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 811-03450 Name of Fund: BlackRock Focus Value Fund, Inc. Fund Address: 100 Bellevue Parkway, Wilmington, DE 19809 Name and address of agent for service: Donald C. Burke, Chief Executive Officer, BlackRock Focus Value 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: (800) 441-7762 Date of fiscal year end: 06/30 Date of reporting period: 07/01/2007 -- 06/30/2008 Item 1 -- Proxy Voting Record -- Attached hereto. 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. BlackRock Focus Value Fund, Inc. By: /s/ Donald C. Burke Donald C. Burke Chief Executive Officer of BlackRock Focus Value Fund, Inc. Date: August 25, 2008 ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-03450 Reporting Period: 07/01/2007 - 06/30/2008 BlackRock Focus Value Fund, Inc. ======================= BLACKROCK FOCUS VALUE FUND, INC. ======================= ALCATEL LUCENT Ticker: ALU Security ID: 013904305 Meeting Date: MAY 30, 2008 Meeting Type: Annual/Special Record Date: APR 23, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Accept Consolidated Financial Statements For For Management and Statutory Reports 3 Approve Treatment of Losses For For Management 4 Appoint Jean-Pierre Desbois as Censor For For Management 5 Appoint Patrick Hauptmann as Censor For For Management 6 Approve Special Auditors' Report For For Management Regarding Related-Party Transactions 7 Approve Transaction with Patricia Russo For For Management Regarding Severance Payments 8 Authorize Repurchase of Up to 10 Percent For For Management of Issued Share Capital 9 Approve Reduction in Share Capital via For For Management Cancellation of Repurchased Shares 10 Authorize up to 1 Percent of Issued For Against Management Capital for Use in Restricted Stock Plan 11 Approve Stock Option Plans Grants For Against Management 12 Approve Employee Stock Purchase Plan For For Management 13 Amend Article 17 of Bylaws : Removal of For For Management the Qualified Majority Rule for Dismissal and Appointment of the Chairman and the CEO, Amend Consequently Articles 15 and 18 and Update Article 12 14 Authorize Filing of Required For For Management Documents/Other Formalities 15 Amendments or New Resolutions Proposed at For Against Management the Meeting - -------------------------------------------------------------------------------- ALCOA INC. Ticker: AA Security ID: 013817101 Meeting Date: MAY 8, 2008 Meeting Type: Annual Record Date: FEB 11, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Joseph T. Gorman For For Management 1.2 Elect Director Klaus Kleinfeld For For Management 1.3 Elect Director James W. Owens For For Management 1.4 Elect Director Ratan N. Tata For For Management 2 Ratify Auditor For For Management 3 Report on Global Warming Against Against Shareholder - -------------------------------------------------------------------------------- AMERICAN EAGLE OUTFITTERS, INC. Ticker: AEO Security ID: 02553E106 Meeting Date: JUN 24, 2008 Meeting Type: Annual Record Date: APR 28, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Michael G. Jesselson For For Management 2 Elect Director Roger S. Markfield For For Management 3 Elect Director Jay L. Schottenstein For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AMERICAN INTERNATIONAL GROUP, INC. Ticker: AIG Security ID: 026874107 Meeting Date: MAY 14, 2008 Meeting Type: Annual Record Date: MAR 28, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Stephen F. Bollenbach For For Management 2 Elect Director Martin S. Feldstein For For Management 3 Elect Director Ellen V. Futter For For Management 4 Elect Director Richard C. Holbrooke For For Management 5 Elect Director Fred H. Langhammer For For Management 6 Elect Director George L. Miles, Jr. For For Management 7 Elect Director Morris W. Offit For For Management 8 Elect Director James F. Orr, III For For Management 9 Elect Director Virginia M. Rometty For For Management 10 Elect Director Martin J. Sullivan For For Management 11 Elect Director Michael H. Sutton For For Management 12 Elect Director Edmund S.W. Tse For For Management 13 Elect Director Robert B. Willumstad For For Management 14 Ratify Auditors For For Management 15 Report on Human Rights Policies Relating Against Against Shareholder to Water Use 16 Report on Political Contributions Against Against Shareholder - -------------------------------------------------------------------------------- ANADARKO PETROLEUM CORP. Ticker: APC Security ID: 032511107 Meeting Date: MAY 20, 2008 Meeting Type: Annual Record Date: MAR 26, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director John R. Butler, Jr. For For Management 2 Elect Director Luke R. Corbett For For Management 3 Elect Director John R. Gordon For For Management 4 Ratify Auditors For For Management 5 Approve Omnibus Stock Plan For For Management 6 Approve Non-Employee Director Omnibus For For Management Stock Plan 7 Declassify the Board of Directors Against For Shareholder 8 Amend EEO Policy to Prohibit Against Against Shareholder Discrimination based on Sexual Orientation and Gender Identity - -------------------------------------------------------------------------------- AT&T INC Ticker: T Security ID: 00206R102 Meeting Date: APR 25, 2008 Meeting Type: Annual Record Date: FEB 27, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Randall L. Stephenson For For Management 2 Elect Director William F. Aldinger III For For Management 3 Elect Director Gilbert F. Amelio For For Management 4 Elect Director Reuben V. Anderson For For Management 5 Elect Director James H. Blanchard For For Management 6 Elect Director August A. Busch III For For Management 7 Elect Director James P. Kelly For For Management 8 Elect Director Jon C. Madonna For For Management 9 Elect