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: 811-06730
AllianceBernstein Large Cap Growth 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: July 31
Date of reporting period: July 1, 2004 - June 30, 2005
Item 1. Proxy Voting Record.
******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-06730
Reporting Period: 07/01/2004 - 06/30/2005
AllianceBernstein Large Cap Growth Fund, Inc.
================ ALLIANCEBERNSTEIN LARGE CAP GROWTH FUND, INC. =================
ADVANCED MICRO DEVICES, INC.
Ticker: AMD Security ID: 007903107
Meeting Date: APR 28, 2005 Meeting Type: Annual
Record Date: FEB 28, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Hector de. J. Ruiz For For Management
1.2 Elect Director W. Michael Barnes For For Management
1.3 Elect Director Bruce L. Claflin For For Management
1.4 Elect Director H. Paulett Eberhart For For Management
1.5 Elect Director David J. Edmondson For For Management
1.6 Elect Director Robert B. Palmer For For Management
1.7 Elect Director Leonard M. Silverman For For Management
1.8 Elect Director Morton L. Topfer For For Management
2 Ratify Auditors For For Management
3 Require a Majority Vote for the Election Against For Shareholder
of Directors
4 Expense Stock Options Against For Shareholder
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AFLAC INCORPORATED
Ticker: AFL Security ID: 001055102
Meeting Date: MAY 2, 2005 Meeting Type: Annual
Record Date: FEB 23, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Daniel P. Amos For For Management
1.2 Elect Director John Shelby Amos II For For Management
1.3 Elect Director Michael H. Armacost For For Management
1.4 Elect Director Kriss Cloninger III For For Management
1.5 Elect Director Joe Frank Harris For For Management
1.6 Elect Director Elizabeth J. Hudson For For Management
1.7 Elect Director Kenneth S. Janke Sr. For For Management
1.8 Elect Director Douglas W. Johnson For For Management
1.9 Elect Director Robert B. Johnson For For Management
1.10 Elect Director Charles B. Knapp For For Management
1.11 Elect Director Hidefumi Matsui For For Management
1.12 Elect Director E. Stephen Purdom, M.D. For For Management
1.13 Elect Director Barbara K. Rimer, Ph.D. For For Management
1.14 Elect Director Marvin R. Schuster For For Management
1.15 Elect Director David Gary Thompson For For Management
1.16 Elect Director Tohru Tonoike For For Management
1.17 Elect Director Robert L. Wright For For Management
2 Ratify Auditors For For Management
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ALCON INC.
Ticker: ACL Security ID: H01301102
Meeting Date: MAY 3, 2005 Meeting Type: Annual
Record Date: MAR 24, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1 APPROVAL OF THE 2004 ANNUAL REPORT AND For For Management
ACCOUNTS OF ALCON, INC. AND THE 2004
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 2004
3 DISCHARGE OF THE MEMBERS OF THE BOARD OF For For Management
DIRECTORS
4 ELECTION TO THE BOARD OF DIRECTORS OF: For For Management
THOMAS G. PLASKETT
5 ELECTION TO THE BOARD OF DIRECTORS OF: For For Management
WOLFGANG H. REICHENBERGER
6 ELECTION TO THE BOARD OF DIRECTORS OF: For For Management
CARY RAYMENT
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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ALTERA CORP.
Ticker: ALTR Security ID: 021441100
Meeting Date: MAY 10, 2005 Meeting Type: Annual
Record Date: MAR 14, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John P. Daane For For Management
1.2 Elect Director Robert W. Reed For For Management
1.3 Elect Director Charles M. Clough For For Management
1.4 Elect Director Robert J. Finocchio, Jr For For Management
1.5 Elect Director Kevin McGarity For For Management
1.6 Elect Director Paul Newhagen For For Management
1.7 Elect Director William E. Terry For For Management
1.8 Elect Director Susan Wang For For Management
2 Approve Omnibus Stock Plan For For Management
3 Amend Stock Option Plan For For Management
4 Amend Qualified Employee Stock Purchase For For Management
Plan
5 Ratify Auditors For For Management
6 Expense Stock Options Against For Shareholder
7 Require a Majority Vote for the Election Against For Shareholder
of Directors
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AMGEN, INC.
