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 811-02405

Name of Fund:  Merrill Lynch Balanced Capital Fund, Inc.

Fund Address:  P.O. Box 9011
               Princeton, NJ  08543-9011

Name and address of agent for service:
       Robert C. Doll, Jr., Chief Executive Officer, Merrill Lynch Balanced
       Capital Fund, 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: 09/30/2006

Date of reporting period: 07/01/05 - 06/30/06

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: 811-02405
Reporting Period: 07/01/2005 - 06/30/2006
Merrill Lynch Balanced Capital Fund, Inc.









================== MERRILL LYNCH BALANCED CAPITAL FUND, INC. ===================


3M CO

Ticker:       MMM            Security ID:  88579Y101
Meeting Date: MAY 9, 2006    Meeting Type: Annual
Record Date:  MAR 10, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Linda G. Alvarado          For       For        Management
1.2   Elect Director Edward M. Liddy            For       For        Management
1.3   Elect Director Robert S. Morrison         For       For        Management
1.4   Elect Director Aulana L. Peters           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Performance-Based                         Against   Against    Shareholder
5     Adopt Animal Welfare Policy               Against   Against    Shareholder
6     Implement China Principles                Against   Against    Shareholder


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ACCENTURE LTD BERMUDA

Ticker:       ACN            Security ID:  G1150G111
Meeting Date: FEB 1, 2006    Meeting Type: Annual
Record Date:  DEC 5, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     APPOINTMENT OF THE FOLLOWING NOMINEE TO   For       Did Not    Management
      THE BOARD OF DIRECTORS: DINA DUBLON                 Vote
2     APPOINTMENT OF THE FOLLOWING NOMINEE TO   For       Did Not    Management
      THE BOARD OF DIRECTORS: WILLIAM D. GREEN            Vote
3     Ratify Auditors                           For       Did Not    Management
                                                          Vote


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ACE LTD.

Ticker:       ACE            Security ID:  G0070K103
Meeting Date: MAY 18, 2006   Meeting Type: Annual
Record Date:  MAR 31, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael G. Atieh          For       For        Management
1.2   Elect  Director Mary A. Cirillo           For       For        Management
1.3   Elect  Director Bruce L. Crockett         For       For        Management
1.4   Elect  Director Thomas J. Neff            For       For        Management
1.5   Elect  Director Gary M. Stuart            For       For        Management
2     APPROVAL OF AMENDMENT TO ACE LIMITED      For       For        Management
      EMPLOYEE STOCK PURCHASE PLAN.
3     RATIFICATION OF THE APPOINTMENT OF        For       For        Management
      PRICEWATERHOUSECOOPERS LLP AS THE
      INDEPENDENT REGISTERED PUBLIC ACCOUNTING
      FIRM OF ACE LIMITED FOR THE FISCAL YEAR
      ENDING DECEMBER 31, 2006.


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ALCOA INC.

Ticker:       AA             Security ID:  013817101
Meeting Date: APR 21, 2006   Meeting Type: Annual
Record Date:  JAN 23, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Kathryn S. Fuller          For       For        Management
1.2   Elect Director Judith M. Gueron           For       For        Management
1.3   Elect Director Ernesto Zedillo            For       For        Management
2     Ratify Auditors                           For       For        Management


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AMERICAN INTERNATIONAL GROUP, INC.

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

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


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AMERICAN INTERNATIONAL GROUP, INC.

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

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


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AMERISOURCEBERGEN CORP

Ticker:       ABC            Security ID:  03073E105
Meeting Date: FEB 9, 2006    Meeting Type: Annual
Record Date:  DEC 29, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard C. Gozon           For       For        Management
1.2   Elect Director J. Lawrence Wilson         For       For        Management
2     Increase Authorized Common Stock          For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Ratify Auditors                           For       For        Management


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ANHEUSER-BUSCH COMPANIES, INC.

Ticker:       BUD            Security ID:  035229103
Meeting Date: APR 26, 2006   Meeting Type: Annual
Record Date:  FEB 28, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James J. Forese            For       For        Management
1.2   Elect Director Vernon R. Loucks, Jr.      For       For        Management
1.3   Elect Director Vilma S. Martinez          For       For        Management
1.4   Elect Director William Porter Payne       For       For        Management
1.5   Elect Director Edward E. Whitacre, Jr.    For       For        Management
2     Declassify the Board of Directors         For       For        Management
3     Approve Non-Employee Director Restricted  For       For        Management
      Stock Plan
4     Ratify Auditors                           For       For        Management


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APPLIED MATERIALS, INC.

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

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


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AVON PRODUCTS, INC.

Ticker:       AVP            Security ID:  054303102
Meeting Date: MAY 4, 2006    Meeting Type: Annual
Record Date:  MAR 15, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director W. Don Cornwell            For       For        Management
1.2   Elect Director Edward T. Fogarty          For       For        Management
1.3   Elect Director Stanley C. Gault           For       For        Management
1.4   Elect Director Fred Hassan                For       For        Management
1.5   Elect Director Andrea Jung                For       For        Management
1.6   Elect Director Maria Elena Lagomasino     For       For        Management
1.7   Elect Director Ann S. Moore               For       For        Management
1.8   Elect Director Paul S. Pressler           For       For        Management
1.9   Elect Director Paula Stern, Ph.D.         For       For        Management
1.10  Elect Director Lawrence A. Weinbach       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
4     Report on Charitable Contributions        Against   Against    Shareholder
5     Performance-Based Equity Awards           Against   Against    Shareholder
6     Report on Toxic Chemicals                 Against   Against    Shareholder


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BAXTER INTERNATIONAL INC.

Ticker:       BAX            Security ID:  071813109
Meeting Date: MAY 9, 2006    Meeting Type: Annual
Record Date:  MAR 13, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Walter E. Boomer           For       For        Management
1.2   Elect Director James R. Gavin, III        For       For        Management
1.3   Elect Director Peter S. Hellman           For       For        Management
1.4   Elect Director K.J. Storm                 For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Establish Range For Board Size            For       For        Management
5     Submit Shareholder Rights Plan (Poison    Against   For        Shareholder
      Pill) to Shareholder Vote


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CADBURY SCHWEPPES PLC

Ticker:       CSG            Security ID:  127209302
Meeting Date: MAY 18, 2006   Meeting Type: Annual
Record Date:  APR 6, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     FINANCIAL STATEMENTS                      For       For        Management
2     DECLARATION OF FINAL DIVIDEND 2005        For       For        Management
3     DIRECTORS  REMUNERATION REPORT            For       For        Management
4.1   Elect  Director Roger Carr                For       For        Management
4.2   Elect  Director Ken Hanna                 For       For        Management
4.3   Elect  Director Todd Stitzer              For       For        Management
4.4   Elect  Director Lord Patten               For       For        Management
4.5   Elect  Director Baroness Wilcox           For       For        Management
5     Ratify Auditors                           For       For        Management
6     REMUNERATION OF AUDITORS                  For       For        Management
7     APPROVE PROPOSED AMENDMENTS TO THE        For       For        Management
      INTERNATIONAL SHARE AWARD PLAN
8     APPROVE PROPOSED AMENDMENTS TO THE 2004   For       For        Management
      LONG TERM INCENTIVE PLAN
9     AUTHORITY TO ALLOT RELEVANT SECURITIES    For       For        Management
10    AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS  For       For        Management
11    AUTHORITY TO PURCHASE OWN ORDINARY SHARES For       For        Management


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CBS CORP

Ticker:       CBS.A          Security ID:  124857202
Meeting Date: MAY 25, 2006   Meeting Type: Annual
Record Date:  MAR 31, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director David R. Andelman          For       For        Management
1.2   Elect Director Joseph A. Califano, Jr.    For       For        Management
1.3   Elect Director William S. Cohen           For       For        Management
1.4   Elect Director Philippe P. Dauman         For       For        Management
1.5   Elect Director Charles K. Gifford         For       For        Management
1.6   Elect Director Bruce S. Gordon            For       For        Management
1.7   Elect Director Leslie Moonves             For       For        Management
1.8   Elect Director Shari Redstone             For       For        Management
1.9   Elect Director Sumner M. Redstone         For       For        Management
1.10  Elect Director Ann N. Reese               For       For        Management
1.11  Elect Director Judith A. Sprieser         For       For        Management
1.12  Elect Director Robert D. Walter           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Option Exchange Offer             For       Against    Management
4     Amend Non-Employee Director Stock Option  For       Against    Management
      Plan
5     Amend Non-Employee Director Restricted    For       Against    Management
      Stock Plan
6     Company-Specific -- Adopt a               Against   For        Shareholder
      Recapitalization Plan


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CISCO SYSTEMS, INC.