Director Lynn M. Martin For For Management 10 Elect Director John B. McCoy For For Management 11 Elect Director Mary S. Metz For For Management 12 Elect Director Joyce M. Roche For For Management 13 Elect Director Laura D' Andrea Tyson For For Management 14 Elect Director Patricia P. Upton For For Management 15 Ratify Auditors For For Management 16 Report on Political Contributions Against For Shareholder 17 Exclude Pension Credits from Earnings Against For Shareholder Performance Measure 18 Require Independent Lead Director Against For Shareholder 19 Establish SERP Policy Against For Shareholder 20 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation - -------------------------------------------------------------------------------- BANK OF AMERICA CORP. Ticker: BAC Security ID: 060505104 Meeting Date: APR 23, 2008 Meeting Type: Annual Record Date: FEB 27, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director William Barnet, III For For Management 2 Elect Director Frank P. Bramble, Sr. For For Management 3 Elect Director John T. Collins For For Management 4 Elect Director Gary L. Countryman For For Management 5 Elect Director Tommy R. Franks For For Management 6 Elect Director Charles K. Gifford For For Management 7 Elect Director Kenneth D. Lewis For For Management 8 Elect Director Monica C. Lozano For For Management 9 Elect Director Walter E. Massey For For Management 10 Elect Director Thomas J. May For For Management 11 Elect Director Patricia E. Mitchell For For Management 12 Elect Director Thomas M. Ryan For For Management 13 Elect Director O. Temple Sloan, Jr. For For Management 14 Elect Director Meredith R. Spangler For For Management 15 Elect Director Robert L. Tillman For For Management 16 Elect Director Jackie M. Ward For For Management 17 Ratify Auditors For For Management 18 Limit/Prohibit Executive Stock-Based Against Against Shareholder Awards 19 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 20 Limit Executive Compensation Against Against Shareholder 21 Provide for Cumulative Voting Against For Shareholder 22 Require Independent Board Chairman Against For Shareholder 23 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 24 Report on the Equator Principles Against Against Shareholder 25 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights - -------------------------------------------------------------------------------- BANK OF NEW YORK MELLON CORP., THE Ticker: BK Security ID: 064058100 Meeting Date: APR 8, 2008 Meeting Type: Annual Record Date: FEB 8, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Frank J. Biondi, Jr. For For Management 1.2 Elect Director Ruth E. Bruch For For Management 1.3 Elect Director Nicholas M. Donofrio For For Management 1.4 Elect Director Steven G. Elliott For For Management 1.5 Elect Director Gerald L. Hassell For For Management 1.6 Elect Director Edmund F. Kelly For For Management 1.7 Elect Director Robert P. Kelly For For Management 1.8 Elect Director Richard J. Kogan For For Management 1.9 Elect Director Michael J. Kowalski For For Management 1.10 Elect Director John A. Luke, Jr. For For Management 1.11 Elect Director Robert Mehrabian For For Management 1.12 Elect Director Mark A. Nordenberg For For Management 1.13 Elect Director Catherine A. Rein For For Management 1.14 Elect Director Thomas A. Renyi For For Management 1.15 Elect Director William C. Richardson For For Management 1.16 Elect Director Samuel C. Scott III For For Management 1.17 Elect Director John P. Surma For For Management 1.18 Elect Director Wesley W. von Schack For For Management 2 Approve Omnibus Stock Plan For For Management 3 Approve Nonqualified Employee Stock For For Management Purchase Plan 4 Approve Executive Incentive Bonus Plan For For Management 5 Ratify Auditors For For Management 6 Restore or Provide for Cumulative Voting Against For Shareholder 7 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation - -------------------------------------------------------------------------------- BEARINGPOINT, INC. Ticker: BE Security ID: 074002106 Meeting Date: NOV 5, 2007 Meeting Type: Annual Record Date: SEP 7, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Douglas C. Allred For For Management 1.2 Elect Director Betsy J. Bernard For For Management 1.3 Elect Director Spencer C. Fleischer For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- BJ SERVICES COMPANY Ticker: BJS Security ID: 055482103 Meeting Date: FEB 7, 2008 Meeting Type: Annual Record Date: DEC 10, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director L. William Heiligbrodt For For Management 1.2 Elect Director James L. Payne For For Management 1.3 Elect Director J.W. Stewart For For Management 2 Approve Qualified Employee Stock Purchase For For Management Plan 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- BORLAND SOFTWARE CORP. Ticker: BORL Security ID: 099849101 Meeting Date: MAY 28, 2008 Meeting Type: Annual Record Date: APR 4, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Reverse Stock Split For Against Management 2.1 Elect Director Tod Nielsen For For Management 2.2 Elect Director John F. Olsen For For Management 2.3 Elect Director William K. Hooper For For Management 2.4 Elect Director Charles F. Kane For For Management 2.5 Elect Director Bryan LeBlanc For For Management 2.6 Elect Director T. Michael Nevens For For Management 2.7 Elect Director Robert M. Tarkoff For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- BRISTOL-MYERS SQUIBB CO. Ticker: BMY Security ID: 110122108 Meeting Date: MAY 6, 2008 Meeting Type: Annual Record Date: MAR 10, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Lewis B. Campbell For For Management 2 Elect Director James M. Cornelius For For Management 3 Elect Director Louis J. Freeh