SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-09687
AllianceBernstein Disciplined Value Fund, Inc.
(Exact name of registrant as specified in charter)
Alliance Capital Management L.P.
1345 Avenue of the Americas, New York, New York l0105
(Address of Principal Executive Office) (Zip Code)
Registrant's Telephone Number, including Area Code:
(800) 221-5672
MARK R. MANLEY
Alliance Capital Management L.P.
1345 Avenue of the Americas
New York, New York l0105
(Name and address of agent for service)
Copies of communications to:
Patricia A. Poglinco
Seward & Kissel LLP
One Battery Park Plaza
New York, New York 10004
Date of fiscal year end: November 30
Date of reporting period: July 1, 2003 - June 30, 2004
Item 1. Proxy Voting Record.
******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-09687
Reporting Period: 07/01/2003 - 06/30/2004
AllianceBernstein Disciplined Value Fund, Inc.
================ ALLIANCEBERNSTEIN DISCIPLINED VALUE FUND, INC. ================
ACE LTD.
Ticker: ACE Security ID: G0070K103
Meeting Date: MAY 27, 2004 Meeting Type: Annual
Record Date: APR 8, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Brian Duperreault For For Management
1.2 Elect Director Robert M. Hernandez For For Management
1.3 Elect Director Peter Menikoff For For Management
1.4 Elect Director Robert Ripp For For Management
1.5 Elect Director Dermot F. Smurfit For For Management
2 PROPOSAL TO APPROVE THE ACE LIMITED 2004 For For Management
LONG-TERM INCENTIVE PLAN.
3 PROPOSAL TO RATIFY THE APPOINTMENT OF For For Management
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT ACCOUNTANTS OF ACE LIMITED
FOR THE FISCAL YEAR ENDING DECEMBER 31,
2004.
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ALCON INC
Ticker: ACL Security ID: H01301102
Meeting Date: APR 27, 2004 Meeting Type: Annual
Record Date: MAR 18, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1 APPROVAL OF THE 2003 ANNUAL REPORT AND For For Management
ACCOUNTS OF ALCON, INC. AND THE 2003
CONSOLIDATED FINANCIAL STATEMENTS OF
ALCON, INC. AND SUBSIDIARIES
2 APPROPRIATION OF AVAILABLE EARNINGS AND For For Management
PROPOSED DIVIDEND TO SHAREHOLDERS FOR THE
FINANCIAL YEAR 2003
3 DISCHARGE OF THE MEMBERS OF THE BOARD OF For For Management
DIRECTORS
4 ELECTION TO THE BOARD OF DIRECTORS OF: For For Management
WERNER J. BAUER
5 ELECTION TO THE BOARD OF DIRECTORS OF: For For Management
FRANCISCO CASTANER
6 ELECTION TO THE BOARD OF DIRECTORS OF: For For Management
LODEWIJK J.R. DE VINK
7 ELECTION OF KPMG KLYNVELD PEAT MARWICK For For Management
GOERDELER SA, ZURICH, AS GROUP AND PARENT
COMPANY AUDITORS
8 ELECTION OF ZENSOR REVISIONS AG, ZUG, AS For For Management
SPECIAL AUDITORS
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ALLSTATE CORP., THE
Ticker: ALL Security ID: 020002101
Meeting Date: MAY 18, 2004 Meeting Type: Annual
Record Date: MAR 19, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director F. Duane Ackerman For For Management
1.2 Elect Director James G. Andress For For Management
1.3 Elect Director Edward A. Brennan For For Management
1.4 Elect Director W. James Farrell For For Management
1.5 Elect Director Jack M. Greenberg For For Management
1.6 Elect Director Ronald T. LeMay For For Management
1.7 Elect Director Edward M. Liddy For For Management
1.8 Elect Director J. Christopher Reyes For For Management
1.9 Elect Director H. John Riley, Jr. For For Management
1.10 Elect Director Joshua I. Smith For For Management
1.11 Elect Director Judith A. Sprieser For For Management
1.12 Elect Director Mary Alice Taylor For For Management
2 Ratify Auditors For For Management
3 Amend Executive Incentive Bonus Plan For For Management
4 Amend Executive Incentive Bonus Plan For For Management
5 Provide for Cumulative Voting Against Against Shareholder
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ALTRIA GROUP, INC.
Ticker: MO Security ID: 02209S103
Meeting Date: APR 29, 2004 Meeting Type: Annual
Record Date: MAR 8, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Elizabeth E. Bailey For For Management
1.2 Elect Director Mathis Cabiallavetta For For Management
1.3 Elect Director Louis C. Camilleri For For Management
1.4 Elect Director J. Dudley Fishburn For For Management
1.5 Elect Director Robert E. R. Huntley For For Management
1.6 Elect Director Thomas W. Jones For For Management
1.7 Elect Director Lucio A. Noto For For Management
1.8 Elect Director John S. Reed For For Management
1.9 Elect Director Carlos Slim Helu For For Management
1.10 Elect Director Stephen M. Wolf For For Management
2 Ratify Auditors For For Management
3 Report on Product Warnings for Pregnant Against Against Shareholder
Women
4 Report on Health Risks Associated with Against Against Shareholder
Cigarette Filters
5 Political Contributions/Activities Against Against Shareholder
6 Cease Use of Light and Ultra Light in Against Against Shareholder
Cigarette Marketing
7 Place Canadian Style Warnings on Against Against Shareholder
Cigarette Packaging
8 Separate Chairman and CEO Positions Against For Shareholder
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AMERICAN INTERNATIONAL GROUP, INC.