Ticker:       CSCO           Security ID:  17275R102
Meeting Date: NOV 15, 2005   Meeting Type: Annual
Record Date:  SEP 16, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Carol A. Bartz            For       For        Management
1.2   Elect  Director M. Michele Burns          For       For        Management
1.3   Elect  Director Larry R. Carter           For       For        Management
1.4   Elect  Director John T. Chambers          For       For        Management
1.5   Elect  Director Dr. John L. Hennessy      For       For        Management
1.6   Elect  Director Richard M. Kovacevich     For       For        Management
1.7   Elect  Director Roderick C. McGeary       For       For        Management
1.8   Elect  Director James C. Morgan           For       For        Management
1.9   Elect  Director John P. Morgridge         For       For        Management
1.10  Elect  Director Steven M. West            For       For        Management
1.11  Elect  Director Jerry Yang                For       For        Management
2     Approve Stock Option Plan                 For       For        Management
3     Ratify Auditors                           For       For        Management
4     Review/Limit Executive Compensation       Against   Against    Shareholder
5     Report on Pay Disparity                   Against   For        Shareholder
6     Report on Human Rights Policy             Against   Against    Shareholder


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CITIGROUP INC.

Ticker:       C              Security ID:  172967101
Meeting Date: APR 18, 2006   Meeting Type: Annual
Record Date:  FEB 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director C. Michael Armstrong       For       For        Management
1.2   Elect Director Alain J.P. Belda           For       For        Management
1.3   Elect Director George David               For       For        Management
1.4   Elect Director Kenneth T. Derr            For       For        Management
1.5   Elect Director John M. Deutch             For       For        Management
1.6   Elect Director Roberto Hernandez Ramirez  For       For        Management
1.7   Elect Director Ann Dibble Jordan          For       For        Management
1.8   Elect Director Klaus Kleinfeld            For       For        Management
1.9   Elect Director Andrew N. Liveris          For       For        Management
1.10  Elect Director Dudley C. Mecum            For       For        Management
1.11  Elect Director Anne M. Mulcahy            For       For        Management
1.12  Elect Director Richard D. Parsons         For       For        Management
1.13  Elect Director Charles Prince             For       For        Management
1.14  Elect Director Dr. Judith Rodin           For       For        Management
1.15  Elect Director Robert E. Rubin            For       For        Management
1.16  Elect Director Franklin A. Thomas         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Reduce Supermajority Vote Requirement     For       For        Management
4     Reduce Supermajority Vote Requirement     For       For        Management
5     Reduce Supermajority Vote Requirement     For       For        Management
6     End Issuance of Options and Prohibit      Against   Against    Shareholder
      Repricing
7     Report on Political Contributions         Against   Against    Shareholder
8     Report on Charitable Contributions        Against   Against    Shareholder
9     Performance-Based Equity Awards           Against   Against    Shareholder
10    Reimbursement of Expenses Incurred by     Against   Against    Shareholder
      Shareholder(s)
11    Separate Chairman and CEO Positions       Against   Against    Shareholder
12    Clawback of Payments Under Restatement    Against   Against    Shareholder


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COCA-COLA ENTERPRISES INC.

Ticker:       CCE            Security ID:  191219104
Meeting Date: APR 28, 2006   Meeting Type: Annual
Record Date:  MAR 1, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Calvin Darden              For       For        Management
1.2   Elect Director J. Alexander M. Douglas    For       For        Management
      Jr.
1.3   Elect Director Marvin J. Herb             For       For        Management
1.4   Elect Director Donna A. James             For       For        Management
1.5   Elect Director Lowry F. Kline             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Eliminate or Restrict Severance           Against   Against    Shareholder
      Agreements (Change-in-Control)


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COMMSCOPE, INC.

Ticker:       CTV            Security ID:  203372107
Meeting Date: MAY 5, 2006    Meeting Type: Annual
Record Date:  MAR 14, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frank M. Drendel           For       For        Management
1.2   Elect Director Richard C. Smith           For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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COMPUTER SCIENCES CORPORATION

Ticker:       CSC            Security ID:  205363104
Meeting Date: AUG 1, 2005    Meeting Type: Annual
Record Date:  JUN 3, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Irving W. Bailey, II      For       For        Management
1.2   Elect  Director David J. Barram           For       For        Management
1.3   Elect  Director Stephen L. Baum           For       For        Management
1.4   Elect  Director Rodney F. Chase           For       For        Management
1.5   Elect  Director Van B. Honeycutt          For       For        Management
1.6   Elect  Director Leon J. Level             For       For        Management
1.7   Elect  Director F. Warren McFarlan        For       For        Management
1.8   Elect  Director Thomas H. Patrick         For       For        Management
2     Ratify Auditors                           For       For        Management


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DEVON ENERGY CORP.

Ticker:       DVN            Security ID:  25179M103
Meeting Date: JUN 7, 2006    Meeting Type: Annual
Record Date:  APR 10, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert L. Howard           For       For        Management
1.2   Elect Director Micheal M. Kanovsky        For       For        Management
1.3   Elect Director J. Todd Mitchell           For       For        Management
1.4   Elect Director Larry Nichols              For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management


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DOVER CORP.

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

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


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E.I. DU PONT DE NEMOURS & CO.

Ticker:       DD             Security ID:  263534109
Meeting Date: APR 26, 2006   Meeting Type: Annual
Record Date:  MAR 6, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Alain J.P. Belda           For       For        Management
1.2   Elect Director Richard H. Brown           For       For        Management
1.3   Elect Director Curtis J. Crawford         For       For        Management
1.4   Elect Director John T. Dillon             For       For        Management
1.5   Elect Director Eleuthere I. du Pont       For       For        Management
1.6   Elect Director Charles O. Holliday, Jr.   For       For        Management
1.7   Elect Director Lois D. Juliber            For       For        Management
1.8   Elect Director Masahisa Naitoh            For       For        Management
1.9   Elect Director Sean O'Keefe               For       For        Management
1.10  Elect Director William K. Reilly          For       For        Management
1.11  Elect Director Charles M. Vest            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Review Executive Compensation             Against   Against    Shareholder
4     Report on Genetically Modified Organisms  Against   Against    Shareholder
5     Performance-Based                         Against   Against    Shareholder
6     Report on Feasibility of Phasing out PFOA Against   Against    Shareholder
7     Report on Security of Chemical Facilities Against   Against    Shareholder


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ELECTRONIC ARTS INC.

Ticker:       ERTS           Security ID:  285512109
Meeting Date: JUL 28, 2005   Meeting Type: Annual
Record Date:  JUN 6, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director M. Richard Asher          For       For        Management
1.2   Elect  Director Leonard S. Coleman        For       For        Management
1.3   Elect  Director Gary M. Kusin             For       For        Management
1.4   Elect  Director Gregory B. Maffei         For       For        Management
1.5   Elect  Director Timothy Mott              For       For        Management
1.6   Elect  Director Vivek Paul                For       For        Management
1.7   Elect  Director Robert W. Pittman         For       For        Management
1.8   Elect  Director Lawrence F. Probst III    For       For        Management
1.9   Elect  Director Linda J. Srere            For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
4     Ratify Auditors                           For       For        Management


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ENCANA CORPORATION

Ticker:       ECA.           Security ID:  292505104
Meeting Date: APR 26, 2006   Meeting Type: Annual
Record Date:  MAR 6, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Michael N. Chernoff        For       For        Management
1.2   Elect Director Ralph S. Cunningham        For       For        Management
1.3   Elect Director Patrick D. Daniel          For       For        Management
1.4   Elect Director Ian W. Delaney             For       For        Management
1.5   Elect Director Randall K. Eresman         For       For        Management
1.6   Elect Director Michael A. Grandin         For       For        Management
1.7   Elect Director Barry W. Harrison          For       For        Management
1.8   Elect Director Dale A. Lucas              For       For        Management
1.9   Elect Director Ken F. McCready            For       For        Management
1.10  Elect Director Gwyn Morgan                For       For        Management
1.11  Elect Director Valerie A.A. Nielsen       For       For        Management
1.12  Elect Director David P. O'Brien           For       For        Management
1.13  Elect Director Jane L. Peverett           For       For        Management
1.14  Elect Director Dennis A. Sharp            For       For        Management
1.15  Elect Director James M. Stanford          For       For        Management
2     Ratify PricewaterhouseCoopers LLP as      For       For        Management
      Auditors and Authorize Board to Fix
      Remuneration of Auditors


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ENDURANCE SPECIALTY HOLDINGS

