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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549

                                    FORM N-PX

          ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT
                               INVESTMENT COMPANY

Investment Company Act file number 811-08788
                                   ------------------

TEMPLETON RUSSIA AND EAST EUROPEAN FUND, INC.
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in charter)

500 EAST BROWARD BLVD., SUITE 2100, FORT LAUDERDALE, FLORIDA 33394-3091
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)

CRAIG S. TYLE, ONE FRANKLIN PARKWAY, SAN MATEO, CA 94403-1906
- -------------------------------------------------------------------------------
(Name and address of agent for service)

Registrant's telephone number, including area code: (954) 527-7500
                                                    ---------------------------

Date of fiscal year end:    3/31
                          ------------------

Date of reporting period:   6/30/07
                          ------------------

ITEM 1. PROXY VOTING RECORDS.



AVTOVAZ JSC

Ticker:                      Security ID:  RU0009071187
Meeting Date: OCT 5, 2006    Meeting Type: Special
Record Date:  AUG 4, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Regulations on General Meetings   For       Against    Management
2     Transfer Authorities of Executive Body to For       For        Management
      Management Company
3     Amend Charter                             For       Against    Management
4     Approve Early Termination Powers of Board For       For        Management
      of Directors
5     Elect Directors                           For       For        Management


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

BORSODCHEM RT

Ticker:                      Security ID:  HU0000072640
Meeting Date: OCT 13, 2006   Meeting Type: Special
Record Date:  OCT 6, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve HUF 640.9 Million Reduction in    For       For        Management
      Share Capital via Withdrawal of Employee
      Shares; Amend Articles of Association
      Accordingly
2     Amend Articles of Association to Reflect  For       For        Management
      Provisions of Act IV of 2006 on Business
      Associations
3     Amend Rules of Procedure of Supervisory   For       Against    Management
      Board
4     Elect Audit Committee Members             For       For        Management


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

C.A.T. OIL AG

Ticker:                      Security ID:  AT0000A00Y78
Meeting Date: JUN 29, 2007   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Receive Financial Statements and          None      None       Management
      Statutory Reports
2     Approve Allocation of Income              For       For        Management
3     Approve Discharge of Management Board     For       For        Management
4     Approve Discharge of Supervisory Board    For       For        Management
5     Ratify Auditors                           For       For        Management
6     Change Location of Registered             For       For        Management
      Office/Headquarters to Vienna
7     Approve Remuneration of Supervisory Board For       For        Management
      Members
8     Elect Supervisory Board Members           For       For        Management


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

CHELYABINSK PIPE WORKS

Ticker:                      Security ID:  RU0009066807
Meeting Date: APR 18, 2007   Meeting Type: Annual
Record Date:  MAR 13, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Annual Report, Financial          For       For        Management
      Statements, and Allocation of Income,
      Including Dividends
2     Approve Charter in New Edition            For       Against    Management
3     Approve Corporate Governance Code         For       For        Management
4     Amend Internal Regulation on Meeting of   For       Against    Management
      Shareholders
5     Amend Internal Regulation on the Board of For       Against    Management
      Directors
6     Amend Internal Regulation on the Audit    For       For        Management
      Commission
7     Revoke Internal Regulation on the         For       Against    Management
      Collective Executive Organ
8.1   Elect Oleg Seleznev as Director           None      For        Management
8.2   Elect Victor Skryabin as Director         None      For        Management
8.3   Elect Sergey Moiseev as Director          None      For        Management
8.4   Elect Vitaly Sadykov as Director          None      For        Management
8.5   Elect Aleksander Fedorov as Director      None      For        Management
8.6   Elect Aleksander Pribludov as Director    None      For        Management
9     Elect Members of Audit Commission         For       For        Management
10    Ratify Auditor                            For       For        Management
11    Approve Related-Party Transactions        For       Against    Management
12    Approve Related-Party Transaction         For       Against    Management
13    Approve Related-Party Transaction         For       Against    Management


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

CHELYABINSK ZINC PLT JT STK CO

Ticker:                      Security ID:  RU0009093918
Meeting Date: JUN 29, 2007   Meeting Type: Annual
Record Date:  MAY 11, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Annual Report, Financial          For       Did Not    Management
      Statements, and Allocation of Income,               Vote
      Including Omission of Dividends
2     Approve Remuneration of Directors         For       Did Not    Management
                                                          Vote
3.1   Elect Sergey Moiseyev as Director         None      Did Not    Management
                                                          Vote
3.2   Elect Vsevolod Geikhman as Director       None      Did Not    Management
                                                          Vote
3.3   Elect Alexander Fyodorov as Director      None      Did Not    Management
                                                          Vote
3.4   Elect Alexey Shilov as Director           None      Did Not    Management
                                                          Vote
3.5   Elect Christian Schaffalitzky de          None      Did Not    Management
      Muckadell as Director                               Vote
3.6   Elect Johann Bouman as Director           None      Did Not    Management
                                                          Vote
3.7   Elect Leonid Kazanbayev as Director       None      Did Not    Management
                                                          Vote
3.8   Elect Boris Birman as Director            None      Did Not    Management
                                                          Vote
4     Elect Members of Audit Commission         For       Did Not    Management
                                                          Vote
5     Ratify Auditor                            For       Did Not    Management
                                                          Vote
6     Determine Cost of Directors' and          For       Did Not    Management
      Officers' Liability Insurance                       Vote
7     Approve Related-Party Transaction Re:     For       Did Not    Management
      Directors' and Officers' Liability                  Vote
      Insurance


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

EGIS PHARMACEUTICALS PLC.

Ticker:                      Security ID:  HU0000053947
Meeting Date: JAN 24, 2007   Meeting Type: Annual
Record Date:  JAN 17, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Board of Directors Report on      For       For        Management
      Company's Business Performance in
      2005/2006 in accordance with
      International Financial Reporting
      Standards
2     Receive Supervisory Board Opinion on      None      None       Management
      Board of Directors Report prepared in
      Accordance with International Financial
      Reporting Standards
3     Receive Auditor Opinion on Board of       None      None       Management
      Directors Report prepared in Accordance
      with International Financial Reporting
      Standards
4     Approve Board of Directors Report on      For       For        Management
      Company's Business Performance in
      2005/2006 prepared in Accordance with
      Hungarian Accounting Standards
5     Approve Allocation of Income              For       For        Management
6     Receive Supervisory Board Opinion on      None      None       Management
      Board of Directors Report prepared in
      Accordance with Hungarian Accounting
      Standards
7     Receive Auditor Opinion on Board of       None      None       Management
      Directors Report prepared in Accordance
      with Hungarian Accounting Standards
8     Approve Consolidated Financial Statements For       For        Management
      and Statutory Reports
9     Receive Supervisory Board Report on       None      None       Management
      Company's Consolidated Business
      Performance in 2005/2006
10    Receive Auditor Report on Company's       None      None       Management
      Consolidated Business Performance in
      2005/2006
11    Elect Members of Supervisory Board        For       For        Management
12    Ratify Auditor                            For       For        Management
13    Amend Articles of Association             For       Against    Management
14    Ammendment to Rules of Procedure of       For       Against    Management
      Supervisory Board
15    Elect Members of Audit Committee          For       For        Management
16    Approve Officials' Remuneration           For       For        Management


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

EVRAZ GROUP S A

Ticker:       EVGPF          Security ID:  US30050A2024
Meeting Date: JAN 18, 2007   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve the Resignation of Bruno Bolfo as For       For        Management
      Director and the Resignation of Valery I.
      Khoroshkovsky as CEO of the Company
2     Appoint Philippe Delaunois as Director    For       For        Management
3     Allow Board to Delegate the Daily         For       For        Management
      Management of the Business and to Appoint
      Alexander Frolov as CEO of the Company
4     Authorize Board to Grant Power and to     For       For        Management
      Authorize Xenia Kotoula to Perform the
      Necessary Formalities Pursuant to Items 2
      and 3
5     Confirm Composition of the Board          For       For        Management
6     Approve Remuneration of Alexander         For       For        Management
      Abramov, Eugene Tenenbaum, Eugene
      Shvidler, Olga Pokrovskaya, and Philippe
      Delaunois
7     Approve Remuneration of Alexander Frolov  For       Against    Management


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

EVRAZ GROUP S A

Ticker:       EVGPF          Security ID:  US30050A2024
Meeting Date: JUN 20, 2007   Meeting Type: Annual
Record Date:  MAY 29, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Reports of the Board of Directors For       For        Management
      and of the Statutory Auditor for the Year
      Ending on Dec. 31, 2006
2     Approve Financial Statements and          For       For        Management
      Allocation of Income for as of Dec. 31,
      2006
3     Approve Reports of the Board of Directors For       For        Management
      and of the External Auditor on the
      Consolidated Financial Statements on Dec.
      31, 2005 and Dec. 31, 2006
4     Accept Consolidated Financial Statements  For       For        Management
      for the Years Ending on Dec. 31, 2005 and
      Dec. 31, 2006
5     Approve Discharge of Directors and        For       For        Management
      Auditors
6     Statutory Elections                       For       For        Management
7     Allow Board to Delegate Daily Management  For       For        Management
      of the Company and to Appoint Mr.
      Alexander V. Frolov as Managing Director
      of the Company
8     Transact Other Business (Voting)          For       Against    Management