For For Management 4 Elect Director Laurie H. Glimcher For For Management 5 Elect Director Michael Grobstein For For Management 6 Elect Director Leif Johansson For For Management 7 Elect Director Alan J. Lacey For For Management 8 Elect Director Vicki L. Sato For For Management 9 Elect Director Togo D. West, Jr. For For Management 10 Elect Director R. Sanders Williams For For Management 11 Ratify Auditors For For Management 12 Increase Disclosure of Executive Against For Shareholder Compensation - -------------------------------------------------------------------------------- CENTEX CORP. Ticker: CTX Security ID: 152312104 Meeting Date: JUL 12, 2007 Meeting Type: Annual Record Date: MAY 21, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Clint W. Murchison, III For For Management 1.2 Elect Director Frederic M. Poses For For Management 1.3 Elect Director David W. Quinn For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CHEVRON CORPORATION Ticker: CVX Security ID: 166764100 Meeting Date: MAY 28, 2008 Meeting Type: Annual Record Date: MAR 31, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director S. H. Armacost For For Management 2 Elect Director L. F. Deily For For Management 3 Elect Director R. E. Denham For For Management 4 Elect Director R. J. Eaton For For Management 5 Elect Director S. Ginn For For Management 6 Elect Director F. G. Jenifer For For Management 7 Elect Director J. L. Jones For For Management 8 Elect Director S. Nunn For For Management 9 Elect Director D. J. O?Reilly For For Management 10 Elect Director D. B. Rice For For Management 11 Elect Director P. J. Robertson For For Management 12 Elect Director K. W. Sharer For For Management 13 Elect Director C. R. Shoemate For For Management 14 Elect Director R. D. Sugar For For Management 15 Elect Director C. Ware For For Management 16 Ratify Auditors For For Management 17 Increase Authorized Common Stock For For Management 18 Require Independent Board Chairman Against Against Shareholder 19 Adopt Human Rights Policy Against For Shareholder 20 Report on Environmental Impact of Oil Against For Shareholder Sands Operations in Canada 21 Adopt Quantitative GHG Goals for Products Against Against Shareholder and Operations 22 Adopt Guidelines for Country Selection Against Against Shareholder 23 Report on Market Specific Environmental Against Against Shareholder Laws - -------------------------------------------------------------------------------- CITIGROUP INC. Ticker: C Security ID: 172967101 Meeting Date: APR 22, 2008 Meeting Type: Annual Record Date: FEB 25, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director C. Michael Armstrong For For Management 2 Elect Director Alain J.P. Belda For Against Management 3 Elect Director Sir Winfried Bischoff For For Management 4 Elect Director Kenneth T. Derr For Against Management 5 Elect Director John M. Deutch For For Management 6 Elect Director Roberto Hernandez Ramirez For For Management 7 Elect Director Andrew N. Liveris For For Management 8 Elect Director Anne Mulcahy For Against Management 9 Elect Director Vikram Pandit For For Management 10 Elect Director Richard D. Parsons For Against Management 11 Elect Director Judith Rodin For For Management 12 Elect Director Robert E. Rubin For For Management 13 Elect Director Robert L. Ryan For For Management 14 Elect Director Franklin A. Thomas For For Management 15 Ratify Auditors For For Management 16 Disclose Prior Government Service Against Against Shareholder 17 Report on Political Contributions Against For Shareholder 18 Limit Executive Compensation Against Against Shareholder 19 Require More Director Nominations Than Against Against Shareholder Open Seats 20 Report on the Equator Principles Against Against Shareholder 21 Adopt Employee Contract Against For Shareholder 22 Amend GHG Emissions Policies to Limit Against Against Shareholder Coal Financing 23 Report on Human Rights Investment Against Against Shareholder Policies 24 Require Independent Board Chairman Against Against Shareholder 25 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 26 Indicate If You Would Like to Keep Your None For Management Vote Confidential Under Current Policy - -------------------------------------------------------------------------------- COVIDIEN LTD. Ticker: COV Security ID: G2552X108 Meeting Date: MAR 18, 2008 Meeting Type: Annual Record Date: JAN 16, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 ELECTION OF DIRECTOR: CRAIG ARNOLD For For Management 2 ELECTION OF DIRECTOR: ROBERT H. BRUST For For Management 3 ELECTION OF DIRECTOR: JOHN M. CONNORS, For For Management JR. 4 ELECTION OF DIRECTOR: CHRISTOPHER J. For For Management COUGHLIN 5 ELECTION OF DIRECTOR: TIMOTHY M. DONAHUE For For Management 6 ELECTION OF DIRECTOR: KATHY J. HERBERT For For Management 7 ELECTION OF DIRECTOR: RANDALL J. HOGAN, For For Management III 8 ELECTION OF DIRECTOR: RICHARD J. MEELIA For For Management 9 ELECTION OF DIRECTOR: DENNIS H. REILLEY For For Management 10 ELECTION OF DIRECTOR: TADATAKA YAMADA For For Management 11 ELECTION OF DIRECTOR: JOSEPH A. For For Management ZACCAGNINO 12 Ratify Auditors For For Management - -------------------------------------------------------------------------------- DOW CHEMICAL COMPANY, THE Ticker: DOW Security ID: 260543103 Meeting Date: MAY 15, 2008 Meeting Type: Annual Record Date: MAR 17, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Arnold A. Allemang For For Management 1.2 Elect Director Jacqueline K. Barton For For Management 1.3 Elect Director James A. Bell For For Management 1.4 Elect Director Jeff M. Fettig For For Management 1.5 Elect Director Barbara H. Franklin For For Management 1.6 Elect Director John B. Hess For For Management 1.7 Elect Director Andrew N. Liveris For