Ticker:       ENH            Security ID:  G30397106
Meeting Date: MAY 3, 2006    Meeting Type: Annual
Record Date:  MAR 3, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Steven W. Carlsen         For       Did Not    Management
                                                          Vote
1.2   Elect  Director Kenneth J. Lestrange      For       Did Not    Management
                                                          Vote
1.3   Elect  Director Therese M. Vaughan        For       Did Not    Management
                                                          Vote
1.4   Elect  Director R. Max Williamson         For       Did Not    Management
                                                          Vote
1.5   Elect  Director John T. Baily             For       Did Not    Management
                                                          Vote
1.6   Elect  Director Norman Barham             For       Did Not    Management
                                                          Vote
1.7   Elect  Director Galen R. Barnes           For       Did Not    Management
                                                          Vote
1.8   Elect  Director William H. Bolinder       For       Did Not    Management
                                                          Vote
1.9   Elect  Director Steven W. Carlsen         For       Did Not    Management
                                                          Vote
1.10  Elect  Director Kenneth J. Lestrange      For       Did Not    Management
                                                          Vote
1.11  Elect  Director Brendan R. O'Neill        For       Did Not    Management
                                                          Vote
1.12  Elect  Director Richard C. Perry          For       Did Not    Management
                                                          Vote
1.13  Elect  Director Robert A. Spass           For       Did Not    Management
                                                          Vote
1.14  Elect  Director Therese M. Vaughan        For       Did Not    Management
                                                          Vote
1.15  Elect  Director R. Max Williamson         For       Did Not    Management
                                                          Vote
1.16  Elect  Director William H. Bolinder       For       Did Not    Management
                                                          Vote
1.17  Elect  Director Mark W. Boucher           For       Did Not    Management
                                                          Vote
1.18  Elect  Director Kenneth J. Lestrange      For       Did Not    Management
                                                          Vote
1.19  Elect  Director Simon Minshall            For       Did Not    Management
                                                          Vote
1.20  Elect  Director Brendan R. O'Neill        For       Did Not    Management
                                                          Vote
1.21  Elect  Director William H. Bolinder       For       Did Not    Management
                                                          Vote
1.22  Elect  Director Mark W. Boucher           For       Did Not    Management
                                                          Vote
1.23  Elect  Director Kenneth J. Lestrange      For       Did Not    Management
                                                          Vote
1.24  Elect  Director Simon Minshall            For       Did Not    Management
                                                          Vote
1.25  Elect  Director Brendan R. O'Neill        For       Did Not    Management
                                                          Vote
2     Ratify Auditors                           For       Did Not    Management
                                                          Vote


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

ESTEE LAUDER COMPANIES INC., THE

Ticker:       EL             Security ID:  518439104
Meeting Date: NOV 10, 2005   Meeting Type: Annual
Record Date:  SEP 16, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Charlene Barshefsky        For       For        Management
1.2   Elect Director Leonard A. Lauder          For       Withhold   Management
1.3   Elect Director Ronald S. Lauder           For       For        Management
1.4   Elect Director Marshall Rose              For       For        Management
2     Amend Omnibus Stock Plan                  For       Against    Management
3     Ratify Auditors                           For       For        Management


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

EXXON MOBIL CORP.

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

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


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

GENERAL ELECTRIC CO.

Ticker:       GE             Security ID:  369604103
Meeting Date: APR 26, 2006   Meeting Type: Annual
Record Date:  FEB 27, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James I. Cash, Jr.         For       For        Management
1.2   Elect Director Sir William M. Castell     For       For        Management
1.3   Elect Director Ann M. Fudge               For       For        Management
1.4   Elect Director Claudio X. Gonzalez        For       Withhold   Management
1.5   Elect Director Jeffrey R. Immelt          For       For        Management
1.6   Elect Director Andrea Jung                For       For        Management
1.7   Elect Director Alan G. Lafley             For       For        Management
1.8   Elect Director Robert W. Lane             For       For        Management
1.9   Elect Director Ralph S. Larsen            For       For        Management
1.10  Elect Director Rochelle B. Lazarus        For       For        Management
1.11  Elect Director Sam Nunn                   For       For        Management
1.12  Elect Director Roger S. Penske            For       For        Management
1.13  Elect Director Robert J. Swieringa        For       For        Management
1.14  Elect Director Douglas A. Warner, III     For       For        Management
1.15  Elect Director Robert C. Wright           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Restore or Provide for Cumulative Voting  Against   Against    Shareholder
4     Adopt Policy on Overboarded Directors     Against   For        Shareholder
5     Company-Specific -- One Director from the Against   Against    Shareholder
      Ranks of the Retirees
6     Separate Chairman and CEO Positions       Against   Against    Shareholder
7     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors
8     Report on Environmental Policies          Against   Against    Shareholder


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

GENERAL MILLS, INC.

Ticker:       GIS            Security ID:  370334104
Meeting Date: SEP 26, 2005   Meeting Type: Annual
Record Date:  JUL 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Paul Danos                 For       For        Management
1.2   Elect Director William T. Esrey           For       For        Management
1.3   Elect Director Raymond V. Gilmartin       For       For        Management
1.4   Elect Director Judith Richards Hope       For       For        Management
1.5   Elect Director Heidi G. Miller            For       For        Management
1.6   Elect Director H. Ochoa-Brillembourg      For       For        Management
1.7   Elect Director Steve Odland               For       For        Management
1.8   Elect Director Michael D. Rose            For       For        Management
1.9   Elect Director Robert L. Ryan             For       For        Management
1.10  Elect Director Stephen W. Sanger          For       For        Management
1.11  Elect Director A. Michael Spence          For       For        Management
1.12  Elect Director Dorothy A. Terrell         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Hire Advisor/Maximize Shareholder Value   Against   Against    Shareholder


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

GENWORTH FINANCIAL, INC.

Ticker:       GNW            Security ID:  37247D106
Meeting Date: MAY 17, 2006   Meeting Type: Annual
Record Date:  MAR 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frank J. Borelli           For       For        Management
1.2   Elect Director Michael D. Fraizer         For       For        Management
1.3   Elect Director Nancy J. Karch             For       For        Management
1.4   Elect Director J. Robert Bob Kerrey       For       For        Management
1.5   Elect Director Saiyid T. Naqvi            For       For        Management
1.6   Elect Director James A. Parke             For       For        Management
1.7   Elect Director James S. Riepe             For       For        Management
1.8   Elect Director Thomas B. Wheeler          For       For        Management
2     Ratify Auditors                           For       For        Management


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

GLAXOSMITHKLINE PLC (FORMERLY GLAXO WELLCOME PLC )

Ticker:       GSK            Security ID:  37733W105
Meeting Date: MAY 17, 2006   Meeting Type: Annual
Record Date:  MAR 10, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     TO RECEIVE AND ADOPT THE DIRECTORS        For       For        Management
      REPORT AND THE FINANCIAL STATEMENTS
2     TO APPROVE THE REMUNERATION REPORT        For       For        Management
3     TO ELECT DR MONCEF SLAOUI AS A DIRECTOR   For       For        Management
4     TO ELECT MR TOM DE SWAAN AS A DIRECTOR    For       For        Management
5     TO RE-ELECT MR LARRY CULP AS A DIRECTOR   For       For        Management
6     TO RE-ELECT SIR CRISPIN DAVIS AS A        For       For        Management
      DIRECTOR
7     TO RE-ELECT DR RONALDO SCHMITZ AS A       For       For        Management
      DIRECTOR
8     Ratify Auditors                           For       For        Management
9     REMUNERATION OF AUDITORS                  For       For        Management
10    TO AUTHORISE THE COMPANY TO MAKE          For       For        Management
      DONATIONS TO EU POLITICAL ORGANISATIONS
      AND INCUR EU POLITICAL EXPENDITURE
11    AUTHORITY TO ALLOT SHARES                 For       For        Management
12    DISAPPLICATION OF PRE-EMPTION RIGHTS      For       For        Management
      (INDICATES A SPECIAL RESOLUTION)
13    AUTHORITY FOR THE COMPANY TO PURCHASE ITS For       For        Management
      OWN SHARES (INDICATES A SPECIAL
      RESOLUTION)


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

GLOBAL SANTA FE CORP.(FORMERLY SANTA FE INTERNATIONAL CORP)

Ticker:       GSF            Security ID:  G3930E101
Meeting Date: MAY 23, 2006   Meeting Type: Annual
Record Date:  MAR 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Thomas W. Cason           For       For        Management
1.2   Elect  Director Jon A. Marshall           For       For        Management
1.3   Elect  Director Carroll W. Suggs          For       For        Management
2     AMEND THE COMPANY S AMENDED AND RESTATED  For       For        Management
      ARTICLES OF ASSOCIATION, AS AMENDED TO
      DATE; TO PROVIDE THAT THE ISSUANCE OF
      PREFERENCE SHARES IS NOT A VARIATION OF
      THE RIGHTS OF THE HOLDERS OF ORDINARY
      SHARES AND TO MAKE A RELATED CLARIFYING
      CHANGE, AND AMEND
3     AMEND THE EXISTING ARTICLES OF            For       For        Management
      ASSOCIATION TO INCREASE THE COMPANY S
      FLEXIBILITY IN REPURCHASING ITS SHARES.
4     AMEND THE EXISTING ARTICLES OF            For       For        Management
      ASSOCIATION TO DELETE OBSOLETE PROVISIONS
      RELATING TO KUWAIT PETROLEUM CORPORATION
      AND ITS AFFILIATES.
5     AMEND THE EXISTING MEMORANDUM OF          For       For        Management
      ASSOCIATION AND THE EXISTING ARTICLES OF
      ASSOCIATION TO CLARIFY, UPDATE AND MAKE
      MINOR CHANGES TO CERTAIN PROVISIONS.
6     AMEND AND RESTATE THE EXISTING MEMORANDUM For       For        Management
      OF ASSOCIATION AND THE EXISTING ARTICLES
      OF ASSOCIATION TO INCORPORATE ALL
      PREVIOUS AMENDMENTS THERETO.
7     Ratify Auditors                           For       For        Management


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

HARLEY-DAVIDSON, INC.