Ticker: AMGN Security ID: 031162100
Meeting Date: MAY 11, 2005 Meeting Type: Annual
Record Date: MAR 18, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Dr. David Baltimore For For Management
1.2 Elect Director Ms. Judith C. Pelham For For Management
1.3 Elect Director Mr. Kevin W. Sharer For For Management
2 Ratify Auditors For For Management
3 Eliminate Animal Testing Against Against Shareholder
4 Review/Limit Executive Compensation Against Against Shareholder
5 Adopt Retention Ratio for Executives Against Against Shareholder
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APPLE COMPUTER, INC.
Ticker: AAPL Security ID: 037833100
Meeting Date: APR 21, 2005 Meeting Type: Annual
Record Date: MAR 1, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Fred D. Anderson For For Management
1.2 Elect Director William V. Campbell For For Management
1.3 Elect Director Millard S. Drexler For For Management
1.4 Elect Director Albert A. Gore, Jr. For For Management
1.5 Elect Director Steven P. Jobs For For Management
1.6 Elect Director Arthur D. Levinson For For Management
1.7 Elect Director Jerome B. York For For Management
2 Approve Executive Incentive Bonus Plan For For Management
3 Amend Omnibus Stock Plan For For Management
4 Amend Qualified Employee Stock Purchase For For Management
Plan
5 Ratify Auditors For For Management
6 Performance- Based/Indexed Options Against For Shareholder
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AVON PRODUCTS, INC.
Ticker: AVP Security ID: 054303102
Meeting Date: MAY 5, 2005 Meeting Type: Annual
Record Date: MAR 16, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Fred Hassan For For Management
1.2 Elect Director Ann S. Moore For For Management
1.3 Elect Director Lawrence A. Weinbach For For Management
2 Ratify Auditors For For Management
3 Declassify the Board of Directors For For Management
4 Amend Omnibus Stock Plan For For Management
5 Disclose Charitable Contributions and Against Against Shareholder
Fundraising Efforts
6 Reformulate Products to Remove Chemicals Against Against Shareholder
Banned by EU
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BED BATH & BEYOND INC.
Ticker: BBBY Security ID: 075896100
Meeting Date: JUL 1, 2004 Meeting Type: Annual
Record Date: MAY 5, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Warren Eisenberg For For Management
1.2 Elect Director Victoria A. Morrison For For Management
1.3 Elect Director Stanley Barshay For For Management
1.4 Elect Director Fran Stoller For For Management
1.5 Elect Director Jordan Heller For For Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For For Management
4 Glass Ceiling Against Against Shareholder
5 Adopt Retention Ratio for Executives Against Against Shareholder
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BOSTON SCIENTIFIC CORP.
Ticker: BSX Security ID: 101137107
Meeting Date: MAY 10, 2005 Meeting Type: Annual
Record Date: MAR 18, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ray J. Groves For For Management
1.2 Elect Director Peter M. Nicholas For For Management
1.3 Elect Director Warren B. Rudman For For Management
1.4 Elect Director James R. Tobin For For Management
2 Ratify Auditors For For Management
3 Require a Majority Vote for the Election Against For Shareholder
of Directors
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BROADCOM CORP.
Ticker: BRCM Security ID: 111320107
Meeting Date: APR 28, 2005 Meeting Type: Annual
Record Date: MAR 4, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director George L. Farinsky For For Management
1.2 Elect Director John Major For For Management
1.3 Elect Director Scott A. McGregor For For Management
1.4 Elect Director Alan E. Ross For For Management
1.5 Elect Director Henry Samueli, Ph.D. For For Management
1.6 Elect Director Robert E. Switz For For Management
1.7 Elect Director Werner F. Wolfen For For Management
2 Amend Omnibus Stock Plan For Against Management
3 Ratify Auditors For For Management
4 Link Executive Compensation to Social and Against Against Shareholder
Financial Issues
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CARNIVAL CORP.
Ticker: CCL Security ID: 143658300
Meeting Date: APR 13, 2005 Meeting Type: Annual
Record Date: FEB 14, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Micky Arison For For Management
1.2 Elect Director Amb Richard G. Capen Jr For For Management
1.3 Elect Director Robert H. Dickinson For For Management
1.4 Elect Director Arnold W. Donald For For Management
1.5 Elect Director Pier Luigi Foschi For For Management
1.6 Elect Director Howard S. Frank For For Management
1.7 Elect Director Richard J. Glasier For For Management
1.8 Elect Director Baroness Hogg For For Management
1.9 Elect Director A. Kirk Lanterman For For Management
1.10 Elect Director Modesto A. Maidique For For Management
1.11 Elect Director John P. Mcnulty For For Management
1.12 Elect Director Sir John Parker For For Management
1.13 Elect Director Peter G. Ratcliffe For For Management
1.14 Elect Director Stuart Subotnick For For Management
1.15 Elect Director Uzi Zucker For For Management
2 TO APPROVE THE AMENDED AND RESTATED For For Management
CARNIVAL CORPORATION 2001 OUTSIDE
DIRECTOR STOCK PLAN.