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

GAZPROM OAO

Ticker:                      Security ID:  RU0007661625
Meeting Date: JUN 29, 2007   Meeting Type: Annual
Record Date:  MAY 11, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Annual Report                     For       For        Management
2     Approve Financial Statements              For       For        Management
3     Approve Allocation of Income              For       For        Management
4     Approve Dividends of RUB 2.54 per         For       For        Management
      Ordinary Share
5     Approve Remuneration of Directors and     For       Against    Management
      Members of Audit Commission
6     Ratify CJSC PricewaterhouseCoopers Audit  For       For        Management
      as Auditor
7     Amend Charter                             For       For        Management
8     Approve Series of Related-Party           For       For        Management
      Transactions in Connection with
      Implementation of Nord Stream Project
9.1   Approve Related-Party Transaction with    For       For        Management
      CJSC AB Gazprombank
9.2   Approve Related-Party Transaction with    For       For        Management
      Sberbank
9.3   Approve Related-Party Transaction with    For       For        Management
      CJSC AB Gazprombank
9.4   Approve Related-Party Transaction with    For       For        Management
      Sberbank
9.5   Approve Related-Party Transaction with    For       For        Management
      CJSC AB Gazprombank
9.6   Approve Related-Party Transaction with    For       For        Management
      CJSC AB Gazprombank
9.7   Approve Related-Party Transaction with    For       For        Management
      Sberbank
9.8   Approve Related-Party Transaction with    For       For        Management
      CJSC AB Gazprombank
9.9   Approve Related-Party Transaction with    For       For        Management
      CJSC AB Gazprombank
9.10  Approve Related-Party Transaction with    For       For        Management
      CJSC AB Gazprombank
9.11  Approve Related-Party Transaction with    For       For        Management
      Sberbank
9.12  Approve Related-Party Transaction with    For       For        Management
      CJSC AB Gazprombank
9.13  Approve Related-Party Transaction with    For       For        Management
      OJSC Severneftegazprom
9.14  Approve Related-Party Transaction with    For       For        Management
      OJSC Severneftegazprom
9.15  Approve Related-Party Transaction with    For       For        Management
      Mezhregiongaz LLC
9.16  Approve Related-Party Transaction with    For       For        Management
      Mezhregiongaz LLC
9.17  Approve Related-Party Transaction with    For       For        Management
      Mezhregiongaz LLC
9.18  Approve Related-Party Transaction with    For       For        Management
      CJSC Northgas
9.19  Approve Related-Party Transaction with    For       For        Management
      OJSC Novatek
9.20  Approve Related-Party Transaction with    For       For        Management
      OJSC Tomskgazprom
9.21  Approve Related-Party Transaction with    For       For        Management
      Mezhregiongaz LLC
9.22  Approve Related-Party Transaction with    For       For        Management
      OJSC Gazprom Neft
9.23  Approve Related-Party Transaction with    For       For        Management
      OJSC Novatek
9.24  Approve Related-Party Transaction with    For       For        Management
      OJSC Novatek
9.25  Approve Related-Party Transaction with    For       For        Management
      Latvijas Gaze a/s
9.26  Approve Related-Party Transaction with AB For       For        Management
      Lietuvos dujos
9.27  Approve Related-Party Transaction with    For       For        Management
      UAB Kauno Termofikacijos Elektrine
9.28  Approve Related-Party Transaction with    For       For        Management
      MoldovaGaz S.A.
9.29  Approve Related-Party Transaction with    For       For        Management
      MoldovaGaz S.A.
10.1  Elect Andrey Akimov as Director           None      Abstain    Management
10.2  Elect Alexander Ananenkov as Director     For       Abstain    Management
10.3  Elect Burckhard Bergmann as Director      None      Abstain    Management
10.4  Elect Farit Gazizullin as Director        None      Abstain    Management
10.5  Elect German Gref as Director             None      Abstain    Management
10.6  Elect Elena Karpel as Director            For       Abstain    Management
10.7  Elect Dmitry Medvedev as Director         None      Abstain    Management
10.8  Elect Yury Medvedev as Director           None      Abstain    Management
10.9  Elect Alexey Miller as Director           For       Abstain    Management
10.10 Elect Victor Nikolaev as Director         None      Abstain    Management
10.11 Elect Sergey Oganesyan as Director        None      Abstain    Management
10.12 Elect Alexander Potyomkin as Director     None      Abstain    Management
10.13 Elect Mikhail Sereda as Director          For       Abstain    Management
10.14 Elect Boris Fedorov as Director           None      For        Management
10.15 Elect Robert Foresman as Director         None      Abstain    Management
10.16 Elect Victor Khristenko as Director       None      Abstain    Management
10.17 Elect Alexander Shokhin as Director       None      Abstain    Management
10.18 Elect Igor Yusufov as Director            None      Abstain    Management
10.19 Elect Evgeny Yasin as Director            None      Abstain    Management
11.1  Elect Dmitry Arkhipov as Member of Audit  For       For        Management
      Commission
11.2  Elect Denis Askinadze as Member of Audit  For       Abstain    Management
      Commission
11.3  Elect Vadim Bikulov as Member of Audit    For       For        Management
      Commission
11.4  Elect Rafael Ishutin as Member of Audit   For       For        Management
      Commission
11.5  Elect Andrey Kobzev as Member of Audit    For       Abstain    Management
      Commission
11.6  Elect Nina Lobanova as Member of Audit    For       For        Management
      Commission
11.7  Elect Yury Nosov as Member of Audit       For       Abstain    Management
      Commission
11.8  Elect Victoria Oseledko as Member of      For       Abstain    Management
      Audit Commission
11.9  Elect Vladislav Sinyov as Member of Audit For       For        Management
      Commission
11.10 Elect Andrey Fomin as Member of Audit     For       Abstain    Management
      Commission
11.11 Elect Yury Shubin as Member of Audit      For       Abstain    Management
      Commission


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

GAZPROM OAO

Ticker:       OGZRY          Security ID:  368287207
Meeting Date: JUN 29, 2007   Meeting Type: Annual
Record Date:  JUN 6, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Annual Report                     For       For        Management
2     Approve Financial Statements              For       For        Management
3     Approve Allocation of Income              For       For        Management
4     Approve Dividends of RUB 2.54 per         For       For        Management
      Ordinary Share
5     Approve Remuneration of Directors and     For       Against    Management
      Members of Audit Commission
6     Ratify CJSC PricewaterhouseCoopers Audit  For       For        Management
      as Auditor
7     Amend Charter                             For       For        Management
8     Approve Series of Related-Party           For       For        Management
      Transactions in Connection with
      Implementation of Nord Stream Project
9.1   Approve Related-Party Transaction with    For       For        Management
      CJSC AB Gazprombank
9.2   Approve Related-Party Transaction with    For       For        Management
      Sberbank
9.3   Approve Related-Party Transaction with    For       For        Management
      CJSC AB Gazprombank
9.4   Approve Related-Party Transaction with    For       For        Management
      Sberbank
9.5   Approve Related-Party Transaction with    For       For        Management
      CJSC AB Gazprombank
9.6   Approve Related-Party Transaction with    For       For        Management
      CJSC AB Gazprombank
9.7   Approve Related-Party Transaction with    For       For        Management
      Sberbank
9.8   Approve Related-Party Transaction with    For       For        Management
      CJSC AB Gazprombank
9.9   Approve Related-Party Transaction with    For       For        Management
      CJSC AB Gazprombank
9.10  Approve Related-Party Transaction with    For       For        Management
      CJSC AB Gazprombank
9.11  Approve Related-Party Transaction with    For       For        Management
      Sberbank
9.12  Approve Related-Party Transaction with    For       For        Management
      CJSC AB Gazprombank
9.13  Approve Related-Party Transaction with    For       For        Management
      OJSC Severneftegazprom
9.14  Approve Related-Party Transaction with    For       For        Management
      OJSC Severneftegazprom
9.15  Approve Related-Party Transaction with    For       For        Management
      Mezhregiongaz LLC
9.16  Approve Related-Party Transaction with    For       For        Management
      Mezhregiongaz LLC
9.17  Approve Related-Party Transaction with    For       For        Management
      Mezhregiongaz LLC
9.18  Approve Related-Party Transaction with    For       For        Management
      CJSC Northgas
9.19  Approve Related-Party Transaction with    For       For        Management
      OJSC Novatek
9.20  Approve Related-Party Transaction with    For       For        Management
      OJSC Tomskgazprom
9.21  Approve Related-Party Transaction with    For       For        Management
      Mezhregiongaz LLC
9.22  Approve Related-Party Transaction with    For       For        Management
      OJSC Gazprom Neft
9.23  Approve Related-Party Transaction with    For       For        Management
      OJSC Novatek
9.24  Approve Related-Party Transaction with    For       For        Management
      OJSC Novatek
9.25  Approve Related-Party Transaction with    For       For        Management
      Latvijas Gaze a/s
9.26  Approve Related-Party Transaction with AB For       For        Management
      Lietuvos dujos
9.27  Approve Related-Party Transaction with    For       For        Management
      UAB Kauno Termofikacijos Elektrine
9.28  Approve Related-Party Transaction with    For       For        Management
      MoldovaGaz S.A.
9.29  Approve Related-Party Transaction with    For       For        Management
      MoldovaGaz S.A.
10.1  Elect Andrey Akimov as Director           None      Abstain    Management
10.2  Elect Alexander Ananenkov as Director     For       Abstain    Management
10.3  Elect Burckhard Bergmann as Director      None      Abstain    Management
10.4  Elect Farit Gazizullin as Director        None      Abstain    Management
10.5  Elect German Gref as Director             None      Abstain    Management
10.6  Elect Elena Karpel as Director            For       Abstain    Management
10.7  Elect Dmitry Medvedev as Director         None      Abstain    Management
10.8  Elect Yury Medvedev as Director           None      Abstain    Management
10.9  Elect Alexey Miller as Director           For       Abstain    Management
10.10 Elect Victor Nikolaev as Director         None      Abstain    Management
10.11 Elect Sergey Oganesyan as Director        None      Abstain    Management
10.12 Elect Alexander Potyomkin as Director     None      Abstain    Management
10.13 Elect Mikhail Sereda as Director          For       Abstain    Management
10.14 Elect Boris Fedorov as Director           None      For        Management
10.15 Elect Robert Foresman as Director         None      Abstain    Management
10.16 Elect Victor Khristenko as Director       None      Abstain    Management
10.17 Elect Alexander Shokhin as Director       None      Abstain    Management
10.18 Elect Igor Yusufov as Director            None      Abstain    Management
10.19 Elect Evgeny Yasin as Director            None      Abstain    Management
11.1  Elect Dmitry Arkhipov as Member of Audit  For       For        Management
      Commission
11.2  Elect Denis Askinadze as Member of Audit  For       Abstain    Management
      Commission
11.3  Elect Vadim Bikulov as Member of Audit    For       For        Management
      Commission
11.4  Elect Rafael Ishutin as Member of Audit   For       For        Management
      Commission
11.5  Elect Andrey Kobzev as Member of Audit    For       Abstain    Management
      Commission
11.6  Elect Nina Lobanova as Member of Audit    For       For        Management
      Commission
11.7  Elect Yury Nosov as Member of Audit       For       Abstain    Management
      Commission
11.8  Elect Victoria Oseledko as Member of      For       Abstain    Management
      Audit Commission
11.9  Elect Vladislav Sinyov as Member of Audit For       For        Management
      Commission
11.10 Elect Andrey Fomin as Member of Audit     For       Abstain    Management
      Commission
11.11 Elect Yury Shubin as Member of Audit      For       Abstain    Management
      Commission