Ticker:       HDI            Security ID:  412822108
Meeting Date: APR 29, 2006   Meeting Type: Annual
Record Date:  MAR 9, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Jeffrey L. Bluestein       For       For        Management
1.2   Elect Director Donald A. James            For       For        Management
1.3   Elect Director James A. Norling           For       For        Management
1.4   Elect Director James L. Ziemer            For       For        Management
2     Ratify Auditors                           For       For        Management


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

HCA, INC.

Ticker:       HCA            Security ID:  404119109
Meeting Date: MAY 25, 2006   Meeting Type: Annual
Record Date:  MAR 31, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director C. Michael Armstrong       For       For        Management
1.2   Elect Director Magdalena H. Averhoff,     For       For        Management
      M.D.
1.3   Elect Director Jack O. Bovender, Jr.      For       For        Management
1.4   Elect Director Richard M. Bracken         For       For        Management
1.5   Elect Director Martin Feldstein           For       For        Management
1.6   Elect Director Thomas F. Frist, Jr., M.D. For       For        Management
1.7   Elect Director Frederick W. Gluck         For       For        Management
1.8   Elect Director Glenda A. Hatchett         For       For        Management
1.9   Elect Director Charles O. Holliday, Jr.   For       For        Management
1.10  Elect Director T. Michael Long            For       For        Management
1.11  Elect Director John H. McArthur           For       For        Management
1.12  Elect Director Kent C. Nelson             For       For        Management
1.13  Elect Director Frank S. Royal, M.D.       For       For        Management
1.14  Elect Director Harold T. Shapiro          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Performance-Based                         Against   Against    Shareholder
4     Stock Retention/Holding Period            Against   For        Shareholder


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

HEWLETT-PACKARD CO.

Ticker:       HPQ            Security ID:  428236103
Meeting Date: MAR 15, 2006   Meeting Type: Annual
Record Date:  JAN 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director P.C. Dunn                  For       For        Management
1.2   Elect Director L.T. Babbio, Jr.           For       For        Management
1.3   Elect Director S.M. Baldauf               For       For        Management
1.4   Elect Director R.A. Hackborn              For       For        Management
1.5   Elect Director J.H. Hammergren            For       For        Management
1.6   Elect Director M.V. Hurd                  For       For        Management
1.7   Elect Director G.A. Keyworth Ii           For       For        Management
1.8   Elect Director T.J. Perkins               For       For        Management
1.9   Elect Director R.L. Ryan                  For       For        Management
1.10  Elect Director L.S. Salhany               For       For        Management
1.11  Elect Director R.P. Wayman                For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
5     Claw-Back of Payments under Restatement   Against   Against    Shareholder


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

HONEYWELL INTERNATIONAL, INC.

Ticker:       HON            Security ID:  438516106
Meeting Date: APR 24, 2006   Meeting Type: Annual
Record Date:  FEB 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Gordon M. Bethune          For       For        Management
1.2   Elect Director Jaime Chico Pardo          For       For        Management
1.3   Elect Director David M. Cote              For       For        Management
1.4   Elect Director D. Scott Davis             For       For        Management
1.5   Elect Director Linnet F. Deily            For       For        Management
1.6   Elect Director Clive R. Hollick           For       For        Management
1.7   Elect Director James J. Howard            For       For        Management
1.8   Elect Director Bruce Karatz               For       For        Management
1.9   Elect Director Russell E. Palmer          For       For        Management
1.10  Elect Director Ivan G. Seidenberg         For       For        Management
1.11  Elect Director Bradley T. Sheares         For       For        Management
1.12  Elect Director Eric K. Shinseki           For       For        Management
1.13  Elect Director John R. Stafford           For       For        Management
1.14  Elect Director Michael W. Wright          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Approve Non-Employee Director Omnibus     For       For        Management
      Stock Plan
5     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
6     Compensation- Director Compensation       Against   Against    Shareholder
7     Claw-back of Payments under Restatements  Against   For        Shareholder
8     Report on Public Welfare Initiative       Against   Against    Shareholder
9     Eliminate or Restrict Severance           Against   Against    Shareholder
      Agreements (Change-in-Control)


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

INTERNATIONAL BUSINESS MACHINES CORP.

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

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


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

INTERNATIONAL PAPER CO.

Ticker:       IP             Security ID:  460146103
Meeting Date: MAY 8, 2006    Meeting Type: Annual
Record Date:  MAR 16, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John L. Townsend, III      For       For        Management
1.2   Elect Director John F. Turner             For       For        Management
1.3   Elect Director Alberto Weisser            For       For        Management
1.4   Elect Director John V. Faraci             For       For        Management
1.5   Elect Director Donald F. McHenry          For       For        Management
1.6   Elect Director William G. Walter          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
4     Sustainable Forestry Report               Against   Against    Shareholder
5     Declassify the Board of Directors         Against   For        Shareholder


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

INTERPUBLIC GROUP OF COMPANIES, INC., THE

Ticker:       IPG            Security ID:  460690100
Meeting Date: MAY 25, 2006   Meeting Type: Annual
Record Date:  APR 3, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frank J. Borelli           For       For        Management
1.2   Elect Director Reginald K. Brack          For       For        Management
1.3   Elect Director Jill M. Considine          For       For        Management
1.4   Elect Director Richard A. Goldstein       For       For        Management
1.5   Elect Director H. Jogn Greeniaus          For       For        Management
1.6   Elect Director Michael I. Roth            For       For        Management
1.7   Elect Director J. Phillip Samper          For       For        Management
1.8   Elect Director David M. Thomas            For       For        Management
2     Approve Omnibus Stock Plan                For       Against    Management
3     Ratify Auditors                           For       For        Management
4     Separate Chairman and CEO Positions       Against   Against    Shareholder
5     Claw-back of Payments under Restatements  Against   Against    Shareholder


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

INTERPUBLIC GROUP OF COMPANIES, INC., THE

Ticker:       IPG            Security ID:  460690100
Meeting Date: NOV 14, 2005   Meeting Type: Annual
Record Date:  SEP 20, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Frank J. Borelli          For       For        Management
1.2   Elect  Director Reginald K. Brack         For       For        Management
1.3   Elect  Director Jill M. Considine         For       For        Management
1.4   Elect  Director Richard A. Goldstein      For       For        Management
1.5   Elect  Director H. John Greeniaus         For       For        Management
1.6   Elect  Director Michael I. Roth           For       For        Management
1.7   Elect  Director J. Phillip Samper         For       For        Management
1.8   Elect  Director David M. Thomas           For       For        Management
2     Approve Qualified Employee Stock Purchase For       For        Management
      Plan
3     Ratify Auditors                           For       For        Management
4     Seek Sale of Company/Assets               Against   Against    Shareholder


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

INTERSIL CORPORATION

Ticker:       ISIL           Security ID:  46069S109
Meeting Date: MAY 10, 2006   Meeting Type: Annual
Record Date:  MAR 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard M. Beyer           For       For        Management
1.2   Elect Director Dr. Robert W. Conn         For       For        Management
1.3   Elect Director James V. Diller            For       For        Management
1.4   Elect Director Gary E. Gist               For       For        Management
1.5   Elect Director Mercedes Johnson           For       For        Management
1.6   Elect Director Gregory Lang               For       For        Management
1.7   Elect Director Jan Peeters                For       For        Management
1.8   Elect Director Robert N. Pokelwaldt       For       For        Management
1.9   Elect Director James A. Urry              For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management


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

JPMORGAN CHASE & CO.

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 16, 2006   Meeting Type: Annual
Record Date:  MAR 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John H. Biggs              For       For        Management
1.2   Elect Director Stephen B. Burke           For       For        Management
1.3   Elect Director James S. Crown             For       For        Management
1.4   Elect Director James Dimon                For       For        Management
1.5   Elect Director Ellen V. Futter            For       For        Management
1.6   Elect Director William H. Gray, III       For       For        Management
1.7   Elect Director William B. Harrison, Jr.   For       For        Management
1.8   Elect Director Laban P. Jackson, Jr.      For       For        Management
1.9   Elect Director John W. Kessler            For       For        Management
1.10  Elect Director Robert I. Lipp             For       For        Management
1.11  Elect Director Richard A. Manoogian       For       For        Management
1.12  Elect Director David C. Novak             For       For        Management
1.13  Elect Director Lee R. Raymond             For       For        Management
1.14  Elect Director William C. Weldon          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Put Repricing of Stock Options to         Against   Against    Shareholder
      Shareholder Vote
4     Performance-Based Equity Awards           Against   Against    Shareholder
5     Separate Chairman and CEO Positions       Against   Against    Shareholder
6     Remove Reference to Sexual Orientation    Against   Against    Shareholder
      from EEO Statement
7     Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
8     Report on Lobbying Activities             Against   For        Shareholder
9     Report on Political Contributions         Against   Against    Shareholder
10    Approve Terms of Existing Poison Pill     Against   Against    Shareholder
11    Provide for Cumulative Voting             Against   Against    Shareholder
12    Claw-back of Payments under Restatements  Against   Against    Shareholder
13    Require Director Nominee Qualifications   Against   Against    Shareholder


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

JUNIPER NETWORKS, INC.