3 TO APPROVE THE CARNIVAL PLC 2005 EMPLOYEE For For Management
SHARE PLAN.
4 TO APPROVE THE CARNIVAL PLC 2005 EMPLOYEE For For Management
STOCK PURCHASE PLAN.
5 Ratify Auditors For For Management
6 TO AUTHORIZE THE AUDIT COMMITTEE OF For For Management
CARNIVAL PLC TO AGREE THE REMUNERATION OF
THE INDEPENDENT AUDITORS.
7 TO RECEIVE THE ACCOUNTS AND REPORTS FOR For For Management
CARNIVAL PLC FOR THE FINANCIAL YEAR ENDED
NOVEMBER 30, 2004.
8 TO APPROVE THE DIRECTORS REMUNERATION For For Management
REPORT OF CARNIVAL PLC.
9 TO APPROVE LIMITS ON THE AUTHORITY TO For For Management
ALLOT SHARES BY CARNIVAL PLC.
10 TO APPROVE THE DISAPPLICATION OF For For Management
PRE-EMPTION RIGHTS FOR CARNIVAL PLC.
11 TO APPROVE A GENERAL AUTHORITY FOR For For Management
CARNIVAL PLC TO BUY BACK CARNIVAL PLC
ORDINARY SHARES IN THE OPEN MARKET.
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CISCO SYSTEMS, INC.
Ticker: CSCO Security ID: 17275R102
Meeting Date: NOV 18, 2004 Meeting Type: Annual
Record Date: SEP 20, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Carol A. Bartz For For Management
1.2 Elect Director M. Michele Burns For For Management
1.3 Elect Director Larry R. Carter For For Management
1.4 Elect Director John T. Chambers For For Management
1.5 Elect Director Dr. James F. Gibbons For For Management
1.6 Elect Director Dr. John L. Hennessy For For Management
1.7 Elect Director Roderick C. McGeary For For Management
1.8 Elect Director James C. Morgan For For Management
1.9 Elect Director John P. Morgridge For For Management
1.10 Elect Director Donald T. Valentine For For Management
1.11 Elect Director Steven M. West For For Management
1.12 Elect Director Jerry Yang For For Management
2 Ratify Auditors For For Management
3 Report on Pay Disparity Against Against Shareholder
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CITIGROUP INC.
Ticker: C Security ID: 172967101
Meeting Date: APR 19, 2005 Meeting Type: Annual
Record Date: FEB 25, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director C. Michael Armstrong For For Management
1.2 Elect Director Alain J.P. Belda For For Management
1.3 Elect Director George David For For Management
1.4 Elect Director Kenneth T. Derr For For Management
1.5 Elect Director John M. Deutch For For Management
1.6 Elect Director Roberto Hernandez Ramirez For For Management
1.7 Elect Director Ann Dibble Jordan For For Management
1.8 Elect Director Klaus Kleinfeld For For Management
1.9 Elect Director Dudley C. Mecum For For Management
1.10 Elect Director Anne Mulcahy For For Management
1.11 Elect Director Richard D. Parsons For For Management
1.12 Elect Director Charles Prince For For Management
1.13 Elect Director Judith Rodin For For Management
1.14 Elect Director Robert E. Rubin For For Management
1.15 Elect Director Franklin A. Thomas For For Management
1.16 Elect Director Sanford I. Weill For For Management
1.17 Elect Director Robert B. Willumstad For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Limit/Prohibit Awards to Executives Against Against Shareholder
5 Report on Political Contributions Against Against Shareholder
6 Prohibit Chairman From Management Duties, Against Against Shareholder
Titles or Responsibilities
7 Limit Executive Compensation Against Against Shareholder
8 Require a Majority Vote for the Election Against For Shareholder
of Directors
9 Review/Limit Executive Compensation Against Against Shareholder
10 Adopt Simple Majority Vote Against For Shareholder
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COLGATE-PALMOLIVE CO.