Ticker: AIG Security ID: 026874107
Meeting Date: MAY 19, 2004 Meeting Type: Annual
Record Date: MAR 26, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director M. Bernard Aidinoff For For Management
1.2 Elect Director Pei-Yuan Chia For For Management
1.3 Elect Director Marshall A. Cohen For For Management
1.4 Elect Director Willaim S. Cohen For For Management
1.5 Elect Director Martin S. Feldstein For For Management
1.6 Elect Director Ellen V. Futter For For Management
1.7 Elect Director Maurice R. Greenberg For For Management
1.8 Elect Director Carla A. Hills For For Management
1.9 Elect Director Frank J. Hoenemeyer For For Management
1.10 Elect Director Richard C. Holbrooke For For Management
1.11 Elect Director Donald P. Kanak For For Management
1.12 Elect Director Howard I. Smith For For Management
1.13 Elect Director Martin J. Sullivan For For Management
1.14 Elect Director Edmund S.W. Tse For For Management
1.15 Elect Director Frank G. Zarb For For Management
2 Approve Executive Incentive Bonus Plan For For Management
3 Approve Non-Employee Director Stock For For Management
Option Plan
4 Ratify Auditors For For Management
5 Report on Political Against Against Shareholder
Contributions/Activities
6 Divest from Tobacco Equities Against Against Shareholder
7 Link Executive Compensation to Predatory Against Against Shareholder
Lending
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AMERICAN STANDARD COMPANIES, INC.
Ticker: ASD Security ID: 029712106
Meeting Date: MAY 4, 2004 Meeting Type: Annual
Record Date: MAR 10, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Steven E. Anderson For For Management
1.2 Elect Director James F. Hardymon For For Management
1.3 Elect Director Ruth Ann Marshall For For Management
2 Increase Authorized Common Stock For Against Management
3 Ratify Auditors For For Management
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ANTHEM INC.
Ticker: ATH Security ID: 03674B104
Meeting Date: JUN 28, 2004 Meeting Type: Special
Record Date: MAY 10, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1 Issue Shares in Connection with an For For Management
Acquisition
2 Change Company Name For For Management
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ANTHEM INC.
Ticker: ATH Security ID: 03674B104
Meeting Date: MAY 17, 2004 Meeting Type: Annual
Record Date: MAR 19, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Victor S. Liss For For Management
1.2 Elect Director James W. McDowell, Jr. For For Management
1.3 Elect Director George A. Schaefer, Jr. For For Management
1.4 Elect Director Jackie M. Ward For For Management
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APPLERA CORPORATION
Ticker: ABI Security ID: 038020
Meeting Date: OCT 16, 2003 Meeting Type: Annual
Record Date: AUG 27, 2003
# Proposal Mgt Rec Vote Cast Sponsor
01 ELECTION OF DIRECTORS For For Management
02 RATIFY APPOINTMENT OF INDEPENDENT For For Management
AUDITORS
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ASHLAND INC.
Ticker: ASH Security ID: 044204105
Meeting Date: JAN 29, 2004 Meeting Type: Annual
Record Date: NOV 24, 2003
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ernest H. Drew For For Management
1.2 Elect Director Mannie L. Jackson For For Management
1.3 Elect Director Theodore M. Solso For For Management
1.4 Elect Director Michael J. Ward For For Management
2 Ratify Auditors For For Management
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AVON PRODUCTS, INC.