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

INSTITUTIONAL FIDUCIARY TRUST

Ticker:       INFXX          Security ID:  457756500
Meeting Date: MAY 11, 2007   Meeting Type: Special
Record Date:  JAN 5, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Trustee Harris J. Ashton            For       Echo       Management
                                                          Vote
1.2   Elect Trustee Robert F. Carlson           For       Echo       Management
                                                          Vote
1.3   Elect Trustee Sam L. Ginn                 For       Echo       Management
                                                          Vote
1.4   Elect Trustee Edith E. Holiday            For       Echo       Management
                                                          Vote
1.5   Elect Trustee Frank W. T. LaHaye          For       Echo       Management
                                                          Vote
1.6   Elect Trustee Frank A. Olson              For       Echo       Management
                                                          Vote
1.7   Elect Trustee Larry D. Thompson           For       Echo       Management
                                                          Vote
1.8   Elect Trustee John B. Wilson              For       Echo       Management
                                                          Vote
1.9   Elect Trustee Charles B. Johnson          For       Echo       Management
                                                          Vote
1.10  Elect Trustee Gregory E. Johnson          For       Echo       Management
                                                          Vote
2     Approve Conversion to Series of Delaware  For       Echo       Management
      Business Trust                                      Vote
3     Approve Change of Fundamental Investment  For       Echo       Management
      Policy                                              Vote
4     Approve Change of Fundamental Investment  For       Echo       Management
      Policy                                              Vote
5     Approve Change of Fundamental Investment  For       Echo       Management
      Policy                                              Vote
6     Approve Change of Fundamental Investment  For       Echo       Management
      Policy                                              Vote
7     Approve Change of Fundamental Investment  For       Echo       Management
      Policy                                              Vote
8     Approve Change of Fundamental Investment  For       Echo       Management
      Policy                                              Vote
9     Approve Change of Fundamental Investment  For       Echo       Management
      Policy                                              Vote
10    Approve Change of Fundamental Investment  For       Echo       Management
      Policy                                              Vote
11    Approve Elimination of Fundamental        For       Echo       Management
      Investment Policy                                   Vote
12    Approve Change of Fundamental Investment  For       Echo       Management
      Policy                                              Vote

For all items above, voted shares in the same proportion as the vote of all
other shareholders.


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

LUKOIL OAO

Ticker:       LUKOY          Security ID:  677862104
Meeting Date: JUN 28, 2007   Meeting Type: Annual
Record Date:  MAY 11, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     TO APPROVE THE ANNUAL REPORT OF OAO       For       For        Management
      LUKOIL FOR 2006, INCLUDING: THE NET
      PROFIT OF OAO LUKOIL FOR DISTRIBUTION FOR
      2006 WAS EQUAL TO 55,129,760,000
2.1   Elect Vagit Alekperov as Director         None      Abstain    Management
2.2   Elect Igor Belikov as Director            None      Abstain    Management
2.3   Elect Mikhail Berezhnoy as Director       None      Abstain    Management
2.4   Elect Donald Wallette (Jr.) as Director   None      Abstain    Management
2.5   Elect Valery Grayfer as Director          None      Abstain    Management
2.6   Elect Oleg Kutafin as Director            None      Abstain    Management
2.7   Elect Ravil Maganov as Director           None      Abstain    Management
2.8   Elect Richard Matzke as Director          None      For        Management
2.9   Elect Sergey Mikhailov as Director        None      Abstain    Management
2.10  Elect Nikolay Tsvetkov as Director        None      Abstain    Management
2.11  Elect Igor Sherkunov as Director          None      Abstain    Management
2.12  Elect Alexander Shokhin as Director       None      Abstain    Management
3     TO ELECT THE AUDIT COMMISSION FROM THE    For       For        Management
      LIST OF CANDIDATES APPROVED BY THE BOARD
      OF DIRECTORS OF OAO  LUKOIL ON 3 FEBRUARY
      2007 (MINUTES NO.4): BULAVINA,
4     TO ELECT THE AUDIT COMMISSION FROM THE    For       For        Management
      LIST OF CANDIDATES APPROVED BY THE BOARD
      OF DIRECTORS OF OAO  LUKOIL ON 3 FEBRUARY
      2007 (MINUTES NO.4): KONDRATIEV,
5     TO ELECT THE AUDIT COMMISSION FROM THE    For       For        Management
      LIST OF CANDIDATES APPROVED BY THE BOARD
      OF DIRECTORS OF OAO  LUKOIL ON 3 FEBRUARY
      2007 (MINUTES NO.4): NIKITENKO,
6     TO PAY REMUNERATION AND REIMBURSE         For       For        Management
      EXPENSES TO MEMBERS OF THE BOARD OF
      DIRECTORS AND THE AUDIT COMMISSION OF OAO
      LUKOIL ACCORDING TO APPENDIX 1.
7     TO ESTABLISH REMUNERATION FOR NEWLY       For       For        Management
      ELECTED MEMBERS OF THE BOARD OF DIRECTORS
      AND THE AUDIT COMMISSION OF OAO LUKOIL
      ACCORDING TO APPENDIX 2. TO INVALIDATE
8     TO APPROVE THE INDEPENDENT AUDITOR OF OAO For       For        Management
      LUKOIL - CLOSED JOINT STOCK COMPANY KPMG.
9     TO DETERMINE THE NUMBER OF AUTHORISED     For       For        Management
      SHARES OF OAO  LUKOIL AS EIGHTY-FIVE
      MILLION (85,000,000) ORDINARY REGISTERED
      SHARES, WITH A PAR VALUE OF TWO AND A
      HALF
10    TO APPROVE AMENDMENTS AND ADDENDA TO THE  For       For        Management
      CHARTER OF OPEN JOINT STOCK COMPANY OIL
      COMPANY LUKOIL , PURSUANT TO THE
      APPENDIX.
11    TO APPROVE AMENDMENTS TO THE REGULATIONS  For       For        Management
      ON THE PROCEDURE FOR PREPARING AND
      HOLDING THE GENERAL SHAREHOLDERS MEETING
      OF OAO LUKOIL , PURSUANT TO THE
12    TO APPROVE THE FOLLOWING INTERESTED-PARTY For       For        Management
      TRANSACTIONS ON THE TERMS AND CONDITIONS
      INDICATED IN THE APPENDIX: SUPPLEMENTAL
      AGREEMENT TO LOAN CONTRACT
13    TO APPROVE THE FOLLOWING INTERESTED-PARTY For       For        Management
      TRANSACTIONS ON THE TERMS AND CONDITIONS
      INDICATED IN THE APPENDIX: SUPPLEMENTAL
      AGREEMENT TO OIL SUPPLY
14    TO APPROVE THE FOLLOWING INTERESTED-PARTY For       For        Management
      TRANSACTIONS ON THE TERMS AND CONDITIONS
      INDICATED IN THE APPENDIX: SHAREHOLDER
      LOAN AGREEMENT BETWEEN OAO
15    TO APPROVE THE FOLLOWING INTERESTED-PARTY For       For        Management
      TRANSACTIONS ON THE TERMS AND CONDITIONS
      INDICATED IN THE APPENDIX: SHAREHOLDER
      LOAN AGREEMENT BETWEEN OAO
16    TO APPROVE THE FOLLOWING INTERESTED-PARTY For       For        Management
      TRANSACTIONS ON THE TERMS AND CONDITIONS
      INDICATED IN THE APPENDIX: POLICY
      (CONTRACT) ON INSURING THE
17    TO APPROVE MEMBERSHIP OF OAO LUKOIL IN    For       For        Management
      THE RUSSIAN NATIONAL ASSOCIATION SWIFT.


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

MASHINOSTROITELNY ZAVOD OAO

Ticker:                      Security ID:  RU000A0B8366
Meeting Date: JUN 8, 2007    Meeting Type: Annual
Record Date:  APR 24, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Annual Report, Financial          For       For        Management
      Statements, and Allocation of Income,
      Including Omission of Dividends
2     Ratify Auditor                            For       For        Management
3     Elect Directors via Cumulative Voting     None      For        Management
4     Elect Members of Audit Commission         For       For        Management
5     Approve Revised Edition of Charter        For       Against    Management
6     Approve Revised Editions of Regulations   For       Against    Management
      on General Meetings, Regulations on Board
      of Directors, and Regulations on General
      Director
7     Approve Membership in Titan Interstate    For       Against    Management
      Association, and in Aviation Engine
      Building Union


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

MMC NORILSK NICKEL

Ticker:                      Security ID:  RU0007288411
Meeting Date: NOV 24, 2006   Meeting Type: Special
Record Date:  OCT 5, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Dividends of RUB 56 Per Ordinary  For       For        Management
      Share


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

MMC NORILSK NICKEL

Ticker:                      Security ID:  RU0007288411
Meeting Date: JUN 28, 2007   Meeting Type: Annual
Record Date:  MAY 15, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Annual Report, Financial          For       For        Management
      Statements, and Allocation of Income
2     Approve Dividends of RUB 176 per Ordinary For       For        Management
      Share, Including Special Dividends of RUB
      56 for First Nine Months of Fiscal 2006
      Approved at Company's Nov. 24, 2006, EGM
3.1   Elect Andrey Bugrov as Director           For       Abstain    Management
3.2   Elect Guy de Selliers as Director         For       For        Management
3.3   Elect Vladimir Dolgikh as Director        For       For        Management
3.4   Elect Andrey Klishas as Director          For       Abstain    Management
3.5   Elect Ralph Morgan as Director            For       Abstain    Management
3.6   Elect Denis Morozov as Director           For       Abstain    Management
3.7   Elect Kirill Parinov as Director          None      Abstain    Management
3.8   Elect Vladimir Potanin as Director        None      Abstain    Management
3.9   Elect Ekaterina Salnikova as Director     For       Abstain    Management
3.10  Elect Kirill Ugolnikov as Director        For       For        Management
3.11  Elect Heinz Schimmelbusch as Director     For       For        Management
4.1   Elect Julia Basova as Member of Audit     For       For        Management
      Commission
4.2   Elect Vadim Meshcheryakov as Member of    For       For        Management
      Audit Commission
4.3   Elect Nikolay Morozov as Member of Audit  For       For        Management
      Commission
4.4   Elect Olga Rompel as Member of Audit      For       For        Management
      Commission
4.5   Elect Olesya Firsik as Member of Audit    For       For        Management
      Commission
5     Ratify Rosexpertiza LLC as Auditor        For       For        Management
6     Approve Remuneration of Directors         For       For        Management
7     Approve Price of Liability Insurance for  For       For        Management
      Directors and Executives
8     Approve Related-Party Transaction Re:     For       For        Management
      Liability Insurance for Directors and
      Executives
9     Approve Value of Assets Subject to        For       For        Management
      Compensation Agreement with Directors and
      Executives
10    Approve Related-Party Transaction Re:     For       For        Management
      Compensation of Expenses to Directors and
      Executives
11    Approve Revised Edition of Charter        For       Against    Management
12    Approve Revised Edition of Regulations on For       For        Management
      Board of Directors
13    Cancel Company's Membership in Cobalt     For       For        Management
      Development Institute
14    Cancel Company's Membership in Palladium  For       For        Management
      Council