Ticker:       JNPR           Security ID:  48203R104
Meeting Date: MAY 18, 2006   Meeting Type: Annual
Record Date:  MAR 21, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Scott Kriens               For       For        Management
1.2   Elect Director Stratton Sclavos           For       For        Management
1.3   Elect Director William R. Stensrud        For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

KIMBERLY-CLARK CORP.

Ticker:       KMB            Security ID:  494368103
Meeting Date: APR 27, 2006   Meeting Type: Annual
Record Date:  FEB 27, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Dennis R. Beresford        For       For        Management
1.2   Elect Director Abelardo E. Bru            For       For        Management
1.3   Elect Director Thomas J. Falk             For       For        Management
1.4   Elect Director Mae C. Jemison, M.D.       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         Against   For        Shareholder
4     Adopt ILO Standards                       Against   Against    Shareholder
5     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
6     Report on Feasibility of Phasing Out the  Against   Against    Shareholder
      Use of Non-certified Wood Fiber


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

LIMITED BRANDS

Ticker:       LTD            Security ID:  532716107
Meeting Date: MAY 22, 2006   Meeting Type: Annual
Record Date:  APR 5, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director E. Gordon Gee              For       For        Management
1.2   Elect Director James L. Heskett           For       For        Management
1.3   Elect Director Allan R. Tessler           For       For        Management
1.4   Elect Director Abigail S. Wexner          For       For        Management


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

MASCO CORP.

Ticker:       MAS            Security ID:  574599106
Meeting Date: MAY 9, 2006    Meeting Type: Annual
Record Date:  MAR 15, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Thomas G. Denomme          For       For        Management
1.2   Elect Director Richard A. Manoogian       For       For        Management
1.3   Elect Director Mary Ann Van Lokeren       For       For        Management
2     Ratify Auditors                           For       For        Management


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

MCDONALD'S CORP.

Ticker:       MCD            Security ID:  580135101
Meeting Date: MAY 25, 2006   Meeting Type: Annual
Record Date:  MAR 27, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert A. Eckert           For       For        Management
1.2   Elect Director Enrique Hernandez, Jr.     For       For        Management
1.3   Elect Director Jeanne P. Jackson          For       For        Management
1.4   Elect Director Richard H. Lenny           For       For        Management
1.5   Elect Director Andrew J. McKenna          For       For        Management
1.6   Elect Director Sheila A. Penrose          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Submit Severance Agreement (Change in     Against   Against    Shareholder
      Control) to shareholder Vote
4     Identify Food Products Manufactured or    Against   Against    Shareholder
      Sold that Contain Genetically Engineered
      Ingredients


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

MELLON FINANCIAL CORP.

Ticker:       MEL            Security ID:  58551A108
Meeting Date: APR 18, 2006   Meeting Type: Annual
Record Date:  FEB 10, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Paul L. Cejas              For       For        Management
1.2   Elect Director Seward Prosser Mellon      For       For        Management
1.3   Elect Director Mark A. Nordenberg         For       For        Management
1.4   Elect Director W.E. Strickland, Jr.       For       For        Management
2     Approve Non-Employee Director Restricted  For       For        Management
      Stock Plan
3     Amend Vote Requirements to Amend          Against   For        Shareholder
      Articles/Bylaws/Charter
4     Ratify Auditors                           For       For        Management


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

MICRON TECHNOLOGY, INC.

Ticker:       MU             Security ID:  595112103
Meeting Date: DEC 6, 2005    Meeting Type: Annual
Record Date:  OCT 12, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Steven R. Appleton         For       For        Management
1.2   Elect Director James W. Bagley            For       For        Management
1.3   Elect Director Mercedes Johnson           For       For        Management
1.4   Elect Director Robert A. Lothrop          For       For        Management
1.5   Elect Director Lawrence N. Mondry         For       For        Management
1.6   Elect Director Gordon C. Smith            For       For        Management
1.7   Elect Director William P. Weber           For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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

MICROSOFT CORP.

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

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


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

MORGAN STANLEY

Ticker:       MS             Security ID:  617446448
Meeting Date: APR 4, 2006    Meeting Type: Annual
Record Date:  FEB 3, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Roy J. Bostock             For       For        Management
1.2   Elect Director Erskine B. Bowles          For       For        Management
1.3   Elect Director C. Robert Kidder           For       For        Management
1.4   Elect Director John J. Mack               For       For        Management
1.5   Elect Director Donald T. Nicolaisen       For       For        Management
1.6   Elect Director Hutham S. Olayan           For       For        Management
1.7   Elect Director O. Griffith Sexton         For       For        Management
1.8   Elect Director Howard J. Davies           For       For        Management
1.9   Elect Director Charles H. Noski           For       For        Management
1.10  Elect Director Laura D'Andrea Tyson       For       For        Management
1.11  Elect Director Klaus Zumwinkel            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Amend Articles/Bylaws/Remove plurality    For       For        Management
      voting for directors
5     Amend Articles/Bylaws/Eliminate           For       For        Management
      supermajority voting requirements
6     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
7     Amend Vote Requirements to Amend          Against   For        Shareholder
      Articles/Bylaws/Charter
8     Submit Severance Agreement (Change in     Against   Against    Shareholder
      Control) to shareholder Vote


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

MURPHY OIL CORP.

Ticker:       MUR            Security ID:  626717102
Meeting Date: MAY 10, 2006   Meeting Type: Annual
Record Date:  MAR 13, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frank W. Blue              For       For        Management
1.2   Elect Director George S. Dembroski        For       For        Management
1.3   Elect Director Clairborne P. Deming       For       For        Management
1.4   Elect Director Robert A. Hermes           For       For        Management
1.5   Elect Director R. Madison Murphy          For       For        Management
1.6   Elect Director William C. Nolan, Jr.      For       For        Management
1.7   Elect Director Ivar B. Ramberg            For       For        Management
1.8   Elect Director Neal E. Schmale            For       For        Management
1.9   Elect Director David J.H. Smith           For       For        Management
1.10  Elect Director Caroline G. Theus          For       For        Management
2     Ratify Auditors                           For       For        Management


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

NESTLE SA

Ticker:       NSRGF          Security ID:  H57312466
Meeting Date: APR 6, 2006    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       Did Not    Management
      Reports                                             Vote
2     Approve Discharge of Board and Senior     For       Did Not    Management
      Management                                          Vote
3     Approve Allocation of Income and          For       Did Not    Management
      Dividends of CHF 9 per Share                        Vote
4     Approve CHF 2.8 Million Reduction in      For       Did Not    Management
      Share Capital                                       Vote
5.1   Reelect Jean-Pierre Meyers as Director    For       Did Not    Management
                                                          Vote
5.2   Reelect Andre Kudelski as Director        For       Did Not    Management
                                                          Vote
5.3   Elect Naina Kidwai as Director            For       Did Not    Management
                                                          Vote
5.4   Elect Jean-Rene Fourtou as Director       For       Did Not    Management
                                                          Vote
5.5   Elect Steven Hoch as Director             For       Did Not    Management
                                                          Vote
6     Amend Articles Re: Mandate Board to Draft For       Did Not    Management
      Revised Articles; Waive Quorum                      Vote
      Requirement and Reduce Supermajority
      Requirement for Adoption of Revised
      Articles at 2007 AGM or Later


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

NESTLE SA

Ticker:       NSRGY          Security ID:  H57312466
Meeting Date: AUG 26, 2005   Meeting Type: Annual
Record Date:  JUL 26, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     SHARE CAPITAL - SHARES - RESTRICTIONS.    None      Did Not    Management
      ABOLISH THIS 3% VOTING LIMIT? FOR=NO                Vote
      CHANGE//AGAINST=NO
      OPINION//WITHHOLD=ABOLISH THE ARTICLE
2     ORGANISATION OF THE COMPANY - SPECIAL     None      Did Not    Management
      QUORUM. ABOLISH THE NEED FOR SPECIAL                Vote
      QUORUMS? FOR=NO CHANGE//AGAINST=NO
      OPINION//WITHHOLD=ABOLISH THE ARTICLE
3     ORGANISATION OF THE COMPANY - QUALIFIED   None      Did Not    Management
      MAJORITIES. ABOLISH NEED FOR QUALIFIED              Vote
      MAJORITIES OF PRESENT SHAREHOLDERS?
      FOR=NO CHANGE//AGAINST=NO
      OPINION//WITHHOLD=ABOLISH THE ARTICLE
4     BOARD OF DIRECTORS - TERM OF OFFICE. IN   None      Did Not    Management
      VIEW OF THE COMPLEXITY OF THE GROUP, MY             Vote
      PREFERENCE IS A TERM OF OFFICE DIRECTORS.
      FOR=5 YEARS//AGAINST=4 YEARS//WITHHOLD=3
      YEARS
5     AUDITOR - TERM OF OFFICE. IN VIEW OF THE  None      Did Not    Management
      COMPLEXITY OF THE GROUP, MY PREFERENCE IS           Vote
      A TERM OF OFFICE FOR AUDITORS. FOR=3
      YEARS//AGAINST=2 YEARS//WITHHOLD=1 YEAR


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

NORTHROP GRUMMAN CORP.