Ticker: AVP Security ID: 054303102
Meeting Date: MAY 6, 2004 Meeting Type: Annual
Record Date: MAR 15, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Edward T. Fogarty For For Management
1.2 Elect Director Susan J. Kropf For For Management
1.3 Elect Director Maria Elena Lagomasino For For Management
2 Ratify Auditors For For Management
3 Increase Authorized Common Stock For For Management
4 Declassify the Board of Directors Against For Shareholder
5 Report on Feasibility of Removing Against Against Shareholder
Parabens from Company Products
6 Report on Feasibility of Removing Dibutyl Against Against Shareholder
Phthalate from Company Products
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AXIS CAPITAL HOLDINGS LTD
Ticker: AXS Security ID: G0692U109
Meeting Date: MAY 6, 2004 Meeting Type: Annual
Record Date: MAR 31, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jurgen Grupe For For Management
1.2 Elect Director Maurice A. Keane For For Management
1.3 Elect Director Edward J. Kelly, III For For Management
1.4 Elect Director Andrew H. Rush For For Management
1.5 Elect Director Henry Smith For For Management
1.6 Elect Director Jeffrey C. Walker For For Management
1.7 Elect Director Michael A. Butt For For Management
1.8 Elect Director John R. Charman For For Management
1.9 Elect Director Andrew Cook For For Management
1.10 Elect Director John R. Charman* For For Management
1.11 Elect Director Andrew Cook* For For Management
1.12 Elect Director Michael J. Weetch For For Management
2 TO AMEND THE BY-LAWS OF AXIS CAPITAL For For Management
HOLDINGS LIMITED
3 Ratify Auditors For For Management
4 Ratify Auditors For For Management
5 TO AUTHORIZE THE BOARD OF DIRECTORS OF For For Management
AXIS SPECIALTY HOLDINGS IRELAND LIMITED
TO SET THE FEES FOR DELOITTE & TOUCHE
6 TO APPROVE THE FINANCIAL STATEMENTS OF For For Management
AXIS SPECIALTY HOLDINGS IRELAND LIMITED
7 TO AUTHORIZE AXIS SPECIALTY HOLDINGS For For Management
IRELAND LIMITED TO AUTHORIZE THE BOARD OF
AXIS SPECIALTY EUROPE LIMITED TO SET THE
FEES FOR DELOITTE & TOUCHE, INDEPENDENT
AUDITORS
8 TO AUTHORIZE AXIS SPECIALTY HOLDINGS For For Management
IRELAND LIMITED TO VOTE TO APPROVE THE
FINANCIAL STATEMENTS OF AXIS SPECIALTY
EUROPE LIMITED
9 TO AUTHORIZE AXIS SPECIALTY HOLDINGS For For Management
IRELAND LIMITED TO AUTHORIZE THE BOARD OF
AXIS RE LIMITED TO SET THE FEES FOR
DELOITTE & TOUCHE, INDEPENDENT AUDITORS
10 TO AUTHORIZE AXIS SPECIALTY HOLDINGS For For Management
IRELAND LIMITED TO VOTE TO APPROVE THE
FINANCIAL STATEMENTS OF AXIS RE LIMITED
11 Ratify Auditors For For Management
12 TO APPROVE THE FINANCIAL STATEMENTS OF For For Management
AXIS SPECIALTY UK LIMITED
13 Ratify Auditors For For Management
14 TO APPROVE THE FINANCIAL STATEMENTS OF For For Management
AXIS SPECIALTY UK HOLDINGS LIMITED
15 Ratify Auditors For For Management
16 TO APPROVE THE FINANCIAL STATEMENTS OF For For Management
AXIS SPECIALTY (BARBADOS) LIMITED
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BAKER HUGHES INCORPORATED
Ticker: BHI Security ID: 057224107
Meeting Date: APR 28, 2004 Meeting Type: Annual
Record Date: MAR 3, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Edward P. Djerejian For Withhold Management
1.2 Elect Director H. John Riley, Jr. For Withhold Management
1.3 Elect Director Charles L. Watson For Withhold Management
2 Ratify Auditors For For Management
3 Declassify the Board of Directors Against For Shareholder
4 Submit Shareholder Rights Plan (Poison Against Against Shareholder
Pill) to Shareholder Vote
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BANK OF AMERICA CORP.
Ticker: BAC Security ID: 060505104
Meeting Date: MAR 17, 2004 Meeting Type: Special
Record Date: JAN 26, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Amend Omnibus Stock Plan For For Management
3 Increase Authorized Common Stock For For Management
4 Adjourn Meeting For Against Management
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BANK OF AMERICA CORP.
Ticker: BAC Security ID: 060505104
Meeting Date: MAY 26, 2004 Meeting Type: Annual
Record Date: APR 7, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William Barnet, III For For Management
1.2 Elect Director Charles W. Coker For For Management
1.3 Elect Director John T. Collins For For Management
1.4 Elect Director Gary L. Countryman For For Management
1.5 Elect Director Paul Fulton For For Management
1.6 Elect Director Charles K. Gifford For For Management
1.7 Elect Director Donald E. Guinn For For Management
1.8 Elect Director James H. Hance, Jr. For For Management
1.9 Elect Director Kenneth D. Lewis For For Management
1.10 Elect Director Walter E. Massey For For Management
1.11 Elect Director Thomas J. May For For Management
1.12 Elect Director C. Steven McMillan For For Management
1.13 Elect Director Eugene M. McQuade For For Management
1.14 Elect Director Patricia E. Mitchell For For Management
1.15 Elect Director Edward L. Romero For For Management
1.16 Elect Director Thomas M. Ryan For For Management
1.17 Elect Director O. Temple Sloan, Jr. For For Management
1.18 Elect Director Meredith R. Spangler For For Management
1.19 Elect Director Jackie M. Ward For For Management
2 Ratify Auditors For For Management
3 Change Date of Annual Meeting Against Against Shareholder
4 Adopt Nomination Procedures for the Board Against Against Shareholder
5 Charitable Contributions Against Against Shareholder
6 Establish Independent Committee to Review Against Against Shareholder
Mutual Fund Policy
7 Adopt Standards Regarding Privacy and Against Against Shareholder
Information Security
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BANK ONE CORP.
Ticker: ONE Security ID: 06423A103
Meeting Date: MAY 25, 2004 Meeting Type: Annual
Record Date: APR 2, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2.1 Elect Director John H. Bryan For For Management
2.2 Elect Director Stephen B. Burke For For Management
2.3 Elect Director James S. Crown For For Management
2.4 Elect Director James Dimon For For Management
2.5 Elect Director Maureen A. Fay For For Management
2.6 Elect Director Laban P. Jackson, Jr. For For Management
2.7 Elect Director John W. Kessler For For Management
2.8 Elect Director Robert I. Lipp For For Management
2.9 Elect Director Richard A. Manoogian For For Management
2.10 Elect Director David C. Novak For For Management
2.11 Elect Director John W. Rogers, Jr. For For Management
2.12 Elect Director Frederick P. Stratton, For For Management
Jr.