For Management 1.8 Elect Director Geoffery E. Merszei For For Management 1.9 Elect Director Dennis H. Reilley For For Management 1.10 Elect Director James M. Ringler For For Management 1.11 Elect Director Ruth G. Shaw For For Management 1.12 Elect Director Paul G. Stern For For Management 2 Ratify Auditors For For Management 3 Report on Potential Links Between Company Against For Shareholder Products and Asthma 4 Report on Environmental Remediation in Against Against Shareholder Midland Area 5 Report on Genetically Engineered Seed Against Against Shareholder 6 Pay For Superior Performance Against Against Shareholder - -------------------------------------------------------------------------------- DYNEGY, INC. Ticker: DYN Security ID: 26817G102 Meeting Date: MAY 14, 2008 Meeting Type: Annual Record Date: MAR 17, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David W. Biegler For For Management 1.2 Elect Director Thomas D. Clark, Jr. For For Management 1.3 Elect Director Victor E. Grijalva For For Management 1.4 Elect Director Patricia A. Hammick For For Management 1.5 Elect Director George L. Mazanec For For Management 1.6 Elect Director Howard B. Sheppard For For Management 1.7 Elect Director William L. Trubeck For For Management 1.8 Elect Director Bruce A. Williamson For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- EXXON MOBIL CORP. Ticker: XOM Security ID: 30231G102 Meeting Date: MAY 28, 2008 Meeting Type: Annual Record Date: APR 4, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael J. Boskin For For Management 1.2 Elect Director Larry R. Faulkner For For Management 1.3 Elect Director William W. George For For Management 1.4 Elect Director James R. Houghton For For Management 1.5 Elect Director Reatha Clark King For For Management 1.6 Elect Director Marilyn Carlson Nelson For For Management 1.7 Elect Director Samuel J. Palmisano For For Management 1.8 Elect Director Steven S Reinemund For For Management 1.9 Elect Director Walter V. Shipley For For Management 1.10 Elect Director Rex W. Tillerson For For Management 1.11 Elect Director Edward E. Whitacre, Jr. For For Management 2 Ratify Auditors For For Management 3 Amend Bylaws to Prohibit Precatory Against Against Shareholder Proposals 4 Require Director Nominee Qualifications Against Against Shareholder 5 Require Independent Board Chairman Against Against Shareholder 6 Approve Distribution Policy Against Against Shareholder 7 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 8 Compare CEO Compensation to Company's Against For Shareholder Lowest Paid U.S. Workers 9 Claw-back of Payments under Restatements Against Against Shareholder 10 Review Anti-discrimination Policy on Against Against Shareholder Corporate Sponsorships and Executive Perks 11 Report on Political Contributions Against Against Shareholder 12 Amend EEO Policy to Prohibit Against For Shareholder Discrimination based on Sexual Orientation and Gender Identity 13 Report on Community Environmental Impacts Against Against Shareholder of Operations 14 Report on Potential Environmental Damage Against Against Shareholder from Drilling in the Arctic National Wildlife Refuge 15 Adopt Greenhouse Gas Emissions Goals for Against For Shareholder Products and Operations 16 Report on Carbon Dioxide Emissions Against Against Shareholder Information at Gas Stations 17 Report on Climate Change Impacts on Against Against Shareholder Emerging Countries 18 Report on Energy Technologies Development Against Against Shareholder 19 Adopt Policy to Increase Renewable Energy Against For Shareholder - -------------------------------------------------------------------------------- FANNIE MAE Ticker: FNM Security ID: 313586109 Meeting Date: DEC 14, 2007 Meeting Type: Annual Record Date: OCT 22, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Stephen B. Ashley For For Management 1.2 Elect Director Dennis R. Beresford For For Management 1.3 Elect Director Louis J. Freeh For For Management 1.4 Elect Director Brenda J. Gaines For For Management 1.5 Elect Director Karen N. Horn, Ph.D. For For Management 1.6 Elect Director Bridget A. Macaskill For For Management 1.7 Elect Director Daniel H. Mudd For For Management 1.8 Elect Director Leslie Rahl For For Management 1.9 Elect Director John C. Sites, Jr. For For Management 1.10 Elect Director Greg C. Smith For For Management 1.11 Elect Director H. Patrick Swygert For For Management 1.12 Elect Director John K. Wulff For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 5 Restore or Provide for Cumulative Voting Against Against Shareholder - -------------------------------------------------------------------------------- GENERAL ELECTRIC CO. Ticker: GE Security ID: 369604103 Meeting Date: APR 23, 2008 Meeting Type: Annual Record Date: FEB 25, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director James I. Cash, Jr. For For Management 2 Elect Director William M. Castell For For Management 3 Elect Director Ann M. Fudge For For Management 4 Elect Director Claudio X. Gonzalez For Against Management 5 Elect Director Susan Hockfield For For Management 6 Elect Director Jeffrey R. Immelt For For Management 7 Elect Director Andrea Jung For For Management 8 Elect Director Alan G. Lafley For For Management 9 Elect Director Robert W. Lane For For Management 10 Elect Director Ralph S. Larsen For For Management 11 Elect Director Rochelle B. Lazarus For For Management 12 Elect Director James J. Mulva For For Management 13 Elect Director Sam Nunn For For Management 14 Elect Director Roger S. Penske For For Management 15 Elect Director Robert J. Swieringa For For Management 16 Elect Director Douglas A. Warner III For For Management 17 Ratify Auditors For For Management 18 Provide for Cumulative Voting Against For Shareholder 