Ticker:       NOC            Security ID:  666807102
Meeting Date: MAY 17, 2006   Meeting Type: Annual
Record Date:  MAR 21, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John T. Chain, Jr.         For       For        Management
1.2   Elect Director Vic Fazio                  For       For        Management
1.3   Elect Director Stephen E. Frank           For       For        Management
1.4   Elect Director Charles R. Larson          For       For        Management
1.5   Elect Director Richard B. Myers           For       For        Management
1.6   Elect Director Ronald D. Sugar            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Articles/Bylaws/Charter-Non-Routine For       For        Management
4     Separate Chairman and CEO Positions       Against   Against    Shareholder


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

OFFICE DEPOT, INC.

Ticker:       ODP            Security ID:  676220106
Meeting Date: MAY 12, 2006   Meeting Type: Annual
Record Date:  MAR 10, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Lee A. Ault, III           For       For        Management
1.2   Elect Director Neil R. Austrian           For       For        Management
1.3   Elect Director David W. Bernauer          For       For        Management
1.4   Elect Director Abelardo E. Bru            For       For        Management
1.5   Elect Director David I. Fuente            For       For        Management
1.6   Elect Director Brenda J. Gaines           For       For        Management
1.7   Elect Director Myra M. Hart               For       For        Management
1.8   Elect Director W. Scott Hedrick           For       For        Management
1.9   Elect Director Michael J. Myers           For       For        Management
1.10  Elect Director Steve Odland               For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

PNC FINANCIAL SERVICES GROUP, INC.

Ticker:       PNC            Security ID:  693475105
Meeting Date: APR 25, 2006   Meeting Type: Annual
Record Date:  FEB 28, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Mr. Chellgren              For       For        Management
1.2   Elect Director Mr. Clay                   For       For        Management
1.3   Elect Director Mr. Cooper                 For       For        Management
1.4   Elect Director Mr. Davidson               For       For        Management
1.5   Elect Director Ms. James                  For       For        Management
1.6   Elect Director Mr. Kelson                 For       For        Management
1.7   Elect Director Mr. Lindsay                For       For        Management
1.8   Elect Director Mr. Massaro                For       For        Management
1.9   Elect Director Mr. O'Brien                For       For        Management
1.10  Elect Director Ms. Pepper                 For       For        Management
1.11  Elect Director Mr. Rohr                   For       For        Management
1.12  Elect Director Ms. Steffes                For       For        Management
1.13  Elect Director Mr. Strigl                 For       For        Management
1.14  Elect Director Mr. Thieke                 For       For        Management
1.15  Elect Director Mr. Usher                  For       For        Management
1.16  Elect Director Mr. Walls                  For       For        Management
1.17  Elect Director Mr. Wehmeier               For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

PRUDENTIAL FINANCIAL INC

Ticker:       PRU            Security ID:  744320102
Meeting Date: MAY 9, 2006    Meeting Type: Annual
Record Date:  MAR 10, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frederic K. Becker         For       For        Management
1.2   Elect Director Gordon M. Bethune          For       For        Management
1.3   Elect Director James G. Cullen            For       For        Management
1.4   Elect Director William H. Gray, III       For       For        Management
1.5   Elect Director Jon F. Hanson              For       For        Management
1.6   Elect Director Constance J. Homer         For       For        Management
1.7   Elect Director James A. Unruh             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Eliminate or Restrict Severance           Against   Against    Shareholder
      Agreements (Change-in-Control)


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

RAYTHEON CO.

Ticker:       RTN            Security ID:  755111507
Meeting Date: MAY 3, 2006    Meeting Type: Annual
Record Date:  MAR 9, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Barbara M. Barrett         For       For        Management
1.2   Elect Director Vernon E. Clark            For       For        Management
1.3   Elect Director Ferdinand                  For       For        Management
      Colloredo-Mansfeld
1.4   Elect Director John M. Deutch             For       For        Management
1.5   Elect Director Frederic M. Poses          For       For        Management
1.6   Elect Director Michael C. Ruettgers       For       For        Management
1.7   Elect Director Ronald L. Skates           For       For        Management
1.8   Elect Director William R. Spivey          For       For        Management
1.9   Elect Director Linda G. Stuntz            For       For        Management
1.10  Elect Director William H. Swanson         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
5     Provide for Cumulative Voting             Against   Against    Shareholder
6     Submit Supplemental Executive Retirement  Against   For        Shareholder
      Plans to Shareholder vote
7     Separate Chairman and CEO Positions       Against   Against    Shareholder


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

RENAISSANCERE HOLDINGS LTD.

Ticker:       RNR            Security ID:  G7496G103
Meeting Date: MAY 31, 2006   Meeting Type: Annual
Record Date:  APR 3, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Thomas A. Cooper          For       Did Not    Management
                                                          Vote
1.2   Elect  Director Neill A. Currie           For       Did Not    Management
                                                          Vote
1.3   Elect  Director W. James Macginnitie      For       Did Not    Management
                                                          Vote
2     Ratify Auditors                           For       Did Not    Management
                                                          Vote


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

SARA LEE CORP.

Ticker:       SLE            Security ID:  803111103
Meeting Date: OCT 27, 2005   Meeting Type: Annual
Record Date:  SEP 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Brenda C. Barnes           For       For        Management
1.2   Elect Director J.T. Battenberg, III       For       For        Management
1.3   Elect Director Charles W. Coker           For       For        Management
1.4   Elect Director James S. Crown             For       For        Management
1.5   Elect Director Willie D. Davis            For       For        Management
1.6   Elect Director Laurette T. Koellner       For       For        Management
1.7   Elect Director Cornelis J.A. Van Lede     For       Withhold   Management
1.8   Elect Director Sir Ian Prosser            For       For        Management
1.9   Elect Director Rozanne L. Ridgway         For       For        Management
1.10  Elect Director Richard L. Thomas          For       For        Management
1.11  Elect Director Jonathan P. Ward           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Qualified Employee Stock Purchase For       For        Management
      Plan
4     Adopt ILO Based Code of Conduct           Against   Against    Shareholder
5     Eliminate or Restrict Severance           Against   Against    Shareholder
      Agreements (Change-in-Control)
6     Submit Shareholder Rights Plan (Poison    Against   For        Shareholder
      Pill) to Shareholder Vote


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

SCHERING-PLOUGH CORP.

Ticker:       SGP            Security ID:  806605101
Meeting Date: MAY 19, 2006   Meeting Type: Annual
Record Date:  MAR 20, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Thomas J. Colligan         For       For        Management
1.2   Elect Director C. Robert Kidder           For       For        Management
1.3   Elect Director Carl E. Mundy, Jr.         For       For        Management
1.4   Elect Director Patricia F. Russo          For       For        Management
1.5   Elect Director Arthur F. Weinbach         For       For        Management
2     Ratify Auditor                            For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Approve Outside Director Stock            For       For        Management
      Awards/Options in Lieu of Cash
5     Approve Omnibus Stock Plan                For       For        Management
6     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
7     Adopt Simple Majority Vote Requirement    Against   For        Shareholder


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

SCHLUMBERGER LTD.

Ticker:       SLB            Security ID:  806857108
Meeting Date: APR 12, 2006   Meeting Type: Annual
Record Date:  MAR 1, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director J. Deutch                 For       For        Management
1.2   Elect  Director J.S. Gorelick             For       For        Management
1.3   Elect  Director A. Gould                  For       For        Management
1.4   Elect  Director T. Isaac                  For       For        Management
1.5   Elect  Director A. Lajous                 For       For        Management
1.6   Elect  Director A. Levy-Lang              For       For        Management
1.7   Elect  Director M.E. Marks                For       For        Management
1.8   Elect  Director D. Primat                 For       For        Management
1.9   Elect  Director T.I. Sandvold             For       For        Management
1.10  Elect  Director N. Seydoux                For       For        Management
1.11  Elect  Director L.G. Stuntz               For       For        Management
1.12  Elect  Director R. Talwar                 For       For        Management
2     ADOPTION AND APPROVAL OF FINANCIALS AND   For       For        Management
      DIVIDENDS
3     ADOPTION OF AMENDMENT TO THE ARTICLES OF  For       For        Management
      INCORPORATION
4     APPROVAL OF AMENDMENT AND RESTATEMENT OF  For       For        Management
      THE SCHLUMBERGER 2005 STOCK OPTION PLAN
5     APPROVAL OF INDEPENDENT REGISTERED PUBLIC For       For        Management
      ACCOUNTING FIRM


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

SYMANTEC CORP.

Ticker:       SYMC           Security ID:  871503108
Meeting Date: SEP 16, 2005   Meeting Type: Annual
Record Date:  JUL 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Gary L. Bloom              For       For        Management
1.2   Elect Director Michael Brown              For       For        Management
1.3   Elect Director William T. Coleman         For       For        Management
1.4   Elect Director David L. Mahoney           For       For        Management
1.5   Elect Director Robert S. Miller           For       For        Management
1.6   Elect Director George Reyes               For       For        Management
1.7   Elect Director David Roux                 For       For        Management
1.8   Elect Director Daniel H. Schulman         For       For        Management
1.9   Elect Director John W. Thompson           For       For        Management
1.10  Elect Director V. Paul Unruh              For       For        Management
2     Ratify Auditors                           For       For        Management


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

TEXTRON INC.