3 Ratify Auditors For For Management
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BURLINGTON NORTHERN SANTA FE CORP.
Ticker: BNI Security ID: 12189T104
Meeting Date: APR 21, 2004 Meeting Type: Annual
Record Date: FEB 27, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Alan L. Boeckmann For For Management
1.2 Elect Director Vilma S. Martinez For For Management
1.3 Elect Director Marc F. Racicot For For Management
1.4 Elect Director Roy S. Roberts For For Management
1.5 Elect Director Matthew K. Rose For For Management
1.6 Elect Director Marc J. Shapiro For For Management
1.7 Elect Director J.C. Watts, Jr. For For Management
1.8 Elect Director Robert H. West For For Management
1.9 Elect Director J. Steven Whisler For For Management
1.10 Elect Director Edward E. Whitacre, Jr. For For Management
1.11 Elect Director Michael B. Yanney For For Management
2 Amend Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
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CAREMARK RX, INC.
Ticker: CMX Security ID: 141705103
Meeting Date: MAR 22, 2004 Meeting Type: Special
Record Date: FEB 5, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1 Increase Authorized Common Stock For For Management
2 Approve Issuance of Stock in Connection For For Management
with Merger Agreement
3 Increase Authorized Preferred Stock For Against Management
4 Approve Omnibus Stock Plan For For Management
5 Allow Postponement or Adjournment of For Against Management
Special Meeting
- --------------------------------------------------------------------------------
CAREMARK RX, INC.
Ticker: CMX Security ID: 141705103
Meeting Date: MAY 4, 2004 Meeting Type: Annual
Record Date: APR 1, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Edwin M. Banks For For Management
1.2 Elect Director Colleen C. Welch, Ph.D. For For Management
1.3 Elect Director Roger L. Headrick For For Management
1.4 Elect Director Jean-Pierre Millon For For Management
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CITIGROUP INC.
Ticker: C Security ID: 172967101
Meeting Date: APR 20, 2004 Meeting Type: Annual
Record Date: FEB 27, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director C. Michael Armstrong For For Management
1.2 Elect Director Alain J.P. Belda For For Management
1.3 Elect Director George David For For Management
1.4 Elect Director Kenneth T. Derr For For Management
1.5 Elect Director John M. Deutch For For Management
1.6 Elect Director Roberto Hernandez Ramirez For For Management
1.7 Elect Director Ann Dibble Jordan For For Management
1.8 Elect Director Dudley C. Mecum For For Management
1.9 Elect Director Richard D. Parsons For For Management
1.10 Elect Director Andrall E. Pearson For For Management
1.11 Elect Director Charles Prince For For Management
1.12 Elect Director Robert E. Rubin For For Management
1.13 Elect Director Franklin A. Thomas For For Management
1.14 Elect Director Sanford I. Weill For For Management
1.15 Elect Director Robert B. Willumstad For For Management
2 Ratify Auditors For For Management
3 Limit Executive Compensation Against Against Shareholder
4 Report on Political Against Against Shareholder
Contributions/Activities
5 Prohibit Awards to Executives Against Against Shareholder
6 Separate Chairman and CEO Positions Against Against Shareholder
- --------------------------------------------------------------------------------
CLEAR CHANNEL COMMUNICATIONS, INC.
Ticker: CCU Security ID: 184502102
Meeting Date: APR 28, 2004 Meeting Type: Annual
Record Date: MAR 8, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Alan D. Feld For For Management
1.2 Elect Director Thomas O. Hicks For For Management
1.3 Elect Director Perry J. Lewis For For Management
1.4 Elect Director L. Lowry Mays For For Management
1.5 Elect Director Mark P. Mays For For Management
1.6 Elect Director Randall T. Mays For For Management
1.7 Elect Director B.J. Mccombs For For Management
1.8 Elect Director Phyllis B. Riggins For For Management
1.9 Elect Director Theordore H. Strauss For For Management
1.10 Elect Director J.C. Watts For For Management
1.11 Elect Director John H. Williams For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
COMCAST CORP.
Ticker: CMCSA Security ID: 20030N101
Meeting Date: MAY 26, 2004 Meeting Type: Annual
Record Date: MAR 15, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director S. Decker Anstrom For Withhold Management
1.2 Elect Director C. Michael Armstrong For Withhold Management
1.3 Elect Director Kenneth J. Bacon For For Management
1.4 Elect Director Sheldon M. Bonovitz For Withhold Management
1.5 Elect Director Julian A. Brodsky For Withhold Management
1.6 Elect Director Joseph L. Castle, II For For Management
1.7 Elect Director J. Michael Cook For For Management
1.8 Elect Director Brian L. Roberts For Withhold Management
1.9 Elect Director Ralph J. Roberts For Withhold Management
1.10 Elect Director Dr. Judith Rodin For For Management
1.11 Elect Director Michael I. Sovern For For Management
2 Ratify Auditors For For Management
3 Amend Restricted Stock Plan For For Management
4 Amend Articles/Bylaws/Charter-Non-Routine For For Management
5 Require Two-Thirds Majority of Against For Shareholder
Independent Directors on Board
6 Political Contributions/Activities Against Against Shareholder
7 Nominate Two Directors for every open Against For Shareholder
Directorships
8 Limit Executive Compensation Against For Shareholder
9 Adopt a Recapitalization Plan Against For Shareholder
- --------------------------------------------------------------------------------
CONCORD EFS, INC.