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

MOBILE TELESYSTEMS OJSC

Ticker:       MBT            Security ID:  607409109
Meeting Date: OCT 30, 2006   Meeting Type: Special
Record Date:  SEP 14, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Meeting Procedures; Elect Meeting For       Did Not    Management
      Chairman                                            Vote
2     Approve Charter in New Edition            For       Did Not    Management
                                                          Vote
3     Approve Regulations on Management in New  For       Did Not    Management
      Edition                                             Vote
4     Approve Regulations on Board of Directors For       Did Not    Management
      in New Edition                                      Vote
5     Approve Regulations on General Director   For       Did Not    Management
      in New Edition                                      Vote
6     Approve Regulations on General Meetings   For       Did Not    Management
      in New Edition                                      Vote
7     Approve Reorganization Re: Acquisition of For       Did Not    Management
      OJSC ReKom                                          Vote
8     Approve Reorganization Re: Acquisition of For       Did Not    Management
      CJSC Telekot                                        Vote
9     Amend Charter Re: Acquisition of OJSC     For       Did Not    Management
      ReKom and OJSC Telekot                              Vote


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

MOBILE TELESYSTEMS OJSC

Ticker:       MBT            Security ID:  607409109
Meeting Date: JUN 29, 2007   Meeting Type: Annual
Record Date:  MAY 14, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Meeting Procedures                For       Did Not    Management
                                                          Vote
2     Approve Annual Report, Financial          For       Did Not    Management
      Statements, and Allocation of Income,               Vote
      Including Dividends of RUB 9.67 per
      Ordinary Share
3.1   Elect Anton Abugov as Director            None      Did Not    Management
                                                          Vote
3.2   Elect Alexey Buyanov as Director          None      Did Not    Management
                                                          Vote
3.3   Elect Mohanbir Singh Gianni as Director   None      Did Not    Management
                                                          Vote
3.4   Elect Sergey Drozdov as Director          None      Did Not    Management
                                                          Vote
3.5   Elect Tatiana Evtoushenkova as Director   None      Did Not    Management
                                                          Vote
3.6   Elect Leonid Melamed as Director          None      Did Not    Management
                                                          Vote
3.7   Elect Peter Middleton as Director         None      Did Not    Management
                                                          Vote
3.8   Elect Paul J. Ostling as Director         None      Did Not    Management
                                                          Vote
3.9   Elect Helmut Reuschenbach as Director     None      Did Not    Management
                                                          Vote
3.10  Elect Sergey Schebetov as Director        None      Did Not    Management
                                                          Vote
4.1   Elect Marina Manuilova as Member of Audit For       Did Not    Management
      Commission                                          Vote
4.2   Elect Vassily Platoshin as Member of      For       Did Not    Management
      Audit Commission                                    Vote
4.3   Elect Artem Popov as Member of Audit      For       Did Not    Management
      Commission                                          Vote
5     Ratify CJSC Deloitte and Touche CIS as    For       Did Not    Management
      Auditor                                             Vote
6     Approve Revised Edition of Charter        For       Did Not    Management
                                                          Vote
7     Approve Regulations on Remuneration of    For       Did Not    Management
      Directors                                           Vote
8     Approve Revised Edition of Regulations on For       Did Not    Management
      Board of Directors                                  Vote


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

OGK-5

Ticker:                      Security ID:  RU000A0F5UN3
Meeting Date: AUG 31, 2006   Meeting Type: Special
Record Date:  JUL 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Determine Quantity, Par Value, Type, and  For       For        Management
      Rights of Shares to Be Issued
2     Amend Charter Re: Issuance of Shares      For       For        Management
      Proposed under Item 3
3     Approve Increase in Share Capital via     For       For        Management
      Issuance of Shares


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

OGK-5

Ticker:                      Security ID:  RU000A0F5UN3
Meeting Date: SEP 26, 2006   Meeting Type: Special
Record Date:  AUG 15, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Dividends for First Half of       For       For        Management
      Fiscal 2006
2     Approve Large-Scale Transaction           For       Against    Management


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

OPEN INVESTMENTS OAO

Ticker:                      Security ID:  RU000A0DJ9B4
Meeting Date: JAN 15, 2007   Meeting Type: Special
Record Date:  DEC 15, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Meeting Procedures                For       For        Management
2     Adopt New Edition of Articles of          For       Against    Management
      Association


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

OPEN INVESTMENTS OAO

Ticker:                      Security ID:  RU000A0DJ9B4
Meeting Date: APR 25, 2007   Meeting Type: Special
Record Date:  FEB 21, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Meeting Procedures                For       For        Management
2     Approve Early Termination of Powers of    For       For        Management
      Board of Directors
3.1   Elect Sergey Bachin as Director           None      For        Management
3.2   Elect Andrey Klishas as Director          None      For        Management
3.3   Elect Olga Voytovich as Director          None      For        Management
3.4   Elect Dmitry Kostoev as Director          None      For        Management
3.5   Elect Kiril Parinov as Director           None      For        Management
3.6   Elect Elena Anikina as Director           None      For        Management
3.7   Elect Vladimir Tyurenkov as Director      None      For        Management
3.8   Elect John Keith Sleeman as Director      None      For        Management
3.9   Elect Gert Tiivas as Director             None      For        Management
4     Elect Members of Audit Commission         For       For        Management


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

OPEN INVESTMENTS OAO

Ticker:                      Security ID:  RU000A0DJ9B4
Meeting Date: JUN 29, 2007   Meeting Type: Annual
Record Date:  MAY 28, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Meeting Procedures                For       For        Management
2     Elect Directors by Cumulative Voting      None      For        Management
3     Elect Members of Audit Commission         For       For        Management
4     Ratify Auditor                            For       For        Management
5     Approve Annual Report and Financial       For       For        Management
      Statements
6     Approve Allocation of Income and Omission For       For        Management
      of Dividends


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

PLIVA D.D.

Ticker:                      Security ID:  US72917Q2021
Meeting Date: AUG 29, 2006   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Chairman of Meeting                 For       For        Management
2     Receive Financial Statements and          For       For        Management
      Statutory Reports
3     Approve Dividends of HRK 12 Per Share for For       For        Management
      Undistributed Income up to Fiscal 2000;
      Approve Allocation of 2005 Income
4     Approve Discharge of Management Board     For       For        Management
5     Approve Discharge of Supervisory Board    For       For        Management
6     Ratify KPMG Croatia d.o.o. as Auditor     For       For        Management


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

POLYUS ZOLOTO OAO

Ticker:                      Security ID:  RU000A0JNAA8
Meeting Date: SEP 11, 2006   Meeting Type: Special
Record Date:  JUL 27, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Remuneration of Three Independent For       For        Management
      Directors in Amount of $25,000 per
      Quarter Each; Approve Reimbursement of
      Expenses of Three Independent Directors
      in Amount not Exceeding RUB 2 Million per
      Year Each
2     Determine Cost of Liability Insurance for For       For        Management
      Directors
3     Approve Related-Party Transaction Re:     For       For        Management
      Liability Insurance for Directors
4     Approve Indemnification of Directors in   For       For        Management
      Amount not Exceeding $20 Million
5     Approve Related-Party Transaction Re:     For       For        Management
      Indemnification of Directors
6     Approve Regulations on Audit Commission   For       For        Management


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

POLYUS ZOLOTO OAO

Ticker:                      Security ID:  RU000A0JNAA8
Meeting Date: JUN 29, 2007   Meeting Type: Annual
Record Date:  MAY 11, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Annual Report and Financial       For       For        Management
      Statements
2     Approve Allocation of Income and          For       For        Management
      Dividends of RUB 3.23 Per Ordinary Share
3.1   Elect Sergey Batekhin as Director         None      Abstain    Management
3.2   Elect Rodney Berens as Director           None      For        Management
3.3   Elect Valery Braiko as Director           None      For        Management
3.4   Elect Patrick James Gifford as Director   None      For        Management
3.5   Elect Evgeny Ivanov as Director           None      Abstain    Management
3.6   Elect Kirill Parinov as Director          None      Abstain    Management
3.7   Elect Mikhail Prokhorov as Director       None      Abstain    Management
3.8   Elect Valery Rudakov as Director          None      Abstain    Management
3.9   Elect Ekaterina Salnikova as Director     None      Abstain    Management
3.10  Elect Pavel Skitovich as Director         None      Abstain    Management
3.11  Elect Evgeny Yarovikov as Director        None      Abstain    Management
4.1   Elect Lidiia Avseeva as Member of Audit   For       For        Management
      Commission
4.2   Elect Ilya Donkin as Member of Audit      For       For        Management
      Commission
4.3   Elect Mikhail Zatsepin as Member of Audit For       For        Management
      Commission
4.4   Elect Dmitry Mayorov as Member of Audit   For       For        Management
      Commission
4.5   Elect Sergey Spirin as Member of Audit    For       For        Management
      Commission
5     Ratify Rosexpertiza LLC as Auditor        For       For        Management
6     Amend Charter                             For       For        Management
7     Amend Regulations on General Meetings     For       For        Management


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

PROMSTROYBANK SPB

Ticker:                      Security ID:  RU0008898648
Meeting Date: SEP 22, 2006   Meeting Type: Special
Record Date:  AUG 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Meeting Procedures                For       For        Management
2     Approve Merger with Bank for Foreign      For       For        Management
      Trade
3     Approve Transfer Act (in Connection with  For       For        Management
      Merger Agreement Proposed under Item 2)
4     Amend Charter of Bank for Foreign Trade   For       For        Management
      (in Connection with Merger Agreement
      Proposed under Item 2)
5     Approve Draft of Branch Regulations       For       For        Management


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

PROMSTROYBANK SPB

Ticker:                      Security ID:  RU0008898648
Meeting Date: MAR 30, 2007   Meeting Type: Special
Record Date:  FEB 21, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Amend Charter                             For       For        Management


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

PROMSTROYBANK SPB

Ticker:                      Security ID:  RU0008898648
Meeting Date: JUN 29, 2007   Meeting Type: Annual
Record Date:  MAY 11, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Meeting Procedures                For       For        Management
2     Amend Charter                             For       Against    Management
3     Fix Number of Directors                   For       For        Management
4     Elect Directors by Cumulative Voting      None      For        Management
5     Elect Members of Audit Commission         For       For        Management
6     Ratify Auditor                            For       For        Management
7     Approve Annual Report                     For       For        Management
8     Approve Financial Statements              For       For        Management
9     Approve Allocation of Income and          For       For        Management
      Dividends of RUB 0.14 per Ordinary Share
10    Approve Remuneration of Directors and     For       For        Management
      Members of Audit Commission
11    Approve Related-Party Transactions        For       Against    Management