19 Require Independent Board Chairman Against Against Shareholder 20 Claw-back of Payments under Restatements Against Against Shareholder 21 Adopt Policy on Overboarded Directors Against For Shareholder 22 Report on Charitable Contributions Against Against Shareholder 23 Report on Global Warming Against Against Shareholder 24 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation - -------------------------------------------------------------------------------- HALLIBURTON CO. Ticker: HAL Security ID: 406216101 Meeting Date: MAY 21, 2008 Meeting Type: Annual Record Date: MAR 24, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Alan M. Bennett For For Management 2 Elect Director James R. Boyd For For Management 3 Elect Director Milton Carroll For For Management 4 Elect Director Kenneth T. Derr For For Management 5 Elect Director S. Malcolm Gillis For For Management 6 Elect Director James T. Hackett For For Management 7 Elect Director David J. Lesar For For Management 8 Elect Director J. Landis Martin For For Management 9 Elect Director Jay A. Precourt For For Management 10 Elect Director Debra L. Reed For For Management 11 Ratify Auditors For For Management 12 Amend Omnibus Stock Plan For For Management 13 Adopt Human Rights Policy Against Against Shareholder 14 Report on Political Contributions Against Against Shareholder 15 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights - -------------------------------------------------------------------------------- INTERNATIONAL BUSINESS MACHINES CORP. Ticker: IBM Security ID: 459200101 Meeting Date: APR 29, 2008 Meeting Type: Annual Record Date: FEB 29, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director C. Black For For Management 1.2 Elect Director W.R. Brody For For Management 1.3 Elect Director K.I. Chenault For For Management 1.4 Elect Director M.L. Eskew For For Management 1.5 Elect Director S.A. Jackson For For Management 1.6 Elect Director L.A. Noto For For Management 1.7 Elect Director J.W. Owens For For Management 1.8 Elect Director S.J. Palmisano For For Management 1.9 Elect Director J.E. Spero For For Management 1.10 Elect Director S. Taurel For For Management 1.11 Elect Director L.H. Zambrano For For Management 2 Ratify Auditors For For Management 3 Restore or Provide for Cumulative Voting Against Against Shareholder 4 Review Executive Compensation Against For Shareholder 5 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights 6 Amend Bylaw -- Call Special Meetings Against For Shareholder 7 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- JOHNSON & JOHNSON Ticker: JNJ Security ID: 478160104 Meeting Date: APR 24, 2008 Meeting Type: Annual Record Date: FEB 26, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mary Sue Coleman For For Management 1.2 Elect Director James G. Cullen For For Management 1.3 Elect Director Michael M.E. Johns For Withhold Management 1.4 Elect Director Arnold G. Langbo For Withhold Management 1.5 Elect Director Susan L. Lindquist For For Management 1.6 Elect Director Leo F. Mullin For For Management 1.7 Elect Director Wiliam D. Perez For Withhold Management 1.8 Elect Director Christine A. Poon For For Management 1.9 Elect Director Charles Prince For Withhold Management 1.10 Elect Director Steven S. Reinemund For For Management 1.11 Elect Director David Satcher For For Management 1.12 Elect Director William C. Weldon For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation - -------------------------------------------------------------------------------- JPMORGAN CHASE & CO. Ticker: JPM Security ID: 46625H100 Meeting Date: MAY 20, 2008 Meeting Type: Annual Record Date: MAR 21, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Crandall C. Bowles For For Management 2 Elect Director Stephen B. Burke For For Management 3 Elect Director David M. Cote For For Management 4 Elect Director James S. Crown For For Management 5 Elect Director James Dimon For For Management 6 Elect Director Ellen V. Futter For For Management 7 Elect Director William H. Gray, III For For Management 8 Elect Director Laban P. Jackson, Jr. For For Management 9 Elect Director Robert I. Lipp For For Management 10 Elect Director David C. Novak For For Management 11 Elect Director Lee R. Raymond For For Management 12 Elect Director William C. Weldon For For Management 13 Ratify Auditors For For Management 14 Amend Omnibus Stock Plan For For Management 15 Amend Executive Incentive Bonus Plan For For Management 16 Report on Government Service of Employees Against Against Shareholder 17 Report on Political Contributions Against Against Shareholder 18 Require Independent Board Chairman Against Against Shareholder 19 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 20 Require More Director Nominations Than Against Against Shareholder Open Seats 21 Report on Human Rights Investment Against Against Shareholder Policies 22 Report on Lobbying Activities Against Against Shareholder - -------------------------------------------------------------------------------- KRAFT FOODS INC Ticker: KFT Security ID: 50075N104 Meeting Date: MAY 13, 2008 Meeting Type: Annual Record Date: MAR 10, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ajay Banga For For Management 1.2 Elect Director Jan Bennink For For Management 1.3 Elect Director Myra M. Hart For For Management 1.4 Elect Director Lois D. Juliber For For Management 1.5 Elect Director Mark D. Ketchum For For Management 1.6 Elect Director Richard A. Lerner For For Management 1.7 Elect Director John C. Pope For For Management 1.8 Elect Director Fredric G. Reynolds For For Management 1.9 Elect Director Irene B. Rosenfeld For For Management 1.10 Elect Director Mary L. Schapiro For For Management 1.11 Elect Director Deborah C. Wright For For Management 