Ticker: CE Security ID: 206197105
Meeting Date: FEB 26, 2004 Meeting Type: Special
Record Date: JAN 16, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
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CONOCOPHILLIPS
Ticker: COP Security ID: 20825C104
Meeting Date: MAY 5, 2004 Meeting Type: Annual
Record Date: MAR 10, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director David L. Boren For For Management
1.2 Elect Director James E. Copeland, Jr. For For Management
1.3 Elect Director Kenneth M. Duberstein For For Management
1.4 Elect Director Ruth R. Harkin For For Management
1.5 Elect Director William R. Rhodes For For Management
1.6 Elect Director J. Stapleton Roy For For Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For For Management
4 Limit Executive Compensation Against Against Shareholder
5 Limit Executive Compensation Against Against Shareholder
6 Report on Drilling in the Arctic National Against Against Shareholder
Wildlife Refuge
- --------------------------------------------------------------------------------
CRANE CO.
Ticker: CR Security ID: 224399105
Meeting Date: APR 26, 2004 Meeting Type: Annual
Record Date: FEB 27, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Karen E. Dykstra For For Management
1.2 Elect Director Richard S. Forte For For Management
1.3 Elect Director William E. Lipner For For Management
1.4 Elect Director James L. L. Tullis For For Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For For Management
4 Approve Executive Incentive Bonus Plan For For Management
5 Implement MacBride Principles Against Against Shareholder
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DEAN FOODS COMPANY
Ticker: DF Security ID: 242370104
Meeting Date: MAY 18, 2004 Meeting Type: Annual
Record Date: MAR 26, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Alan J. Bernon For For Management
1.2 Elect Director Gregg L. Engles For For Management
1.3 Elect Director Joseph S. Hardin, Jr. For For Management
1.4 Elect Director Ronald Kirk For For Management
1.5 Elect Director John S. Llewellyn, Jr. For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
FIRST DATA CORPORATION
Ticker: FDC Security ID: 319963
Meeting Date: OCT 28, 2003 Meeting Type: Special
Record Date: SEP 8, 2003
# Proposal Mgt Rec Vote Cast Sponsor
01 APPROVE MERGER AGREEMENT For For Management
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FISERV, INC.
Ticker: FISV Security ID: 337738108
Meeting Date: APR 6, 2004 Meeting Type: Annual
Record Date: FEB 13, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director K.R. Jensen For For Management
1.2 Elect Director K.M. Robak For For Management
1.3 Elect Director T.C. Wertheimer For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
- --------------------------------------------------------------------------------
HCA, INC.
Ticker: HCA Security ID: 404119109
Meeting Date: MAY 27, 2004 Meeting Type: Annual
Record Date: APR 1, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director C. Michael Armstrong For For Management
1.2 Elect Director Magdalena H. Averhoff, For For Management
M.D.
1.3 Elect Director Jack O. Bovender, Jr. For For Management
1.4 Elect Director Richard M. Bracken For For Management
1.5 Elect Director Martin Feldstein For For Management
1.6 Elect Director Thomas F. Frist, Jr., For For Management
M.D.
1.7 Elect Director Frederick W. Gluck For For Management
1.8 Elect Director Glenda A. Hatchett For For Management
1.9 Elect Director Charles O. Holliday, Jr. For For Management
1.10 Elect Director T. Michael Long For For Management
1.11 Elect Director John H. McArthur For For Management
1.12 Elect Director Kent C. Nelson For For Management
1.13 Elect Director Frank S. Royal, M.D. For For Management
1.14 Elect Director Harold T. Shapiro For For Management
2 Ratify Auditors For For Management
3 Amend Management Stock Purchase Plan For For Management
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HEALTH MANAGEMENT ASSOCIATES, INC.
Ticker: HMA Security ID: 421933102
Meeting Date: FEB 17, 2004 Meeting Type: Annual
Record Date: DEC 19, 2003
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William J. Schoen For For Management
1.2 Elect Director Joseph V. Vumbacco For For Management
1.3 Elect Director Kent P. Dauten For For Management
1.4 Elect Director Donald E. Kiernan For For Management
1.5 Elect Director Robert A. Knox For For Management
1.6 Elect Director William E. Mayberry, M.D. For For Management
1.7 Elect Director William C. Steere, Jr. For For Management
1.8 Elect Director Randolph W. Westerfield, For For Management
Ph.D.