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

SALAVATNEFTEORGSINTEZ

Ticker:                      Security ID:  RU0006941648
Meeting Date: OCT 20, 2006   Meeting Type: Special
Record Date:  AUG 17, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Early Termination of Powers of    For       Against    Management
      Board of Directors
2.1   Elect Sergey Alexeev as Director          For       Against    Management
2.2   Elect Marat Garaev as Director            For       Against    Management
2.3   Elect Aram Ekavyan as Director            For       Against    Management
2.4   Elect Vitaly Zakharov as Director         For       Against    Management
2.5   Elect Dmitry Konov as Director            For       Against    Management
2.6   Elect Sergey Lyovin as Director           For       Against    Management
2.7   Elect Kirill Lyovin as Director           For       Against    Management
2.8   Elect Igor Lipsky as Director             For       Against    Management
2.9   Elect Igor Machishsky as Director         For       Against    Management
2.10  Elect Genady Parishkov as Director        For       Against    Management
2.11  Elect Alexander Rabodaev as Director      For       Against    Management
2.12  Elect Kirill Seleznyov as Director        For       Against    Management
2.13  Elect Vladimir Tochilin as Director       For       Against    Management
2.14  Elect Damir Shavaleev as Director         For       Against    Management
3     Approve Related-Party Transactions        For       Against    Management


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

SALAVATNEFTEORGSINTEZ

Ticker:                      Security ID:  RU0006941648
Meeting Date: MAY 25, 2007   Meeting Type: Annual
Record Date:  APR 12, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Annual Report and Financial       For       For        Management
      Statements
2     Approve Allocation of Income and          For       For        Management
      Dividends of RUB 1 Per Ordinary Share;
      Aprrove Remuneration of Directors and
      Members of Audit Commission
3     Elect Directors by Cumulative Voting      None      For        Management
4.1   Elect Lyudmila Akshentseva as Member of   For       For        Management
      Audit Commission
4.2   Elect Alexey Ashikhmin as Member of Audit For       For        Management
      Commission
4.3   Elect Alla Bogdanova as Member of Audit   For       For        Management
      Commission
4.4   Elect Svetlana Maximkina as Member of     For       For        Management
      Audit Commission
4.5   Elect Vitaly Muravev as Member of Audit   For       For        Management
      Commission
5     Ratify Auditor                            For       For        Management
6     Approve Company's Membership in Bashkir   For       Against    Management
      Association of Experts


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

SATURN SCIENTIFIC PRODUCTION ASSOCIATION SATURN NPO JSC

Ticker:                      Security ID:  RU0007774998
Meeting Date: JUN 29, 2007   Meeting Type: Annual
Record Date:  MAY 24, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Annual Report                     For       Did Not    Management
                                                          Vote
2     Approve Financial Statements              For       Did Not    Management
                                                          Vote
3     Approve Allocation of Income              For       Did Not    Management
                                                          Vote
4     Approve Omission of Dividends             For       Did Not    Management
                                                          Vote
5     Amend Charter                             For       Did Not    Management
                                                          Vote
6     Approve Regulations on Board of Directors For       Did Not    Management
                                                          Vote
7     Elect Directors by Cumulative Voting      None      Did Not    Management
                                                          Vote
8     Elect Members of Audit Commission         For       Did Not    Management
                                                          Vote
9     Ratify Auditor                            For       Did Not    Management
                                                          Vote
10    Approve Related-Party Transactions        For       Did Not    Management
                                                          Vote
11    Approve Membership in European Regional   For       Did Not    Management
      Airlines Association                                Vote


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

SBERBANK OF RUSSIA

Ticker:                      Security ID:  RU0009029540
Meeting Date: JUN 29, 2007   Meeting Type: Annual
Record Date:  MAY 12, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Annual Report                     For       For        Management
2     Approve Financial Statements              For       For        Management
3     Approve Allocation of Income and          For       For        Management
      Dividends RUB 385.50 per Ordinary Share
      and RUB 9.30 per Preferred Share
4     Ratify Auditor                            For       For        Management
5.1   Elect Sergey Ignatiev as Director         None      Abstain    Management
5.2   Elect Alexey Ulyukaev as Director         None      Abstain    Management
5.3   Elect Georgy Luntovsky as Director        None      Abstain    Management
5.4   Elect Valery Tkachenko as Director        None      Abstain    Management
5.5   Elect Nadezhda Ivanova as Director        None      Abstain    Management
5.6   Elect Sergey Shvetsov as Director         None      Abstain    Management
5.7   Elect Konstantin Shor as Director         None      Abstain    Management
5.8   Elect German Gref as Director             None      Abstain    Management
5.9   Elect Alexey Kudrin as Director           None      Abstain    Management
5.10  Elect Anton Drozdov as Director           None      Abstain    Management
5.11  Elect Alexey Savatyugin as Director       None      Abstain    Management
5.12  Elect Arkady Dvorkovich as Director       None      Abstain    Management
5.13  Elect Andrey Kazmin as Director           None      Abstain    Management
5.14  Elect Alla Aleshkina as Director          None      Abstain    Management
5.15  Elect Bella Zlatkis as Director           None      Abstain    Management
5.16  Elect Alexander Soloviev as Director      None      Abstain    Management
5.17  Elect Anton Danilov-Dailian as Director   None      Abstain    Management
5.18  Elect Boris Fedorov as Director           None      For        Management
5.19  Elect Mstislav Afanasiev as Director      None      Abstain    Management
6.1   Elect Anna Burkovskaya as Member of the   For       For        Management
      Audit Commission
6.2   Elect Vladimir Volkov as Member of the    For       For        Management
      Audit Commission
6.3   Elect Vera Mashkova as Member of the      For       For        Management
      Audit Commission
6.4   Elect Valentina Khrapunkova as Member of  For       For        Management
      the Audit Commission
6.5   Elect Maxim Dolzhnikov as Member of the   For       For        Management
      Audit Commission
6.6   Elect Valentina Tkachenko as Member of    For       For        Management
      the Audit Commission
6.7   Elect Natalia Polonskaya as Member of the For       For        Management
      Audit Commission
7     Approve 1,000: 1 (One Thousand New Shares For       For        Management
      for Every Share Currently Held) Stock
      Split
8     Approve Remuneration of Directors and     For       For        Management
      Members of Audit Commission


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

SEVERSTAL

Ticker:                      Security ID:  RU0009046510
Meeting Date: OCT 27, 2006   Meeting Type: Special
Record Date:  SEP 19, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Early Termination of Powers of    For       For        Management
      the Management Company
2     Amend Charter                             For       Against    Management
3     Amend Regulations on Board of Directors   For       Against    Management


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

SEVERSTAL

Ticker:                      Security ID:  RU0009046510
Meeting Date: DEC 15, 2006   Meeting Type: Special
Record Date:  DEC 10, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Alexey Mordashov as Director        For       Did Not    Management
                                                          Vote
1.2   Elect Mikhail Noskov as Director          For       Did Not    Management
                                                          Vote
1.3   Elect Vadim Makhov as Director            For       Did Not    Management
                                                          Vote
1.4   Elect Anatoly Kruchinin as Director       For       Did Not    Management
                                                          Vote
1.5   Elect Vadim Shvetsov as Director          For       Did Not    Management
                                                          Vote
1.6   Elect Christopher Clark as Director       For       Did Not    Management
                                                          Vote
1.7   Elect Rolf Stomberg as Director           For       Did Not    Management
                                                          Vote
1.8   Elect Martin Angle as Director            For       Did Not    Management
                                                          Vote
1.9   Elect Ronald Freeman as Director          For       Did Not    Management
                                                          Vote
1.10  Elect Peter Kraljic as Director           For       Did Not    Management
                                                          Vote
2     Approve Charter in New Edition            For       Did Not    Management
                                                          Vote
3     Approve Regulations on General Meetings   For       Did Not    Management
      in New Edition                                      Vote
4     Approve Regulations on Board of Directors For       Did Not    Management
      in New Edition                                      Vote
5     Approve Regulations on General Director   For       Did Not    Management
      in New Edition                                      Vote
6     Approve Regulations on Audit Commission   For       Did Not    Management
      in New Edition                                      Vote
7     Approve Remuneration of Directors         For       Did Not    Management
                                                          Vote


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

SEVERSTAL

Ticker:                      Security ID:  RU0009046510
Meeting Date: DEC 25, 2006   Meeting Type: Special
Record Date:  NOV 16, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Interim Dividends of RUB 2 Per    For       For        Management
      Ordinary Share for First Nine Months of
      Fiscal 2006


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

SEVERSTAL

Ticker:                      Security ID:  RU0009046510
Meeting Date: JUN 15, 2007   Meeting Type: Annual
Record Date:  APR 27, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Christopher Clark as Director       None      For        Management
1.2   Elect Martin Angle as Director            None      For        Management
1.3   Elect Rolf Stomberg as Director           None      For        Management
1.4   Elect Ronald Freeman as Director          None      For        Management
1.5   Elect Peter Kraljic as Director           None      For        Management
1.6   Elect Alexey Mordashov as Director        None      Abstain    Management
1.7   Elect Mikhail Noskov as Director          None      Abstain    Management
1.8   Elect Vadim Makhov as Director            None      Abstain    Management
1.9   Elect Anatoly Kruchinin as Director       None      Abstain    Management
1.10  Elect Vadim Shvetsov as Director          None      Abstain    Management
2     Approve Annual Report and Financial       For       For        Management
      Statements
3     Approve Allocation of Income and          For       For        Management
      Dividends of RUB 5 per Ordinary Share
4     Reelect Alexey Mordashov as General       For       For        Management
      Director
5     Approve Revised Edition of Charter        For       Against    Management
6     Approve Revised Edition of Regulations on For       Against    Management
      Board of Directors
7     Elect Members of Audit Commission         For       For        Management
8     Ratify KPMG Ltd. as Auditor               For       For        Management
9     Approve Related-Party Transaction with    For       For        Management
      OJSC Industry and Construction Bank


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

SEVERSTAL

Ticker:                      Security ID:  RU0009046510
Meeting Date: JUN 29, 2007   Meeting Type: Special
Record Date:  MAY 18, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Dividends for First Quarter of    For       For        Management
      Fiscal 2007


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

SEVERSTAL CHEREPOVETS MK

Ticker:                      Security ID:  RU0009046510
Meeting Date: SEP 25, 2006   Meeting Type: Special
Record Date:  AUG 7, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Interim Dividends                 For       For        Management


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

SIBIRTELECOM (FRMLY ELEKTROSVYAZ NOVOSIBIRSK)