Ticker:       TXT            Security ID:  883203101
Meeting Date: APR 26, 2006   Meeting Type: Annual
Record Date:  MAR 3, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Lewis B. Campbell          For       For        Management
1.2   Elect Director Lawrence K. Fish           For       For        Management
1.3   Elect Director Joe T. Ford                For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Depleted Uranium Weapons        Against   Against    Shareholder
      Components
4     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

TOTAL SA (FORMERLY TOTAL FINA ELF  S.A )

Ticker:       TOT            Security ID:  89151E109
Meeting Date: MAY 12, 2006   Meeting Type: Annual
Record Date:  APR 12, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     APPROVAL OF PARENT COMPANY FINANCIAL      For       Did Not    Management
      STATEMENTS                                          Vote
2     APPROVAL OF CONSOLIDATED FINANCIAL        For       Did Not    Management
      STATEMENTS                                          Vote
3     ALLOCATION OF EARNINGS, DECLARATION OF    For       Did Not    Management
      DIVIDEND                                            Vote
4     AUTHORIZATION TO BE GIVEN TO THE BOARD OF For       Did Not    Management
      DIRECTORS TO TRANSFER THE SPECIAL                   Vote
      LONG-TERM CAPITAL GAINS RESERVED TO THE
      ACCOUNT
5     AGREEMENTS COVERED BY ARTICLE L.225-38 OF For       Did Not    Management
      THE FRENCH COMMERCIAL CODE                          Vote
6     AUTHORIZATION FOR THE BOARD OF DIRECTORS  For       Did Not    Management
      TO TRADE SHARES OF THE COMPANY                      Vote
7.1   Elect  Director Anne Lauvergeon           For       Did Not    Management
                                                          Vote
7.2   Elect  Director Daniel Bouton             For       Did Not    Management
                                                          Vote
7.3   Elect  Director Bertrand Collomb          For       Did Not    Management
                                                          Vote
7.4   Elect  Director A Jeancourt-Galignani     For       Did Not    Management
                                                          Vote
7.5   Elect  Director Michel Pebereau           For       Did Not    Management
                                                          Vote
7.6   Elect  Director Pierre Vaillaud           For       Did Not    Management
                                                          Vote
7.7   Elect  Director Christophe De Margerie    For       Did Not    Management
                                                          Vote
8     APPROVAL OF THE ASSET CONTRIBUTION BY THE For       Did Not    Management
      COMPANY TO ARKEMA, GOVERNED BY THE LEGAL            Vote
      REGIME APPLICABLE TO DEMERGERS
9     FOUR-FOR-ONE STOCK SPLIT                  For       Did Not    Management
                                                          Vote
10    AMENDMENT OF ARTICLE 11 -3 OF THE COMPANY For       Did Not    Management
      S ARTICLES OF ASSOCIATION  FIXING THE               Vote
      NUMBER OF SHARES OF THE COMPANY
11    RESOLUTION A (NOT APPROVED BY THE BOARD   Against   Did Not    Shareholder
      OF DIRECTORS)                                       Vote
12    RESOLUTION B (NOT APPROVED BY THE BOARD   Against   Did Not    Shareholder
      OF DIRECTORS)                                       Vote


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

TYCO INTERNATIONAL LTD.

Ticker:       TYC            Security ID:  902124106
Meeting Date: MAR 9, 2006    Meeting Type: Annual
Record Date:  JAN 9, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     SET THE MAXIMUM NUMBER OF DIRECTORS AT 12 For       For        Management
2.1   Elect  Director Dennis C. Blair           For       For        Management
2.2   Elect  Director Edward D. Breen           For       For        Management
2.3   Elect  Director Brian Duperreault         For       For        Management
2.4   Elect  Director Bruce S. Gordon           For       For        Management
2.5   Elect  Director Rajiv L. Gupta            For       For        Management
2.6   Elect  Director John A. Krol              For       For        Management
2.7   Elect  Director Mackey J. Mcdonald        For       Withhold   Management
2.8   Elect  Director H. Carl Mccall            For       For        Management
2.9   Elect  Director Brendan R. O'Neill        For       For        Management
2.10  Elect  Director Sandra S. Wijnberg        For       For        Management
2.11  Elect  Director Jerome B. York            For       For        Management
3     AUTHORIZATION FOR THE BOARD OF DIRECTORS  For       For        Management
      TO APPOINT AN ADDITIONAL DIRECTOR TO FILL
      THE VACANCY PROPOSED TO BE CREATED ON THE
      BOARD
4     Ratify Auditors                           For       For        Management


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

UNILEVER N.V.

Ticker:       UN             Security ID:  904784709
Meeting Date: MAY 8, 2006    Meeting Type: Annual
Record Date:  MAR 15, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     ADOPTION OF THE ANNUAL ACCOUNTS AND       For       Did Not    Management
      APPROPRIATION OF THE PROFIT FOR THE 2005            Vote
      FINANCIAL YEAR.
2     DISCHARGE OF THE EXECUTIVE DIRECTORS.     For       Did Not    Management
                                                          Vote
3     DISCHARGE OF THE NON-EXECUTIVE DIRECTORS. For       Did Not    Management
                                                          Vote
4     SHARE EQUALIZATION.                       For       Did Not    Management
                                                          Vote
5     APPROVAL: SHARE EQUALIZATION              For       Did Not    Management
                                                          Vote
6     ALTERATION III TO THE ARTICLES OF         For       Did Not    Management
      ASSOCIATION. BOARD OF NOMINATION                    Vote
      PROCEDURE.
7     ALIGNMENT OF DIVIDEND GENERATING CAPACITY For       Did Not    Management
      AND DIVIDEND ENTITLEMENTS.                          Vote
8.1   Elect  Director Pj Cescau                 For       Did Not    Management
                                                          Vote
8.2   Elect  Director Cj Van Der Graaf          For       Did Not    Management
                                                          Vote
8.3   Elect  Director Rd Kugler                 For       Did Not    Management
                                                          Vote
8.4   Elect  Director Rhp Markham               For       Did Not    Management
                                                          Vote
8.5   Elect  Director A Burgmans                For       Did Not    Management
                                                          Vote
8.6   Elect  Director The Lord Brittan          For       Did Not    Management
                                                          Vote
8.7   Elect  Director The Baroness Chalker      For       Did Not    Management
                                                          Vote
8.8   Elect  Director Professor W Dik           For       Did Not    Management
                                                          Vote
8.9   Elect  Director The Lord Simon            For       Did Not    Management
                                                          Vote
8.10  Elect  Director J Van Der Veer            For       Did Not    Management
                                                          Vote
8.11  Elect  Director Ce Golden                 For       Did Not    Management
                                                          Vote
8.12  Elect  Director Dr Be Grote               For       Did Not    Management
                                                          Vote
8.13  Elect  Director J-C Spinetta              For       Did Not    Management
                                                          Vote
8.14  Elect  Director Kj Storm                  For       Did Not    Management
                                                          Vote
9     REMUNERATION OF NON-EXECUTIVE DIRECTORS.  For       Did Not    Management
                                                          Vote
10    Ratify Auditors                           For       Did Not    Management
                                                          Vote
11    DESIGNATION OF THE BOARD OF DIRECTORS AS  For       Did Not    Management
      THE COMPANY BODY AUTHORIZED IN RESPECT OF           Vote
      THE ISSUE OF SHARES IN THE COMPANY.
12    AUTHORIZATION OF THE BOARD OF DIRECTORS   For       Did Not    Management
      TO PURCHASE SHARES IN THE COMPANY AND               Vote
      DEPOSITARY RECEIPTS THEREFOR.


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

UNITED STATES STEEL CORP.

Ticker:       X              Security ID:  912909108
Meeting Date: APR 25, 2006   Meeting Type: Annual
Record Date:  FEB 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director J. Gary Cooper             For       For        Management
1.2   Elect Director Frank J. Lucchino          For       For        Management
1.3   Elect Director Seth E. Schofield          For       For        Management
1.4   Elect Director John P. Suma               For       For        Management
2     Ratify Auditors                           For       For        Management


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

UNITED TECHNOLOGIES CORP.