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HOME DEPOT, INC. (THE)
Ticker: HD Security ID: 437076102
Meeting Date: MAY 27, 2004 Meeting Type: Annual
Record Date: MAR 29, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Gregory D. Brenneman For Did Not Management
Vote
1.2 Elect Director Richard H. Brown For Did Not Management
Vote
1.3 Elect Director John L. Clendenin For Did Not Management
Vote
1.4 Elect Director Berry R. Cox For Did Not Management
Vote
1.5 Elect Director Claudio X. Gonzalez For Did Not Management
Vote
1.6 Elect Director Milledge A. Hart, III For Did Not Management
Vote
1.7 Elect Director Bonnie G. Hill For Did Not Management
Vote
1.8 Elect Director Kenneth G. Langone For Did Not Management
Vote
1.9 Elect Director Robert L. Nardelli For Did Not Management
Vote
1.10 Elect Director Roger S. Penske For Did Not Management
Vote
2 Ratify Auditors For Did Not Management
Vote
3 Establish Term Limits for Directors Against Did Not Shareholder
Vote
4 Submit Shareholder Rights Plan (Poison Against Did Not Shareholder
Pill) to Shareholder Vote Vote
5 Performance- Based/Indexed Options Against Did Not Shareholder
Vote
6 Adopt ILO Based Code of Conduct Against Did Not Shareholder
Vote
7 Submit Severance Agreement Against Did Not Shareholder
(Change-in-Control) to Shareholder Vote Vote
8 Require Affirmative Vote of the Majority Against Did Not Shareholder
of the Shares to Elect Directors Vote
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INGERSOLL-RAND COMPANY LIMITED
Ticker: IR Security ID: G4776G101
Meeting Date: JUN 2, 2004 Meeting Type: Annual
Record Date: APR 2, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director P.C. Godsoe For For Management
1.2 Elect Director C.J. Horner For For Management
1.3 Elect Director O.R. Smith For For Management
2 ADOPTION OF AMENDED AND RESTATED For For Management
INCENTIVE STOCK PLAN OF 1998.
3 APPROVAL OF AMENDED AND RESTATED For For Management
BYE-LAWS.
4 Ratify Auditors For For Management
5 SHAREHOLDER PROPOSAL TO DECLASSIFY THE Against For Shareholder
BOARD OF DIRECTORS.
6 SHAREHOLDER PROPOSAL TO CHANGE THE Against Against Shareholder
COMPANY S JURISDICTION OF INCORPORATION.
7 SHAREHOLDER PROPOSAL TO REQUIRE THE Against Against Shareholder
SEPARATION OF THE CHIEF EXECUTIVE OFFICER
AND THE CHAIR OF THE BOARD.
- --------------------------------------------------------------------------------
KERR-MCGEE CORP.
Ticker: KMG Security ID: 492386107
Meeting Date: MAY 11, 2004 Meeting Type: Annual
Record Date: MAR 12, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William E. Bradford For For Management
1.2 Elect Director Luke R. Corbett For For Management
1.3 Elect Director David C Genever-Watling For For Management
1.4 Elect Director Farah M. Walters For For Management
2 Ratify Auditors For For Management
3 Establishment of an Office of the Board Against For Shareholder
of Directors
- --------------------------------------------------------------------------------
LOEWS CORP.
Ticker: LTR Security ID: 540424207
Meeting Date: MAY 11, 2004 Meeting Type: Annual
Record Date: MAR 15, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Joseph L. Bower For For Management
1.2 Elect Director John Brademas For For Management
1.3 Elect Director Charles M. Diker For For Management
1.4 Elect Director Paul J. Fribourg For For Management
1.5 Elect Director Philip A. Laskawy For For Management
1.6 Elect Director Gloria R. Scott For For Management
1.7 Elect Director Andrew H. Tisch For For Management
1.8 Elect Director James S. Tisch For For Management
1.9 Elect Director Jonathan M. Tisch For For Management
1.10 Elect Director Preston R. Tisch For For Management
2 Ratify Auditors For For Management
3 Provide for Cumulative Voting Against Against Shareholder
4 Support Legislation and Make Public Against For Shareholder
Statements on Environmental Tobacco Smoke
5 Cease Charitable Contributions Against Against Shareholder
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MEDIMMUNE, INC.
Ticker: MEDI Security ID: 584699102
Meeting Date: MAY 20, 2004 Meeting Type: Annual
Record Date: MAR 31, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Wayne T. Hockmeyer For For Management
1.2 Elect Director David M. Mott For For Management
1.3 Elect Director David Baltimore For For Management
1.4 Elect Director M. James Barrett For For Management
1.5 Elect Director Melvin D. Booth For For Management
1.6 Elect Director James H. Cavanaugh For For Management
1.7 Elect Director Barbara Hackman Franklin For For Management
1.8 Elect Director Gordon S. Macklin For For Management
1.9 Elect Director Elizabeth H. S. Wyatt For For Management
2 Approve Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
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MICROSOFT CORPORATION
Ticker: MSFT Security ID: 594918
Meeting Date: NOV 11, 2003 Meeting Type: Annual
Record Date: SEP 12, 2003
# Proposal Mgt Rec Vote Cast Sponsor
01 ELECTION OF DIRECTORS For For Management
02 AMEND OMNIBUS STOCK OPTION PLAN For For Management
03 AMEND NON-EMPLOYEE DIRECTOR PLAN For For Management
04 MISCELLANEOUS SHAREHOLDER PROPOSAL Against Against Shareholder
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MORGAN STANLEY
Ticker: MWD Security ID: 617446448
Meeting Date: APR 20, 2004 Meeting Type: Annual
Record Date: FEB 20, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John W. Madigan For Withhold Management
1.2 Elect Director Dr. Klaus Zumwinkel For For Management
1.3 Elect Director Sir Howard Davies For For Management
2 Ratify Auditors For For Management
3 Declassify the Board of Directors Against For Shareholder
4 Submit Severance Agreement Against For Shareholder
(Change-in-Control) to Shareholder Vote
5 Report on Political Against Against Shareholder
Contributions/Activities
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NABORS INDUSTRIES, LTD.