1.12 Elect Director Frank G. Zarb For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- LIZ CLAIBORNE, INC. Ticker: LIZ Security ID: 539320101 Meeting Date: MAY 15, 2008 Meeting Type: Annual Record Date: MAR 18, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Kenneth B. Gilman For For Management 2 Elect Director Kay Koplovitz For For Management 3 Elect Director William L. McComb For For Management 4 Elect Director Oliver R. Sockwell For For Management 5 Ratify Auditors For For Management 6 Reduce Supermajority Vote Requirement Against For Shareholder - -------------------------------------------------------------------------------- LSI CORP Ticker: LSI Security ID: 502161102 Meeting Date: MAY 14, 2008 Meeting Type: Annual Record Date: MAR 17, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Timothy Y. Chen For For Management 2 Elect Director Charles A. Haggerty For For Management 3 Elect Director Richard S. Hill For For Management 4 Elect Director Michael J. Mancuso For For Management 5 Elect Director John H.F. Miner For For Management 6 Elect Director Arun Netravali For For Management 7 Elect Director Matthew J. O'Rourke For For Management 8 Elect Director Gregorio Reyes For For Management 9 Elect Director Abhijit Y. Talwalkar For For Management 10 Ratify Auditors For For Management 11 Amend Omnibus Stock Plan For For Management 12 Amend Qualified Employee Stock Purchase For For Management Plan - -------------------------------------------------------------------------------- MATTEL, INC. Ticker: MAT Security ID: 577081102 Meeting Date: MAY 29, 2008 Meeting Type: Annual Record Date: APR 4, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Michael J. Dolan For For Management 2 Elect Director Robert A. Eckert For For Management 3 Elect Director Frances D. Fergusson For For Management 4 Elect Director Tully M. Friedman For For Management 5 Elect Director Dominic Ng For For Management 6 Elect Director Vasant M. Prabhu For For Management 7 Elect Director Andrea L. Rich For For Management 8 Elect Director Ronald L. Sargent For For Management 9 Elect Director Dean A. Scarborough For For Management 10 Elect Director Christopher A. Sinclair For For Management 11 Elect Director G. Craig Sullivan For For Management 12 Elect Director Kathy Brittain White For For Management 13 Ratify Auditors For For Management 14 Report on Product Safety and Working Against Against Shareholder Conditions - -------------------------------------------------------------------------------- MICRON TECHNOLOGY, INC. Ticker: MU Security ID: 595112103 Meeting Date: DEC 4, 2007 Meeting Type: Annual Record Date: OCT 10, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Steven R. Appleton For For Management 1.2 Elect Director Teruaki Aoki For For Management 1.3 Elect Director James W. Bagley For For Management 1.4 Elect Director Robert L. Bailey For For Management 1.5 Elect Director Mercedes Johnson For For Management 1.6 Elect Director Lawrence N. Mondry For For Management 1.7 Elect Director Robert E. Switz For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MORGAN STANLEY Ticker: MS Security ID: 617446448 Meeting Date: APR 8, 2008 Meeting Type: Annual Record Date: FEB 8, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Roy J. Bostock For For Management 2 Elect Director Erskine B. Bowles For For Management 3 Elect Director Howard J. Davies For For Management 4 Elect Director C. Robert Kidder For For Management 5 Elect Director John J. Mack For For Management 6 Elect Director Donald T. Nicolaisen For For Management 7 Elect Director Charles H. Noski For For Management 8 Elect Director Hutham S. Olayan For For Management 9 Elect Director Charles E. Phillips, Jr. For For Management 10 Elect Director Griffith Sexton For For Management 11 Elect Director Laura D. Tyson For For Management 12 Ratify Auditors For For Management 13 Eliminate Supermajority Vote Requirement For For Management 14 Approve Report of the Compensation Against For Shareholder Committee 15 Report on Human Rights Investment Against Against Shareholder Policies - -------------------------------------------------------------------------------- PARAMETRIC TECHNOLOGY CORP. Ticker: PMTC Security ID: 699173209 Meeting Date: MAR 5, 2008 Meeting Type: Annual Record Date: JAN 7, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert N. Goldman For For Management 1.2 Elect Director C. Richard Harrison For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PEABODY ENERGY CORP. Ticker: BTU Security ID: 704549104 Meeting Date: MAY 8, 2008 Meeting Type: Annual Record Date: MAR 14, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Sandra Van Trease For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors For For Management 4 Approve Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- PHILLIPS-VAN HEUSEN CORP. Ticker: PVH Security ID: 718592108 Meeting Date: JUN 19, 2008 Meeting Type: Annual Record Date: APR 24, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mary Baglivo For For Management 1.2 Elect Director Emanuel Chirico For For Management 1.3 Elect Director Edward H. Cohen For For Management 1.4 Elect Director Joseph B. Fuller For For Management 1.5 Elect Director Margaret L. Jenkins For For Management 1.6 Elect Director Bruce Maggin For For Management 1.7 Elect Director V. James Marino For For Management 1.8 Elect Director Henry Nasella For For Management 1.9 Elect Director Rita M. Rodriguez For For Management 1.10 Elect Director Craig Rydin For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PRUDENTIAL FINANCIAL INC Ticker: PRU Security ID: 744320102 Meeting Date: MAY 13, 2008 Meeting Type: Annual Record Date: MAR 14, 2008 # 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 Gaston Caperton For For Management 