Ticker:                      Security ID:  RU0009087456
Meeting Date: JUN 25, 2007   Meeting Type: Annual
Record Date:  MAY 7, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Annual Report, Financial          For       For        Management
      Statements, and Allocation of Income,
      Including Dividends of RUB 0.02 per
      Ordinary Share and RUB 0.03 per Preferred
      Share
2.1   Elect Maria Aksenova as Director          None      Abstain    Management
2.2   Elect Svetlana Vlasova as Director        None      Abstain    Management
2.3   Elect Irog Garshin as Director            None      Abstain    Management
2.4   Elect Alexander Gorbunov as Director      None      Abstain    Management
2.5   Elect Roman Ishbulatov as Director        None      Abstain    Management
2.6   Elect Sergey Kalinin as Director          None      Abstain    Management
2.7   Elect Alexander Kachurin as Director      None      Abstain    Management
2.8   Elect Anatoly Kashtanov as Director       None      Abstain    Management
2.9   Elect Alexander Kiselev as Director       None      Abstain    Management
2.10  Elect Gennady Kovalenko as Director       None      Abstain    Management
2.11  Elect Gennady Kudryavtsev as Director     None      Abstain    Management
2.12  Elect Sergey Kuznetsov as Director        None      Abstain    Management
2.13  Elect Oleg Mikhailov as Director          None      Abstain    Management
2.14  Elect Andrey Morozov as Director          None      Abstain    Management
2.15  Elect Evgeny Nechaev as Director          None      Abstain    Management
2.16  Elect Anatoly Nikulin as Director         None      Abstain    Management
2.17  Elect Sergey Porshakov as Director        None      Abstain    Management
2.18  Elect Igor Repin as Director              None      For        Management
2.19  Elect Oleg Seryogin as Director           None      Abstain    Management
2.20  Elect Sergey Sitnikov as Director         None      Abstain    Management
2.21  Elect Oleg Solomentsev as Director        None      Abstain    Management
2.22  Elect Vladimir Statyin as Director        None      Abstain    Management
2.23  Elect Alexey Tuhkur as Director           None      Abstain    Management
2.24  Elect Evgeny Chechelnitsky as Director    None      Abstain    Management
3.1   Elect Mikhail Batmanov as Member of Audit For       Abstain    Management
      Commission
3.2   Elect Margarita Yevstafyeva as Member of  For       Abstain    Management
      Audit Commission
3.3   Elect Olga Korolyova as Member of Audit   For       For        Management
      Commission
3.4   Elect Viktor Lisenkov as Member of Audit  For       Abstain    Management
      Commission
3.5   Elect Igor Polovnev as Member of Audit    For       Abstain    Management
      Commission
3.6   Elect Mikhail Tretyakov as Member of      For       Abstain    Management
      Audit Commission
3.7   Elect Vyacheslav Charkovsky as Member of  For       For        Management
      Audit Commission
3.8   Elect Alexander Shevchuk as Member of     For       Abstain    Management
      Audit Commission
4     Ratify CJSC KPMG as Auditor               For       For        Management
5     Approve Remuneration of Directors         For       For        Management
6     Amend Charter                             For       For        Management
7     Amend Regulations on Board of Directors   For       For        Management


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

SOUTHERN TELECOMMUNICATIONS CO.

Ticker:                      Security ID:  RU0009043426
Meeting Date: JUN 26, 2007   Meeting Type: Annual
Record Date:  MAY 7, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Annual Report, Financial          For       For        Management
      Statements, and Allocation of Income,
      Including Dividends of RUB 0.05 per
      Ordinary Share and RUB 0.012 per
      Preferred Share
2.1   Elect Alexander Andreev as Director       None      Abstain    Management
2.2   Elect Boris Antonyuk as Director          None      Abstain    Management
2.3   Elect Yury Bilibin as Director            None      Abstain    Management
2.4   Elect Mikhail Vasiliev as Director        None      Abstain    Management
2.5   Elect Ekaterina Vasilieva as Director     None      Abstain    Management
2.6   Elect Vladislav Vasin as Director         None      Abstain    Management
2.7   Elect Evgenia Vinokurova as Director      None      Abstain    Management
2.8   Elect Andrey Vinkov as Director           None      Abstain    Management
2.9   Elect Dmitry Vitchinka as Director        None      Abstain    Management
2.10  Elect Natalia Vorobyova as Director       None      Abstain    Management
2.11  Elect Anatoly Gavrilenko as Director      None      Abstain    Management
2.12  Elect Alexey Golt as Director             None      Abstain    Management
2.13  Elect Evgeny Yenin as Director            None      Abstain    Management
2.14  Elect Vladimir Zhelonkin as Director      None      Abstain    Management
2.15  Elect Oleg Zyuzin as Director             None      Abstain    Management
2.16  Elect Gennady Kudryavtsev as Director     None      Abstain    Management
2.17  Elect Denis Kulikov as Director           None      For        Management
2.18  Elect Oleg Mikhailov as Director          None      Abstain    Management
2.19  Elect Natalia Odintsova as Director       None      Abstain    Management
2.20  Elect Stanislav Panchenko as Director     None      Abstain    Management
2.21  Elect Ekaterina Punina as Director        None      Abstain    Management
2.22  Elect Elena Selvich as Director           None      Abstain    Management
2.23  Elect Maxim Tsiganov as Director          None      Abstain    Management
2.24  Elect Olga Chernova as Director           None      Abstain    Management
3.1   Elect Ruslan Aksyaitov as Member of Audit For       Abstain    Management
      Commission
3.2   Elect Konstantin Kirsta as Member of      For       Abstain    Management
      Audit Commission
3.3   Elect Natalia Koshel as Member of Audit   For       Abstain    Management
      Commission
3.4   Elect Victor Lisenkov as Member of Audit  For       Abstain    Management
      Commission
3.5   Elect Sergey Podosinov as Member of Audit For       Abstain    Management
      Commission
3.6   Elect Igor Polovnev as Member of Audit    For       Abstain    Management
      Commission
3.7   Elect Mikhail Tretyakov as Member of      For       Abstain    Management
      Audit Commission
3.8   Elect Natalia Feoktistova as Member of    For       For        Management
      Audit Commission
3.9   Elect Olga Chetvyorkina as Member of      For       Abstain    Management
      Audit Commission
3.10  Elect Alexander Shevchuk as Member of     For       Abstain    Management
      Audit Commission
4     Ratify CJSC KPMG as Auditor               For       For        Management
5     Approve Remuneration of Directors         For       For        Management
6     Amend Charter                             For       For        Management
7     Amend Regulations on General Meetings     For       For        Management
8     Amend Regulations on Board of Directors   For       For        Management
9     Approve Acquisition of OJSC Kuzminov      For       For        Management
      Stavtelecom


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

TELEKOMUNIKACJA POLSKA S.A.

Ticker:                      Security ID:  PLTLKPL00017
Meeting Date: SEP 21, 2006   Meeting Type: Special
Record Date:  SEP 14, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting                              None      Did Not    Management
                                                          Vote
2     Elect Meeting Chairman                    For       Did Not    Management
                                                          Vote
3     Acknowledge Proper Convening of Meeting   For       Did Not    Management
                                                          Vote
4     Approve Agenda of Meeting                 For       Did Not    Management
                                                          Vote
5     Elect Members of Vote Counting Commission For       Did Not    Management
                                                          Vote
6     Shareholder Proposal: Approve Rules of    None      Did Not    Shareholder
      Remuneration of Supervisory Board Members           Vote
7     Shareholder Proposal: Elect Supervisory   None      Did Not    Shareholder
      Board                                               Vote
8     Close Meeting                             None      Did Not    Management
                                                          Vote


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

TELEKOMUNIKACJA POLSKA S.A.

Ticker:                      Security ID:  PLTLKPL00017
Meeting Date: NOV 9, 2006    Meeting Type: Special
Record Date:  NOV 2, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting                              None      Did Not    Management
                                                          Vote
2     Elect Meeting Chairman                    For       Did Not    Management
                                                          Vote
3     Acknowledge Proper Convening of Meeting   For       Did Not    Management
                                                          Vote
4     Approve Agenda of Meeting                 For       Did Not    Management
                                                          Vote
5     Elect Members of Vote Counting Commission For       Did Not    Management
                                                          Vote
6     Approve Changes to Composition of         For       Did Not    Management
      Supervisory Board                                   Vote
7     Close Meeting                             None      Did Not    Management
                                                          Vote


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

TELEKOMUNIKACJA POLSKA S.A.

Ticker:                      Security ID:  PLTLKPL00017
Meeting Date: APR 6, 2007    Meeting Type: Special
Record Date:  MAR 30, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting                              None      None       Management
2     Elect Meeting Chairman                    For       For        Management
3     Acknowledge Proper Convening of Meeting   For       For        Management
4     Approve Agenda of Meeting                 For       For        Management
5     Elect Members of Vote Counting Commission For       For        Management
6     Amend Statute Re: Allow for Dividends to  For       For        Management
      Be Paid within Six Months Following Their
      Approval
7     Approve Changes to Composition of         For       For        Management
      Supervisory Board
8     Close Meeting                             None      None       Management


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

TELEKOMUNIKACJA POLSKA S.A.

Ticker:                      Security ID:  PLTLKPL00017
Meeting Date: MAY 10, 2007   Meeting Type: Annual
Record Date:  MAY 4, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting                              None      Did Not    Management
                                                          Vote
2     Elect Meeting Chairman                    For       Did Not    Management
                                                          Vote
3     Acknowledge Proper Convening of Meeting   For       Did Not    Management
                                                          Vote
4     Approve Agenda of Meeting                 For       Did Not    Management
                                                          Vote
5     Elect Members of Vote Counting Commission For       Did Not    Management
                                                          Vote
6.1   Receive Financial Statements and          None      Did Not    Management
      Management Board Report on Company's                Vote
      Operations in Fiscal 2006
6.2   Receive Management Board Proposal         None      Did Not    Management
      Regarding Allocation of Company's 2006              Vote
      Income, Including Dividend Payout
6.3   Receive Supervisory Board Report on       None      Did Not    Management
      Management Board Report on Company's                Vote
      Operations in Fiscal 2006, Financial
      Statements, and Management Board Proposal
      Regarding Allocation of Company's 2006
      Income
6.4   Receive Consolidated Financial Statements None      Did Not    Management
      and Management Board Report on Group's              Vote
      Operations in Fiscal 2006
6.5   Receive Supervisory Board Report on       None      Did Not    Management
      Management Board Report on Group's                  Vote
      Operations in Fiscal 2006 and
      Consolidated Financial Statements
6.6   Receive Supervisory Board's Evaluation of None      Did Not    Management
      Company's Standing in Fiscal 2006 and               Vote
      Report on Supervisory Board's Activities
      in Fiscal 2006
7.1   Approve Management Board Report on        For       Did Not    Management
      Company's Operations in Fiscal 2006                 Vote
7.2   Approve Financial Statements              For       Did Not    Management
                                                          Vote
7.3   Approve Allocation of Income and          For       Did Not    Management
      Dividends                                           Vote
7.4   Approve Allocation of Income from         For       Did Not    Management
      Previous Years                                      Vote
7.5   Approve Management Board Report on        For       Did Not    Management
      Group's Operations in Fiscal 2006                   Vote
7.6   Approve Consolidated Financial Statements For       Did Not    Management
                                                          Vote
7.7a  Approve Discharge of Management Board     For       Did Not    Management
                                                          Vote
7.7b  Approve Discharge of Supervisory Board    For       Did Not    Management
                                                          Vote
8.1   Amend Statute Re: Election of Supervisory For       Did Not    Management
      Board                                               Vote
8.2   Amend Statute Re: Management Board        For       Did Not    Management
      Authority to Pay Company Shareholders               Vote
      Advance towards Expected Dividends
8.3   Amend Statute Re: Corporate Purpose       For       Did Not    Management
                                                          Vote
9     Approve Final Text of Statute             For       Did Not    Management
                                                          Vote
10    Create Special Fund for Purpose of        For       Did Not    Management
      Payment of Advance on Expected Dividends            Vote
11    Authorize Share Repurchase Program        For       Did Not    Management
                                                          Vote
12    Approve Changes to Composition of         For       Did Not    Management
      Supervisory Board                                   Vote
13    Close Meeting                             None      Did Not    Management
                                                          Vote