Ticker: NBR Security ID: G6359F103
Meeting Date: JUN 1, 2004 Meeting Type: Annual
Record Date: APR 8, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James L. Payne For For Management
1.2 Elect Director Hans W. Schmidt For For Management
2 Ratify Auditors For For Management
3 SHAREHOLDER PROPOSAL TO CHANGE NABORS Against Against Management
JURISDICTION OF INCORPORATION FROM
BERMUDA TO DELAWARE.
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NOBLE ENERGY, INC.
Ticker: NBL Security ID: 655044105
Meeting Date: APR 27, 2004 Meeting Type: Annual
Record Date: MAR 15, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michael A. Cawley For For Management
1.2 Elect Director Edward F. Cox For For Management
1.3 Elect Director Charles D. Davidson For For Management
1.4 Elect Director Kirby L. Hedrick For For Management
1.5 Elect Director Dale P. Jones For For Management
1.6 Elect Director Bruce A. Smith For For Management
2 Ratify Auditors For For Management
3 Amend Non-Employee Director Stock Option For For Management
Plan
4 Approve Executive Incentive Bonus Plan For For Management
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NORTHROP GRUMMAN CORP.
Ticker: NOC Security ID: 666807102
Meeting Date: MAY 18, 2004 Meeting Type: Annual
Record Date: MAR 22, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Lewis W. Coleman For For Management
1.2 Elect Director J. Michael Cook For For Management
1.3 Elect Director Philip A. Odeen For For Management
1.4 Elect Director Aulana L. Peters For For Management
1.5 Elect Director Kevin W. Sharer For For Management
2 Ratify Auditors For For Management
3 Develop Ethical Criteria for Military Against Against Shareholder
Contracts
4 Declassify the Board of Directors Against For Shareholder
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OCCIDENTAL PETROLEUM CORP.
Ticker: OXY Security ID: 674599105
Meeting Date: APR 30, 2004 Meeting Type: Annual
Record Date: MAR 3, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ronald W. Burkle For For Management
1.2 Elect Director John S. Chalsty For For Management
1.3 Elect Director Edward P. Djerejian For For Management
1.4 Elect Director R. Chad Dreier For For Management
1.5 Elect Director John E. Feick For For Management
1.6 Elect Director Ray R. Irani For For Management
1.7 Elect Director Dale R. Laurance For For Management
1.8 Elect Director Irvin W. Maloney For For Management
1.9 Elect Director Rodolfo Segovia For For Management
1.10 Elect Director Aziz D. Syriani For For Management
1.11 Elect Director Rosemary Tomich For For Management
1.12 Elect Director Walter L. Weisman For For Management
2 Ratify Auditors For For Management
3 Amend Non-Employee Director Restricted For For Management
Stock Plan
4 Prohibit Awards to Executives Against Against Shareholder
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OFFICE DEPOT, INC.
Ticker: ODP Security ID: 676220106
Meeting Date: MAY 14, 2004 Meeting Type: Annual
Record Date: MAR 10, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Lee A. Ault III For Withhold Management
1.2 Elect Director Neil R. Austrian For Withhold Management
1.3 Elect Director David W. Bernauer For For Management
1.4 Elect Director Abelardo E. Bru For For Management
1.5 Elect Director David I. Fuente For Withhold Management
1.6 Elect Director Brenda J. Gaines For Withhold Management
1.7 Elect Director Myra M. Hart For For Management
1.8 Elect Director W. Scott Hedrick For Withhold Management
1.9 Elect Director James L. Heskett For Withhold Management
1.10 Elect Director Patricia H. McKay For For Management
1.11 Elect Director Michael J. Myers For Withhold Management
1.12 Elect Director Bruce Nelson For Withhold Management
2 Amend Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
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PFIZER INC.
Ticker: PFE Security ID: 717081103
Meeting Date: APR 22, 2004 Meeting Type: Annual
Record Date: FEB 27, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michael S. Brown For For Management
1.2 Elect Director M. Anthony Burns For For Management
1.3 Elect Director Robert N. Burt For For Management
1.4 Elect Director W. Don Cornwell For For Management
1.5 Elect Director William H. Gray III For For Management
1.6 Elect Director Constance J. Horner For For Management
1.7 Elect Director William R. Howell For For Management
1.8 Elect Director Stanley O. Ikenberry For For Management
1.9 Elect Director George A. Lorch For For Management
1.10 Elect Director Henry A. Mckinnell For For Management
1.11 Elect Director Dana G. Mead For For Management
1.12 Elect Director Franklin D. Raines For For Management
1.13 Elect Director Ruth J. Simmons For For Management
1.14 Elect Director William C. Steere, Jr. For For Management
1.15 Elect Director Jean-Paul Valles For For Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For For Management
4 Report on Operational Impact of HIV/AIDS, Against Against Shareholder
TB, and Malaria Pandemic
5 Cease Political Contributions/Activities Against Against Shareholder
6 Report on Political Against Against Shareholder
Contributions/Activities
7 Establish Term Limits for Directors Against Against Shareholder
8 Report on Drug Pricing Against Against Shareholder
9 Limit Awards to Executives Against Against Shareholder
10 Amend Animal Testing Policy Against Against Shareholder
- --------------------------------------------------------------------------------
THE BISYS GROUP, INC.
