For Management Repurchase Program - -------------------------------------------------------------------------------- STORA ENSO OYJ (FORMERLY ENSO OY) Ticker: Security ID: X21349117 Meeting Date: MAR 18, 2004 Meeting Type: Annual Record Date: MAR 8, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Receive Financial Statements None None Management 1.2 Receive Auditors' Report None None Management 1.3 Accept Financial Statements and Statutory For For Management Reports 1.4 Approve Allocation of Income and For For Management Dividends of EUR 0.45 Per Share 1.5 Approve Discharge of Board and President For For Management 1.6 Fix Number of Directors at 11 For For Management 1.7 Fix Number of Auditors For For Management 1.8 Approve Remuneration of Directors and For For Management Auditors 1.9 Reelect Krister Ahlstroem, Claes For For Management Dahlbaeck, Harald Einsmann, Bjoern Haegglund, Jukka Haermaelae, Barbara Kux, Ilkka Niemi, Paavo Pitkaenen, Jan Sjoeqvist, and Marcus Wallenberg; Elect Lee Chaden as New Director 1.10 Ratify PricewaterhouseCoopers as Auditors For For Management 2 Approve EUR 76.3 Million Reduction in For For Management Share Capital via Share Cancellation 3 Authorize Repurchase of Up to Five For For Management Percent of Issued Share Capital 4 Authorize Reissuance of Repurchased For For Management Shares - -------------------------------------------------------------------------------- UNILEVER PLC Ticker: UL Security ID: G92087124 Meeting Date: MAY 12, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 11.92 Pence Per For For Management Ordinary Share 4 Re-elect Niall Fitzgerald as Director For For Management 5 Re-elect Antony Burgmans as Director For For Management 6 Re-elect Clive Butler as Director For For Management 7 Re-elect Patrick Cescau as Director For For Management 8 Re-elect Keki Dadiseth as Director For For Management 9 Re-elect Andre baron van Heemstra as For For Management Director 10 Re-elect Rudy Markham as Director For For Management 11 Elect Kees van der Graaf as Director For For Management 12 Re-elect Lord Brittan of Spennithorne as For For Management Director 13 Re-elect Baroness Chalker of Wallasey as For For Management Director 14 Re-elect Bertrand Collomb as Director For For Management 15 Re-elect Wim Dik as Director For For Management 16 Re-elect Oscar Fanjul as Director For For Management 17 Re-elect Claudio Gonzalez as Director For For Management 18 Re-elect Hilmar Kopper as Director For For Management 19 Re-elect The Lord Simon of Highbury as For For Management Director 20 Re-elect Jeroen van der Veer as Director For For Management 21 Re-appoint PricewaterhouseCoopers LLP as For For Management Auditors of the Company 22 Authorise Board to Fix Remuneration of For For Management the Auditors 23 Authorise Issuance of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 13,450,000 24 Authorise Issuance of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 2 Million 25 Authorise 290 Million Ordinary Shares for For For Management Market Purchase 26 Amend Articles of Association Re: New For For Management Corporate Governance Arrangements 27 Amend Articles of Association Re: For For Management Treasury Shares - -------------------------------------------------------------------------------- UNION FENOSA Ticker: Security ID: E93171119 Meeting Date: APR 28, 2004 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Allocation of Income For For Management 3 Approve Auditors For For Management 4 Amend Articles Re: Spanish Law For Against Management Compliance, Vote Instructions and Representation, Shareholder Information Rights, Remote Voting, Management's Remuneration, and Audit Committee 5 Amend General Meeting Guidelines For For Management 6 Elect Members to Management Board For For Management 7 Authorize Repurchase of Shares For For Management 8 Amend Terms of Convertible Non-rights For Against Management Bond Issuance Authorization Granted at June 17, 2003 AGM 9 Accept Report Re: Board of Directors' For For Management Guidelines 10 Approve Listing and Delisting of For For Management Securities in Secondary Markets 11 Authorize Board to Ratify and Execute For For Management Approved Resolutions 12 Approve Minutes of Meeting For For Management - -------------------------------------------------------------------------------- VODAFONE GROUP PLC Ticker: Security ID: G93882101 Meeting Date: JUL 30, 2003 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Reelect Lord MacLaurin of Knebworth as For For Management Director 4 Reelect Kenneth Hydon as Director For For Management 5 Reelect Thomas Geitner as Director For For Management 6 Reelect Alec Broers as Director For For Management 7 Reelect Juergen Schrempp as Director For For Management 8 Elect John Buchanan as Director For For Management 9 Approve Final Dividend of 0.8983 Pence For For Management Per Share 10 Ratify Deloitte and Touche as Auditors For For Management 11 Authorize Board to Fix Remuneration of For For Management Auditors 12 Authorize EU Political Donations up to For For Management GBP 100,000 13 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of USD 900,000,000 14 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of USD 340,000,000 15 Authorize 6,800,000,000 Shares for Share For For Management Repurchase Program - -------------------------------------------------------------------------------- VOLVO AB Ticker: VOLVY Security ID: 928856301 Meeting Date: APR 16, 2004 Meeting Type: Annual Record Date: APR 6, 2004 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2 Elect Chairman of Meeting For For Management 3 Prepare and Approve List of Shareholders For For Management 4 Approve Agenda of Meeting For For Management 5 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting 6 Acknowledge Proper Convening of Meeting For For Management 7 Receive Board and Committee Reports None None Management 8 Receive Financial Statements and None None Management Statutory Reports 9 Accept Financial Statements and Statutory For For Management Reports 10 Approve Allocation of Income and For For Management Dividends of SEK 8 Per Share; Approve Distribution of an Aggregate of 27.1 Million Shares in Ainax AB 11 Approve Discharge of Board and President For For Management 12 Determine Number of Members (9) and For For Management Deputy Members (0) of Board 13 Approve Remuneration of Directors in the For For Management Aggregate Amount of SEK 4.8 Million 14 Reelect Per-Olof Eriksson, Patrick Faure, For For Management Haruko Fukuda, Tom Hedelius, Leif Johansson, Finn Johnsson, Neelie Kroes, Louis Schweitzer, and Ken Whipple as Directors 15.1 Authorize Chairman of Board to Appoint For Against Management Members of Nominating Committee 15.2 Shareholder Proposal: Authorize General Against For Shareholder Meeting to Elect Members of Nominating Committee 16 Authorize Repurchase of Up to Ten Percent For For Management of Issued Share Capital; Authorize Reissuance of Repurchased Capital 17 Approve Reissuance of 1.2 Million For For Management Repurchased Class B Shares to Guarantee Conversion Rights of 2002 Stock Option Plan 18.1 Approve Incentive Plan for Key Employees For Against Management 18.2 Approve Reissuance of 110,000 Repurchased For Against Management Class B Shares for Incentive Plan (Item 18.1) 19 Shareholder Proposal: Allow Voluntary Against For Shareholder Conversion of Class A Shares into Class B Shares 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. Merrill Lynch EuroFund, Inc. By: /s/ Terry K. Glenn Terry K. Glenn, President of Merrill Lynch EuroFund, Inc. Date: August 10, 2004