Ticker:       UTX            Security ID:  913017109
Meeting Date: APR 12, 2006   Meeting Type: Annual
Record Date:  FEB 14, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Louis R. Chenevert         For       For        Management
1.2   Elect Director George David               For       For        Management
1.3   Elect Director John V. Faraci             For       For        Management
1.4   Elect Director Jean-Pierre Garnier        For       For        Management
1.5   Elect Director Jamie S. Gorelick          For       For        Management
1.6   Elect Director Charles R. Lee             For       For        Management
1.7   Elect Director Richard D. McCormick       For       For        Management
1.8   Elect Director Harold McGraw, III         For       For        Management
1.9   Elect Director Frank P. Popoff, III       For       For        Management
1.10  Elect Director H. Patrick Swygert         For       For        Management
1.11  Elect Director Andre Villeneuve           For       For        Management
1.12  Elect Director H.A. Wagner                For       For        Management
1.13  Elect Director Christine Todd Whitman     For       For        Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management
4     Establish Term Limits for Directors       Against   Against    Shareholder
5     Report on Foreign Sales of Military       Against   Against    Shareholder
      Products


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

VERIZON COMMUNICATIONS

Ticker:       VZ             Security ID:  92343V104
Meeting Date: MAY 4, 2006    Meeting Type: Annual
Record Date:  MAR 6, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James R. Barker            For       For        Management
1.2   Elect Director Richard L. Carrion         For       For        Management
1.3   Elect Director Robert W. Lane             For       For        Management
1.4   Elect Director Sandra O. Moose            For       For        Management
1.5   Elect Director Joseph Neubauer            For       For        Management
1.6   Elect Director Donald T. Nicolaisen       For       For        Management
1.7   Elect Director Thomas H. O'Brien          For       For        Management
1.8   Elect Director Clarence Otis, Jr.         For       For        Management
1.9   Elect Director Hugh B. Price              For       For        Management
1.10  Elect Director Ivan G. Seidenberg         For       For        Management
1.11  Elect Director Walter V. Shipley          For       For        Management
1.12  Elect Director John R. Stafford           For       For        Management
1.13  Elect Director Robert D. Storey           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Restore or Provide for Cumulative Voting  Against   Against    Shareholder
4     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
5     Require Majority of Independent Directors Against   Against    Shareholder
      on Board
6     Company-Specific-Directors on Common      Against   Against    Shareholder
      Boards
7     Separate Chairman and CEO Positions       Against   Against    Shareholder
8     Performance-Based and/or Time-Based       Against   Against    Shareholder
      Equity Awards
9     Report on Political Contributions         Against   Against    Shareholder


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

VIACOM INC.

Ticker:       VIA.B          Security ID:  92553P201
Meeting Date: MAY 24, 2006   Meeting Type: Annual
Record Date:  MAR 31, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director George S. Abrams           For       For        Management
1.2   Elect Director Philippe P. Dauman         For       For        Management
1.3   Elect Director Thomas E. Dooley           For       For        Management
1.4   Elect Director Thomas E. Freston          For       For        Management
1.5   Elect Director Ellen V. Futter            For       For        Management
1.6   Elect Director Alan C. Greenberg          For       For        Management
1.7   Elect Director Robert K. Kraft            For       For        Management
1.8   Elect Director Charles E. Phillips, Jr.   For       For        Management
1.9   Elect Director Shari Redstone             For       For        Management
1.10  Elect Director Sumner M. Redstone         For       For        Management
1.11  Elect Director Frederic V. Salerno        For       For        Management
1.12  Elect Director William Schwartz           For       For        Management
2     Ratify Auditors                           For       For        Management


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

WALT DISNEY COMPANY, THE

Ticker:       DIS            Security ID:  254687106
Meeting Date: MAR 10, 2006   Meeting Type: Annual
Record Date:  JAN 9, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John E. Bryson             For       For        Management
1.2   Elect Director John S. Chen               For       For        Management
1.3   Elect Director Judith L. Estrin           For       For        Management
1.4   Elect Director Robert A. Iger             For       For        Management
1.5   Elect Director Fred H. Langhammer         For       For        Management
1.6   Elect Director Aylin B. Lewis             For       For        Management
1.7   Elect Director Monica C. Lozano           For       For        Management
1.8   Elect Director Robert W. Matschullat      For       For        Management
1.9   Elect Director George J. Mitchell         For       For        Management
1.10  Elect Director Leo J. O' Donovan, S.J.    For       For        Management
1.11  Elect Director John E. Pepper, Jr.        For       For        Management
1.12  Elect Director Orin C. Smith              For       For        Management
1.13  Elect Director Gary L. Wilson             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Company-Specific -- Shareholder           Against   Against    Shareholder
      Miscellaneous
4     Report on Vendor Standards in China       Against   Against    Shareholder


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

WEATHERFORD INTERNATIONAL LTD

Ticker:       WFT            Security ID:  G95089101
Meeting Date: MAY 9, 2006    Meeting Type: Annual
Record Date:  MAR 10, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Nicholas F. Brady         For       Did Not    Management
                                                          Vote
1.2   Elect  Director William E. Macaulay       For       Did Not    Management
                                                          Vote
1.3   Elect  Director David J. Butters          For       Did Not    Management
                                                          Vote
1.4   Elect  Director Robert B. Millard         For       Did Not    Management
                                                          Vote
1.5   Elect  Director Bernard J. Duroc-Danner   For       Did Not    Management
                                                          Vote
1.6   Elect  Director Robert K. Moses, Jr.      For       Did Not    Management
                                                          Vote
1.7   Elect  Director Sheldon B. Lubar          For       Did Not    Management
                                                          Vote
1.8   Elect  Director Robert A. Rayne           For       Did Not    Management
                                                          Vote
2     Ratify Auditors                           For       Did Not    Management
                                                          Vote
3     APPROVAL OF THE WEATHERFORD INTERNATIONAL For       Did Not    Management
      LTD. 2006 OMNIBUS INCENTIVE PLAN.                   Vote
4     APPROVAL OF AN INCREASE IN THE COMPANY S  For       Did Not    Management
      AUTHORIZED SHARE CAPITAL FROM                       Vote
      $510,000,000, CONSISTING OF 500,000,000
      COMMON SHARES AND 10,000,000 PREFERENCE
      SHARES, TO $1,010,000,000, BY THE
      CREATION OF 500,000,000 ADDITIONAL COMMON
      SHARES.


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

WELLS FARGO & COMPANY

Ticker:       WFC            Security ID:  949746101
Meeting Date: APR 25, 2006   Meeting Type: Annual
Record Date:  MAR 7, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Lloyd H. Dean              For       For        Management
1.2   Elect Director Susan E. Engel             For       For        Management
1.3   Elect Director Enrique Hernandez, Jr.     For       For        Management
1.4   Elect Director Robert L. Joss             For       For        Management
1.5   Elect Director Richard M. Kovacevich      For       For        Management
1.6   Elect Director Richard D. McCormick       For       For        Management
1.7   Elect Director Cynthia H. Milligan        For       For        Management
1.8   Elect Director Nicholas G. Moore          For       For        Management
1.9   Elect Director Philip J. Quigley          For       For        Management
1.10  Elect Director Donald B. Rice             For       For        Management
1.11  Elect Director Judith M. Runstad          For       For        Management
1.12  Elect Director Stephen W. Sanger          For       For        Management
1.13  Elect Director Susan G. Swenson           For       For        Management
1.14  Elect Director Michael W. Wright          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
4     Separate Chairman and CEO Positions       Against   Against    Shareholder
5     Compensation- Director Compensation       Against   Against    Shareholder
6     Report on Discrimination in Lending       Against   Against    Shareholder


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

WEYERHAEUSER CO.

Ticker:       WY             Security ID:  962166104
Meeting Date: APR 20, 2006   Meeting Type: Annual
Record Date:  FEB 24, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard F. Haskayne        For       For        Management
1.2   Elect Director Donald F. Mazankowski      For       For        Management
1.3   Elect Director Nicole W. Piasecki         For       For        Management
2     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
3     Adopt Simple Majority Vote Requirement    Against   For        Shareholder
4     Performance-Based and/or Time-Based       Against   Against    Shareholder
      Equity Awards
5     Report on Feasibility of Earning Forest   Against   Against    Shareholder
      Stewardship Council Certification
6     Separate Chairman and CEO Positions       Against   Against    Shareholder
7     Ratify Auditors                           For       For        Management


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

WYETH

Ticker:       WYE            Security ID:  983024100
Meeting Date: APR 27, 2006   Meeting Type: Annual
Record Date:  MAR 3, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert Essner              For       For        Management
1.2   Elect Director John D. Feerick            For       For        Management
1.3   Elect Director Frances D. Fergusson,      For       For        Management
      Ph.D.
1.4   Elect Director Victor F. Ganzi            For       For        Management
1.5   Elect Director Robert Langer              For       For        Management
1.6   Elect Director John P. Mascotte           For       For        Management
1.7   Elect Director Mary Lake Polan, M.D.,     For       For        Management
      Ph.D.
1.8   Elect Director Gary L. Rogers             For       For        Management
1.9   Elect Director Ivan G. Seidenberg         For       For        Management
1.10  Elect Director Walter V. Shipley          For       For        Management
1.11  Elect Director John R. Torell, III        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Non-Employee Director Omnibus     For       For        Management
      Stock Plan
4     Report on Product Availability in Canada  Against   For        Shareholder
5     Report on Political Contributions         Against   Against    Shareholder
6     Report on Animal welfare Policy           Against   For        Shareholder
7     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
8     Separate Chairman and CEO Positions       Against   Against    Shareholder
9     Adopt Simple Majority Vote Requirement    Against   For        Shareholder

========== END NPX REPORT


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 Balanced Capital Fund, Inc.


By:    /s/ Robert C. Doll, Jr.
       ----------------------
       Robert C. Doll, Jr.
       Chief Executive Officer
       Merrill Lynch Balanced Capital Fund, Inc.

Date:  August 24, 2006