Ticker: BSG Security ID: 055472
Meeting Date: NOV 13, 2003 Meeting Type: Annual
Record Date: SEP 19, 2003
# Proposal Mgt Rec Vote Cast Sponsor
01 ELECTION OF DIRECTORS For For Management
02 ADOPT STOCK PURCHASE PLAN For For Management
03 RATIFY APPOINTMENT OF INDEPENDENT For For Management
AUDITORS
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TIME WARNER INC
Ticker: TWX Security ID: 887317105
Meeting Date: MAY 21, 2004 Meeting Type: Annual
Record Date: MAR 23, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James L. Barksdale For For Management
1.2 Elect Director Stephen F. Bollenbach For For Management
1.3 Elect Director Stephen M. Case For For Management
1.4 Elect Director Frank J. Caufield For For Management
1.5 Elect Director Robert C. Clark For For Management
1.6 Elect Director Miles R. Gilburne For For Management
1.7 Elect Director Carla A. Hills For For Management
1.8 Elect Director Reuben Mark For For Management
1.9 Elect Director Michael A. Miles For For Management
1.10 Elect Director Kenneth J. Novack For For Management
1.11 Elect Director Richard D. Parsons For For Management
1.12 Elect Director R. E. Turner For For Management
1.13 Elect Director Francis T. Vincent, Jr. For For Management
2 Ratify Auditors For For Management
3 Adopt China Principles Against Against Shareholder
4 Report on Pay Disparity Against Against Shareholder
- --------------------------------------------------------------------------------
UNION PACIFIC CORP.
Ticker: UNP Security ID: 907818108
Meeting Date: APR 16, 2004 Meeting Type: Annual
Record Date: FEB 6, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director P.F. Anschutz For For Management
1.2 Elect Director R.K. Davidson For For Management
1.3 Elect Director T.J. Donohue For For Management
1.4 Elect Director A.W. Dunham For For Management
1.5 Elect Director S.F. Eccles For For Management
1.6 Elect Director I.J. Evans For For Management
1.7 Elect Director J.R. Hope For For Management
1.8 Elect Director M.W. Mcconnell For For Management
1.9 Elect Director S.R. Rogel For For Management
1.10 Elect Director E. Zedillo For For Management
2 Approve Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
4 Limit Executive Compensation Against Against Shareholder
5 Report on Political Against Against Shareholder
Contributions/Activities
- --------------------------------------------------------------------------------
WELLPOINT HEALTH NETWORKS INC.
Ticker: WLP Security ID: 94973H108
Meeting Date: JUN 28, 2004 Meeting Type: Special
Record Date: MAY 10, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
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WESTWOOD ONE, INC.
Ticker: WON Security ID: 961815107
Meeting Date: MAY 13, 2004 Meeting Type: Annual
Record Date: APR 13, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Norman J. Pattiz For For Management
1.2 Elect Director Mel Karmazin For For Management
1.3 Elect Director Joseph B. Smith For For Management
1.4 Elect Director Dennis F. Holt For For Management
1.5 Elect Director Shane Coppola For For Management
2 Ratify Auditors For For Management
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WYETH
Ticker: WYE Security ID: 983024100
Meeting Date: APR 22, 2004 Meeting Type: Annual
Record Date: MAR 12, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Clifford L. Alexander, For For Management
Jr.
1.2 Elect Director Frank A. Bennack, Jr. For For Management
1.3 Elect Director Richard L. Carrion For For Management
1.4 Elect Director Robert Essner For For Management
1.5 Elect Director John D. Feerick For For Management
1.6 Elect Director Robert Langer For For Management
1.7 Elect Director John P. Mascotte For For Management
1.8 Elect Director Mary Lake Polan For For Management
1.9 Elect Director Ivan G. Seidenberg For For Management
1.10 Elect Director Walter V. Shipley For For Management
1.11 Elect Director John R. Torell III For For Management
2 Ratify Auditors For For Management
3 Report on Drug Pricing Against Against Shareholder
4 Amend Animal Testing Policy Against Against Shareholder
- --------------------------------------------------------------------------------
XL CAPITAL LTD (FORMERLY EXEL LTD. )
Ticker: XL Security ID: G98255105
Meeting Date: APR 30, 2004 Meeting Type: Annual
Record Date: MAR 15, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John Loudon For For Management
1.2 Elect Director Robert S. Parker For For Management
1.3 Elect Director Alan Z. Senter For For Management
2 Ratify Auditors 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: AllianceBernstein Disciplined Value
Fund, Inc.
By: Marc O. Mayer*
-----------------------
Chief Executive Officer
Date: August 26, 2004
*By: /s/ Mark R. Manley
------------------
Mark R. Manley
Secretary