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

TMK OAO

Ticker:                      Security ID:  RU000A0B6NK6
Meeting Date: JAN 17, 2007   Meeting Type: Special
Record Date:  DEC 1, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Amend Regulations on Management           For       For        Management


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

TMK OAO

Ticker:                      Security ID:  RU000A0B6NK6
Meeting Date: MAR 2, 2007    Meeting Type: Special
Record Date:  JAN 23, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Option Program                    For       For        Management
2     Approve Remuneration Contracts with       For       For        Management
      Members of Board of Directors and
      Chairman of Board of Directors in New
      Edition


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

TMK OAO

Ticker:                      Security ID:  RU000A0B6NK6
Meeting Date: JUN 27, 2007   Meeting Type: Annual
Record Date:  MAY 21, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Annual Report and Financial       For       For        Management
      Statements
2     Approve Allocation of Income and          For       For        Management
      Dividends of RUB 4.30 Per Ordinary Share
3.1   Elect Petr Golitsyn as Director           None      For        Management
3.2   Elect Andrey Kaplunov as Director         None      Abstain    Management
3.3   Elect Adrian Cobb as Director             None      Abstain    Management
3.4   Elect Josef Marous as Director            None      For        Management
3.5   Elect Sergey Papin as Director            None      Abstain    Management
3.6   Elect Dmitry Pumpyansky as Director       None      Abstain    Management
3.7   Elect Geoffrey Townsend as Director       None      For        Management
3.8   Elect Igor Khmelevsky as Director         None      Abstain    Management
3.9   Elect Alexander Shiryaev as Director      None      Abstain    Management
3.10  Elect Mukhadin Eskindarov as Director     None      For        Management
4.1   Elect Alexander Borobiev as Member of     For       For        Management
      Audit Commission
4.2   Elect Alexander Maximenko as Member of    For       For        Management
      Audit Commission
4.3   Elect Anna Novokshonova as Member of      For       For        Management
      Audit Commission
5     Ratify Auditor                            For       For        Management


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

UNIFIED ENERGY SYSTEMS RAO

Ticker:                      Security ID:  RU0008959655
Meeting Date: DEC 6, 2006    Meeting Type: Special
Record Date:  OCT 5, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Spin-Off of OJSC OGK-5 Holding    For       For        Management
      and OJSC TGK-5 Holding; Elect General
      Directors of OJSC OGK-5 Holding and OJSC
      TGK-5 Holding; Elect Members of Audit
      Commissions of OJSC OGK-5 Holding and
      OJSC TGK-5 Holding
2.1   Elect Evgeny Abramov as Director          For       For        Management
2.2   Elect Dmitry Akhanov as Director          For       For        Management
2.3   Elect Maxim Buniakin as Director          For       For        Management
2.4   Elect Dmitry Burnashev as Director        For       For        Management
2.5   Elect Anatoly Bushin as Director          For       For        Management
2.6   Elect Evgeny Bykhanov as Director         For       For        Management
2.7   Elect Dmitry Vasin as Director            For       For        Management
2.8   Elect Vladimir Volik as Director          For       For        Management
2.9   Elect Vadim Galka as Director             For       For        Management
2.10  Elect Alexey Znamensky as Director        For       For        Management
2.11  Elect Alexey Kachay as Director           For       For        Management
2.12  Elect Andrey Krivoguzov as Director       For       For        Management
2.13  Elect Valery Nepsha as Director           For       For        Management
2.14  Elect Eldar Orudzhev as Director          For       For        Management
2.15  Elect Dmitry Shtykov as Director          For       For        Management
2.16  Elect Victor Shchedrolyubov as Director   For       For        Management
3.1   Elect Evgeny Abramov as Director          For       For        Management
3.2   Elect Dmitry Akhanov as Director          For       For        Management
3.3   Elect Maxim Buniakin as Director          For       For        Management
3.4   Elect Evgeny Bykhanov as Director         For       For        Management
3.5   Elect Vladimir Volik as Director          For       For        Management
3.6   Elect Alexey Znamensky as Director        For       For        Management
3.7   Elect Alexey Kachay as Director           For       For        Management
3.8   Elect Igor Kozhukhovsky as Director       For       For        Management
3.9   Elect Vladimir Kolushov as Director       For       For        Management
3.10  Elect Vladimir Lebedev as Director        For       For        Management
3.11  Elect Yulia Negasheva as Director         For       For        Management
3.12  Elect Valery Nepsha as Director           For       For        Management
3.13  Elect Dmitry Rozhkov as Director          For       For        Management
3.14  Elect Mikhail Sokolovsky as Director      For       For        Management
3.15  Elect Vasily Filippov as Director         For       For        Management
3.16  Elect Dmitry Shtykov as Director          For       For        Management
4     Approve Merger of OJSC OGK-5 Holding with For       For        Management
      OJSC OGK-5
5     Approve Merger of OJSC TGK-5 Holding with For       For        Management
      OJSC TGK-5
6     Amend Charter Re: Approve Fixed Dividend  For       For        Management
      for Preferred Shareholders
7     Approve Related-Party Transaction Re:     For       For        Management
      Acquisition of 20 Billion Ordinary Shares
      of OJSC Federal Grid Company of Unified
      Energy System


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

UNIFIED ENERGY SYSTEMS RAO

Ticker:                      Security ID:  RU0008959655
Meeting Date: JUN 26, 2007   Meeting Type: Annual
Record Date:  MAY 11, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Annual Report, Financial          For       For        Management
      Statements, and Allocation of Income
2     Approve Omission of Dividends             For       For        Management
3     Ratify CJSC PricewaterhouseCoopers Audit  For       For        Management
      as Auditor
4.1   Elect Andrey Akimov as Director           None      Abstain    Management
4.2   Elect Kirill Androsov as Director         None      Abstain    Management
4.3   Elect Grigory Berezkin as Director        None      Abstain    Management
4.4   Elect Andrey Bugrov as Director           None      Abstain    Management
4.5   Elect Alexander Voloshin as Director      None      Abstain    Management
4.6   Elect German Gref as Director             None      Abstain    Management
4.7   Elect Andrey Dementyev as Director        None      Abstain    Management
4.8   Elect Gleb Nikitin as Director            None      Abstain    Management
4.9   Elect Sergey Oganesyan as Director        None      Abstain    Management
4.10  Elect Olga Pushkareva as Director         None      Abstain    Management
4.11  Elect Vladimir Rashevsky as Director      None      Abstain    Management
4.12  Elect Seppo Remes as Director             For       For        Management
4.13  Elect Kirill Seleznev as Director         None      Abstain    Management
4.14  Elect Yakov Urinson as Director           For       Abstain    Management
4.15  Elect Victor Khristenko as Director       None      Abstain    Management
4.16  Elect Anatoly Chubais as Director         None      Abstain    Management
4.17  Elect Andrey Sharonov as Director         None      Abstain    Management
4.18  Elect Ilya Yuzhanov as Director           None      Abstain    Management
5.1   Elect Marina Ganeyeva as Member of Audit  For       For        Management
      Commission
5.2   Elect Andrey Kobzev as Member of Audit    For       For        Management
      Commission
5.3   Elect Mikhail Kurbatov as Member of Audit For       For        Management
      Commission
5.4   Elect Victoria Oseledko as Member of      For       For        Management
      Audit Commission
5.5   Elect Alexander Rutenberg as Member of    For       For        Management
      Audit Commission
6     Approve Related-Party Transaction Re:     For       For        Management
      Acquisition of 86.9 Billion Shares in JSC
      FGC UES


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

URALKALIY

Ticker:                      Security ID:  RU0007661302
Meeting Date: AUG 1, 2006    Meeting Type: Special
Record Date:  JUN 16, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Related-Party Transaction         For       For        Management


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

URALKALIY

Ticker:                      Security ID:  RU0007661302
Meeting Date: DEC 14, 2006   Meeting Type: Special
Record Date:  NOV 7, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Dividends of RUB 1.59 Per Share   For       For        Management
      for First Nine Months of Fiscal 2006


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

URALSVYAZINFORM

Ticker:                      Security ID:  RU0009048805
Meeting Date: SEP 26, 2006   Meeting Type: Special
Record Date:  JUL 25, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Shareholder Proposal: Approve Early       None      Against    Shareholder
      Termination of Powers of Board of
      Directors
2.1   Elect Stanislav Avdyants as Director      None      Abstain    Shareholder
2.2   Elect Boris Antonyuk as Director          None      Abstain    Shareholder
2.3   Elect Victor Basargin as Director         None      Abstain    Shareholder
2.4   Elect Mikhail Batmanov as Director        None      Abstain    Shareholder
2.5   Elect Igor Belikov as Director            None      Abstain    Shareholder
2.6   Elect Konstantin Belyaev as Director      None      Abstain    Shareholder
2.7   Elect Yury Bilibin as Director            None      Abstain    Shareholder
2.8   Elect Vladislav Brylkov as Director       None      Abstain    Shareholder
2.9   Elect Anatoly Gavrilenko as Director      None      Abstain    Shareholder
2.10  Elect Alla Grigoreva as Director          None      Abstain    Shareholder
2.11  Elect Vladimir Dudchenko as Director      None      For        Shareholder
2.12  Elect Evgeny Yenin as Director            None      Abstain    Shareholder
2.13  Elect Andrey Kokin as Director            None      Abstain    Shareholder
2.14  Elect Sergey Konkov as Director           None      Abstain    Shareholder
2.15  Elect Olga Koroleva as Director           None      Abstain    Shareholder
2.16  Elect Natalya Loginova as Director        None      Abstain    Shareholder
2.17  Elect Igor Mustyatsa as Director          None      Abstain    Shareholder
2.18  Elect Yuliana Sokolenko as Director       None      Abstain    Shareholder
2.19  Elect Vladimir Statyin as Director        None      Abstain    Shareholder
2.20  Elect Dmitry Tushunov as Director         None      Abstain    Shareholder
2.21  Elect Anatoly Ufimkin as Director         None      Abstain    Shareholder
2.22  Elect Sergey Chernogorodsky as Director   None      Abstain    Shareholder
2.23  Elect Evgeny Chechelnitsky as Director    None      Abstain    Shareholder
3     Shareholder Proposal: Approve Annual      None      For        Shareholder
      Remuneration of Members of Board of
      Directors