1.4 Elect Director Gilbert F. Casellas For For Management 1.5 Elect Director James G. Cullen For For Management 1.6 Elect Director William H. Gray, III For For Management 1.7 Elect Director Mark B. Grier For For Management 1.8 Elect Director Jon F. Hanson For For Management 1.9 Elect Director Constance J. Horner For For Management 1.10 Elect Director Karl J. Krapek For For Management 1.11 Elect Director Christine A. Poon For For Management 1.12 Elect Director John R. Strangfield For For Management 1.13 Elect Director James A. Unruh For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- QWEST COMMUNICATIONS INTERNATIONAL INC. Ticker: Q Security ID: 749121109 Meeting Date: MAY 22, 2008 Meeting Type: Annual Record Date: MAR 24, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Edward A. Mueller For For Management 2 Elect Director Linda G. Alvarado For For Management 3 Elect Director Charles L. Biggs For For Management 4 Elect Director K. Dane Brooksher For For Management 5 Elect Director Peter S. Hellman For For Management 6 Elect Director R. David Hoover For For Management 7 Elect Director Patrick J. Martin For For Management 8 Elect Director Caroline Matthews For For Management 9 Elect Director Wayne W. Murdy For For Management 10 Elect Director Jan L. Murley For For Management 11 Elect Director Frank P. Popoff For For Management 12 Elect Director James A. Unruh For For Management 13 Elect Director Anthony Welters For For Management 14 Ratify Auditors For For Management 15 Submit Severance Agreement (Change in Against Against Shareholder Control) to shareholder Vote 16 Require Independent Board Chairman Against Against Shareholder - -------------------------------------------------------------------------------- RAYTHEON CO. Ticker: RTN Security ID: 755111507 Meeting Date: MAY 29, 2008 Meeting Type: Annual Record Date: APR 4, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Barbara M. Barrett For For Management 2 Elect Director Vernon E. Clark For For Management 3 Elect Director John M. Deutch For For Management 4 Elect Director Frederic M. Poses For For Management 5 Elect Director Michael C. Ruettgers For For Management 6 Elect Director Ronald L. Skates For For Management 7 Elect Director William R. Spivey For For Management 8 Elect Director Linda G. Stuntz For For Management 9 Elect Director William H. Swanson For For Management 10 Ratify Auditors For For Management 11 Establish SERP Policy Against Against Shareholder 12 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- TIME WARNER INC Ticker: TWX Security ID: 887317105 Meeting Date: MAY 16, 2008 Meeting Type: Annual Record Date: MAR 21, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director James L. Barksdale For For Management 2 Elect Director Jeffrey L. Bewkes For For Management 3 Elect Director Stephen F. Bollenbach For For Management 4 Elect Director Frank J. Caufield For For Management 5 Elect Director Robert C. Clark For For Management 6 Elect Director Mathias Dopfner For For Management 7 Elect Director Jessica P. Einhorn For For Management 8 Elect Director Reuben Mark For For Management 9 Elect Director Michael A. Miles For For Management 10 Elect Director Kenneth J. Novack For For Management 11 Elect Director Richard D. Parsons For For Management 12 Elect Director Deborah C. Wright For For Management 13 Eliminate Supermajority Vote Requirement For For Management 14 Amend Executive Incentive Bonus Plan For For Management 15 Ratify Auditors For For Management 16 Require Independent Board Chairman Against Against Shareholder - -------------------------------------------------------------------------------- TRAVELERS COMPANIES, INC., THE Ticker: TRV Security ID: 89417E109 Meeting Date: MAY 6, 2008 Meeting Type: Annual Record Date: MAR 7, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Alan L. Beller For For Management 1.2 Elect Director John H. Dasburg For For Management 1.3 Elect Director Janet M. Dolan For For Management 1.4 Elect Director Kenneth M. Duberstein For For Management 1.5 Elect Director Jay S. Fishman For For Management 1.6 Elect Director Lawrence G. Graev For For Management 1.7 Elect Director Patricia L. Higgins For For Management 1.8 Elect Director Thomas R. Hodgson For For Management 1.9 Elect Director Cleve L. Killingsworth, For For Management Jr. 1.10 Elect Director Robert I. Lipp For For Management 1.11 Elect Director Blythe J. McGarvie For For Management 1.12 Elect Director Glen D. Nelson, M.D. For For Management 1.13 Elect Director Laurie J. Thomsen For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TYCO INTERNATIONAL LTD. Ticker: TYC Security ID: G9143X208 Meeting Date: MAR 13, 2008 Meeting Type: Annual Record Date: JAN 2, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dennis C. Blair For For Management 1.2 Elect Director Edward D. Breen For For Management 1.3 Elect Director Brian Duperreault For For Management 1.4 Elect Director Bruce S. Gordon For For Management 1.5 Elect Director Rajiv L. Gupta For For Management 1.6 Elect Director John A. Krol For For Management 1.7 Elect Director Brendan R. O'Neill For For Management 1.8 Elect Director William S. Stavropoulos For For Management 1.9 Elect Director Sandra S. Wijnberg For For Management 1.10 Elect Director Jerome B. York For For Management 1.11 Elect Director Timothy M. Donahue For For Management 2 Ratify Auditors For For Management 3 AMENDMENTS TO THE COMPANY S BYE-LAWS For For Management - -------------------------------------------------------------------------------- UAP HOLDING CORP Ticker: UAPH Security ID: 903441103 Meeting Date: JUL 26, 2007 Meeting Type: Annual Record Date: JUN 22, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Steven Gold For For Management 1.2 Elect Director Scott Thompson For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- UNILEVER N.V. Ticker: UN Security ID: 904784709 Meeting Date: MAY 15, 2008 Meeting Type: Annual Record Date: MAR 20, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 TO ADOPT THE ANNUAL ACCOUNTS AND For Did Not Management APPROPRIATION OF THE PROFIT FOR THE 2007 Vote FINANCIAL YEAR. 2 TO DISCHARGE THE EXECUTIVE DIRECTORS IN For Did Not Management OFFICE IN THE 2007 FINANCIAL YEAR FOR THE Vote FULFILMENT OF THEIR TASK. 3 TO DISCHARGE THE NON-EXECUTIVE DIRECTORS For Did Not Management IN OFFICE IN THE 2007 FINANCIAL YEAR FOR Vote THE FULFILMENT OF THEIR TASK. 4 TO RE-APPOINT MR P J CESCAU AS AN For Did Not Management EXECUTIVE DIRECTOR. Vote 5 TO APPOINT MR J A LAWRENCE AS AN For Did Not Management EXECUTIVE DIRECTOR. Vote 6 TO INCREASE GSIP AWARD AND BONUS LIMITS For Did Not Management FOR MR J A LAWRENCE. Vote 7 TO RE-APPOINT PROFESSOR G BERGER AS A For Did Not Management NON-EXECUTIVE DIRECTOR. Vote 8 TO RE-APPOINT THE RT HON THE LORD BRITTAN For Did Not Management OF SPENNITHORNE QC, DL AS A NON-EXECUTIVE Vote DIRECTOR. 9 TO RE-APPOINT PROFESSOR W DIK AS A For Did Not Management NON-EXECUTIVE DIRECTOR. Vote 10 TO RE-APPOINT MR C E GOLDEN AS A For Did Not Management NON-EXECUTIVE DIRECTOR. Vote 11 TO RE-APPOINT DR B E GROTE AS A For Did Not Management NON-EXECUTIVE DIRECTOR. Vote 12 TO RE-APPOINT MR N MURTHY AS A For Did Not Management NON-EXECUTIVE DIRECTOR. Vote 13 TO RE-APPOINT MS H NYASULU AS A For Did Not Management NON-EXECUTIVE DIRECTOR. Vote 14 TO RE-APPOINT THE LORD SIMON OF HIGHBURY For Did Not Management CBE AS A NON-EXECUTIVE DIRECTOR. Vote 15 TO RE-APPOINT MR K J STORM AS A For Did Not Management NON-EXECUTIVE DIRECTOR. Vote 16 TO RE-APPOINT MR M TRESCHOW AS A For Did Not Management NON-EXECUTIVE DIRECTOR. Vote 17 TO RE-APPOINT MR J VAN DER VEER AS A For Did Not Management NON-EXECUTIVE DIRECTOR. Vote 18 Ratify Auditors For Did Not Management Vote 19 TO APPROVE THE PROPOSAL TO CHANGE THE For Did Not Management REPORTING LANGUAGE. Vote 20 TO DESIGNATE THE BOARD OF DIRECTORS AS For Did Not Management THE COMPANY BODY AUTHORISED TO ISSUE Vote SHARES IN THE COMPANY. 21 TO AUTHORISE THE BOARD OF DIRECTORS TO For Did Not Management PURCHASE SHARES AND DEPOSITARY RECEIPTS Vote IN THE COMPANY. 22 TO APPROVE THE PROPOSAL TO REDUCE THE For Did Not Management CAPITAL THROUGH CANCELLATION OF SHARES. Vote - -------------------------------------------------------------------------------- VERIZON COMMUNICATIONS Ticker: VZ Security ID: 92343V104 Meeting Date: MAY 1, 2008 Meeting Type: Annual Record Date: MAR 3, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Richard L. Carrion For For Management 2 Elect Director M. Frances Keeth For For Management 3 Elect Director Robert W. Lane For For Management 4 Elect Director Sandra O. Moose For For Management 5 Elect Director Joseph Neubauer For For Management 6 Elect Director Donald T. Nicolaisen For For Management 7 Elect Director Thomas H. O'Brien For For Management 8 Elect Director Clarence Otis, Jr. For For Management 9 Elect Director Hugh B. Price For For Management 10 Elect Director Ivan G. Seidenberg For For Management 11 Elect Director John W. Snow For For Management 12 Elect Director John R. Stafford For For Management 13 Ratify Auditors For For Management 14 Prohibit Executive Stock-Based Awards Against Against Shareholder 15 Amend EEO Policy to Prohibit Against Against Shareholder Discrimination based on Gender Identity 16 Require Independent Board Chairman Against Against Shareholder - -------------------------------------------------------------------------------- WYETH Ticker: WYE Security ID: 983024100 Meeting Date: APR 24, 2008 Meeting Type: Annual Record Date: MAR 3, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Robert M. Amen For For Management 2 Elect Director Michael J. Critelli For For Management 3 Elect Director Robert Essner For For Management 4 Elect Director John D. Feerick For For Management 5 Elect Director Frances D. Fergusson For For Management 6 Elect Director Victor F. Ganzi For For Management 7 Elect Director Robert Langer For For Management 8 Elect Director John P. Mascotte For For Management 9 Elect Director Raymond J. McGuire For For Management 10 Elect Director Mary Lake Polan For For Management 11 Elect Director Bernard Poussot For For Management 12 Elect Director Gary L. Rogers For For Management 13 Elect Director John R. Torell III For For Management 14 Ratify Auditors For For Management 15 Amend Omnibus Stock Plan For For Management 16 Amend Non-Employee Director Restricted For For Management Stock Plan 17 Report on Political Contributions Against For Shareholder 18 Claw-back of Payments under Restatements Against Against Shareholder - -------------------------------------------------------------------------------- XEROX CORP. Ticker: XRX Security ID: 984121103 Meeting Date: MAY 22, 2008 Meeting Type: Annual Record Date: MAR 24, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Glenn A. Britt For For Management 1.2 Elect Director Ursula M. Burns For For Management 1.3 Elect Director Richard J. Harrington For For Management 1.4 Elect Director William Curt Hunter For For Management 1.5 Elect Director Vernon E. Jordan, Jr. For For Management 1.6 Elect Director Robert A. McDonald For For Management 1.7 Elect Director Anne M. Mulcahy For For Management 1.8 Elect Director N. J. Nicholas, Jr. For For Management 1.9 Elect Director Ann N. Reese For For Management 1.10 Elect Director Mary Agnes Wilderotter For For Management 2 Ratify Auditors For For Management 3 Adopt Majority Voting for Uncontested For For Management Election of Directors 4 Report on Vendor Human Rights Standards Against Against Shareholder ========== END NPX REPORT