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

URALSVYAZINFORM

Ticker:                      Security ID:  RU0009048805
Meeting Date: JUN 15, 2007   Meeting Type: Annual
Record Date:  APR 27, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Annual Report, Financial          For       For        Management
      Statements, and Allocation of Income,
      Including Dividends of RUB 0.03 per
      Preferred Share and RUB 0.02 per Ordinary
      Share
2.1   Elect Victor Basargin as Director         None      Abstain    Management
2.2   Elect Mikhail Batmanov as Director        None      Abstain    Management
2.3   Elect Yury Bilibin as Director            None      Abstain    Management
2.4   Elect Vladislav Brylkov as Director       None      Abstain    Management
2.5   Elect Anatoly Gavrilenko as Director      None      Abstain    Management
2.6   Elect Alla Grigorieva as Director         None      Abstain    Management
2.7   Elect Vladimir Dudchenko as Director      None      For        Management
2.8   Elect Anton Yevgeniev as Director         None      Abstain    Management
2.9   Elect Evgeny Yenin as Director            None      Abstain    Management
2.10  Elect Ekaterina Erofteyeva as Director    None      Abstain    Management
2.11  Elect Andrey Kokin as Director            None      Abstain    Management
2.12  Elect Sergey Konkov as Director           None      Abstain    Management
2.13  Elect Olga Korolyova as Director          None      Abstain    Management
2.14  Elect Sergey Kuznetsov as Director        None      Abstain    Management
2.15  Elect Vladimir Rybakin as Director        None      Abstain    Management
2.16  Elect Juliana Sokolenko as Director       None      Abstain    Management
2.17  Elect Vladimir Statyin as Director        None      Abstain    Management
2.18  Elect Alexander Sysoyev as Director       None      Abstain    Management
2.19  Elect Lubov Timoshenko as Director        None      Abstain    Management
2.20  Elect Dmitry Tushunov as Director         None      Abstain    Management
2.21  Elect Anatoly Ufimkin as Director         None      Abstain    Management
2.22  Elect Sergey Chernogorodsky as Director   None      Abstain    Management
2.23  Elect Evgeny Chechelnitsky as Director    None      Abstain    Management
3.1   Amend Charter                             For       For        Management
3.1a  Amend Charter                             For       For        Management
3.1b  Amend Charter                             For       For        Management
3.1c  Amend Charter                             For       For        Management
3.1d  Amend Charter                             For       For        Management
3.1e  Amend Charter                             For       For        Management
3.1f  Amend Charter                             For       For        Management
3.1g  Amend Charter                             For       For        Management
3.1h  Amend Charter                             For       For        Management
4     Amend Regulations on General Meetings     For       For        Management
5.1   Amend Regulations on Board of Directors   For       For        Management
5.1a  Amend Regulations on Board of Directors   For       For        Management
5.1b  Amend Regulations on Board of Directors   For       For        Management
5.1c  Amend Regulations on Board of Directors   For       For        Management
5.1d  Amend Regulations on Board of Directors   For       For        Management
6     Amend Regulations on Management           For       For        Management
7.1   Elect Ruslan Aksyaitov as Member of Audit For       Abstain    Management
      Commission
7.2   Elect Victoria Arzamastseva as Member of  For       Abstain    Management
      Audit Commission
7.3   Elect Svetlana Bocharova as Member of     For       For        Management
      Audit Commission
7.4   Elect Evgenia Vinokurova as Member of     For       Abstain    Management
      Audit Commission
7.5   Elect Natalia Vorobyova as Member of      For       Abstain    Management
      Audit Commission
7.6   Elect Bogdan Golubitsky as Member of      For       For        Management
      Audit Commission
7.7   Elect Tatiana Zubova as Member of Audit   For       Abstain    Management
      Commission
7.8   Elect Yury Mukhin as Member of Audit      For       Abstain    Management
      Commission
7.9   Elect Alexander Osokin as Member of Audit For       Abstain    Management
      Commission
7.10  Elect Vladimir Sypchenko as Member of     For       Abstain    Management
      Audit Commission
8     Ratify Ernst & Young LLC as Auditor       For       For        Management
9     Approve Remuneration of Directors         For       For        Management


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

VEROPHARM

Ticker:                      Security ID:  RU000A0JL475
Meeting Date: JAN 30, 2007   Meeting Type: Special
Record Date:  DEC 13, 2006

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Secretary of Meeting                For       For        Management
2     Amend Charter Re: Change Company          For       For        Management
      Headquarters


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

VEROPHARM

Ticker:                      Security ID:  RU000A0JL475
Meeting Date: JUN 26, 2007   Meeting Type: Annual
Record Date:  MAY 14, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Counting Commission                 For       For        Management
2     Elect Secretary of Meeting                For       For        Management
3     Approve Annual Report                     For       For        Management
4     Approve Financial Statements and          For       For        Management
      Allocation of Income
5     Approve Dividends                         For       For        Management
6     Elect Directors by Cumulative Voting      None      For        Management
7     Elect Members of Audit Commission         For       For        Management
8     Ratify Auditor                            For       For        Management
9     Approve Remuneration of Directors         For       For        Management


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

VOLGATELECOM (FRMRLY. NIZHNOSVYZINFORM)

Ticker:                      Security ID:  RU0009058234
Meeting Date: JUN 22, 2007   Meeting Type: Annual
Record Date:  MAY 3, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Annual Report, Financial          For       For        Management
      Statements, and Allocation of Income,
      Including Dividends of RUB 2.99 Per
      Preferred Share and RUB 1.58 Per Ordinary
      Share
2.1   Amend Charter                             For       For        Management
2.1a  Amend Charter                             For       For        Management
2.1b  Amend Charter                             For       For        Management
2.1c  Amend Charter                             For       For        Management
2.1d  Amend Charter                             For       For        Management
2.1e  Amend Charter                             For       For        Management
2.1f  Amend Charter                             For       For        Management
2.1g  Amend Charter                             For       For        Management
2.1h  Amend Charter                             For       For        Management
2.1i  Amend Charter                             For       For        Management
2.1j  Amend Charter                             For       For        Management
2.1k  Amend Charter                             For       For        Management
3.1   Amend Regulations on Board of Directors   For       For        Management
3.1a  Amend Regulations on Board of Directors   For       For        Management
3.1.b Amend Regulations on Board of Directors   For       Against    Management
4     Amend Regulations on General Meetings     For       For        Management
5.1   Elect Vladimir Andreev as Director        None      Abstain    Management
5.2   Elect Yury Bilibin as Director            None      Abstain    Management
5.3   Elect Yekaterina Vasilieva as Director    None      Abstain    Management
5.4   Elect Yevgenia Vinokurova as Director     None      Abstain    Management
5.5   Elect Anatoly Gavrilenko as Director      None      Abstain    Management
5.6   Elect Alexander Gorbunov as Director      None      Abstain    Management
5.7   Elect Alla Grigorieva as Director         None      Abstain    Management
5.8   Elect Valery Degtyarev as Director        None      Abstain    Management
5.9   Elect Evgeny Yenin as Director            None      Abstain    Management
5.10  Elect Vladimir Zhelonkin as Director      None      Abstain    Management
5.11  Elect Yevgeny Zaitsev as Director         None      Abstain    Management
5.12  Elect Oleg Zyuzin as Director             None      Abstain    Management
5.13  Elect Sergey Kuznetsov as Director        None      Abstain    Management
5.14  Elect Antonina Kuznetsova as Director     None      Abstain    Management
5.15  Elect Denis Kulikov as Director           None      Abstain    Management
5.16  Elect Andrey Morozov as Director          None      Abstain    Management
5.17  Elect Natalya Odintsova as Director       None      Abstain    Management
5.18  Elect Sergey Omelchenko as Director       None      Abstain    Management
5.19  Elect Victor Savchenko as Director        None      Abstain    Management
5.20  Elect Oleg Seregin as Director            None      Abstain    Management
5.21  Elect Yuliana Sokolenko as Director       None      Abstain    Management
5.22  Elect Vladimir Statyin as Director        None      Abstain    Management
5.23  Elect Dmitry Tushunov as Director         None      Abstain    Management
5.24  Elect Oleg Fedorov as Director            None      For        Management
5.25  Elect Hedrikus Franke as Director         None      Abstain    Management
5.26  Elect Maxim Tsyganov as Director          None      Abstain    Management
6.1   Elect Lyudmila Arzhannikova as Member of  For       Abstain    Management
      Audit Commission
6.2   Elect Yelena Konkova as Member of Audit   For       Abstain    Management
      Commission
6.3   Elect Olga Koroleva as Member of Audit    For       For        Management
      Commission
6.4   Elect Victor Lisenkov as Member of Audit  For       Abstain    Management
      Commission
6.5   Elect Igor Polovnev as Member of Audit    For       Abstain    Management
      Commission
6.6   Elect Natalia Feoktistova as Member of    For       Abstain    Management
      Audit Commission
6.7   Elect Tamara Chernikova as Member of      For       Abstain    Management
      Audit Commission
6.8   Elect Alexander Shevchuk as Member of     For       Abstain    Management
      Audit Commission
7     Ratify Ernst and Young LLC as Auditor     For       For        Management
8     Approve Remuneration of Directors         For       For        Management

                                   SIGNATURES

Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

(Registrant) TEMPLETON RUSSIA AND EAST EUROPEAN FUND, INC.

By (Signature and Title)*/s/JIMMY D. GAMBILL
                         ------------------------------------------------------
                         Jimmy D. Gambill,
                         Chief Executive Officer - Finance and Administration

Date  AUGUST 27, 2007
      ---------------------

* PRINT THE NAME AND TITLE OF EACH SIGNING OFFICER UNDER HIS OR HER SIGNATURE.