Ticker: CL Security ID: 194162103
Meeting Date: MAY 4, 2005 Meeting Type: Annual
Record Date: MAR 7, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jill K. Conway For For Management
1.2 Elect Director Ronald E. Ferguson For For Management
1.3 Elect Director Ellen M. Hancock For For Management
1.4 Elect Director David W. Johnson For For Management
1.5 Elect Director Richard J. Kogan For For Management
1.6 Elect Director Delano E. Lewis For For Management
1.7 Elect Director Reuben Mark For For Management
1.8 Elect Director Elizabeth A. Monrad For For Management
2 Ratify Auditors For For Management
3 Approve Stock Option Plan For For Management
4 Approve Non-Employee Director Stock For For Management
Option Plan
5 Review/Limit Executive Compensation Against Against Shareholder
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CORNING INC.
Ticker: GLW Security ID: 219350105
Meeting Date: APR 28, 2005 Meeting Type: Annual
Record Date: MAR 1, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John Seely Brown For For Management
1.2 Elect Director Gordon Gund For For Management
1.3 Elect Director John M. Hennessy For For Management
1.4 Elect Director H. Onno Ruding For For Management
2 Approve Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
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DELL INC.
Ticker: DELL Security ID: 24702R101
Meeting Date: JUL 16, 2004 Meeting Type: Annual
Record Date: MAY 21, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Donald J. Carty For For Management
1.2 Elect Director Michael S. Dell For For Management
1.3 Elect Director William H. Gray, III For For Management
1.4 Elect Director Judy C. Lewent For For Management
1.5 Elect Director Thomas W. Luce, III For For Management
1.6 Elect Director Klaus S. Luft For For Management
1.7 Elect Director Alex J. Mandl For For Management
1.8 Elect Director Michael A. Miles For For Management
1.9 Elect Director Samuel A. Nunn, Jr. For For Management
1.10 Elect Director Kevin B. Rollins For For Management
2 Ratify Auditors For For Management
3 Expense Stock Options Against For Shareholder
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E.W. SCRIPPS CO. (THE)
Ticker: SSP Security ID: 811054204
Meeting Date: APR 14, 2005 Meeting Type: Annual
Record Date: FEB 18, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director David Galloway For For Management
1.2 Elect Director Nicholas B. Paumgarten For For Management
1.3 Elect Director Ronald W. Tysoe For For Management
1.4 Elect Director Julie A. Wrigley For For Management
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EBAY INC.
Ticker: EBAY Security ID: 278642103
Meeting Date: JUN 23, 2005 Meeting Type: Annual
Record Date: APR 25, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Fred D. Anderson For For Management
1.2 Elect Director Edward W. Barnholt For For Management
1.3 Elect Director Scott D. Cook For For Management
1.4 Elect Director Robert C. Kagle For For Management
2 Approve Executive Incentive Bonus Plan For For Management
3 Increase Authorized Common Stock For For Management
4 Ratify Auditors For For Management
5 Performance- Based/Indexed Options Against Against Shareholder
6 Require a Majority Vote for the Election Against For Shareholder
of Directors
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ELECTRONIC ARTS INC.
Ticker: ERTS Security ID: 285512109
Meeting Date: JUL 29, 2004 Meeting Type: Annual
Record Date: JUN 8, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director M. Richard Asher For For Management
1.2 Elect Director William J. Byron For For Management
1.3 Elect Director Leonard S. Coleman For For Management
1.4 Elect Director Gary M. Kusin For For Management
1.5 Elect Director Gregory B. Maffei For For Management
1.6 Elect Director Timothy Mott For For Management
1.7 Elect Director Robert W. Pittman For For Management
1.8 Elect Director Lawrence F. Probst III For For Management
1.9 Elect Director Linda J. Srere For For Management
2 Amend Omnibus Stock Plan For For Management
3 Amend Employee Stock Purchase Plan For For Management
4 Amend Articles to Consolidate Common For For Management
Stock
5 Increase Authorized Common Stock For For Management
6 Ratify Auditors For For Management
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EMC CORP.
Ticker: EMC Security ID: 268648102
Meeting Date: MAY 5, 2005 Meeting Type: Annual
Record Date: MAR 7, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michael J. Cronin For For Management
1.2 Elect Director W. Paul Fitzgerald For For Management
1.3 Elect Director Joseph M. Tucci For For Management
2 Approve Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
4 Performance- Based/Indexed Options Against Against Shareholder
5 Creation of an Independent Audit Against Against Shareholder
Committee
- --------------------------------------------------------------------------------
FOREST LABORATORIES, INC.
Ticker: FRX Security ID: 345838106
Meeting Date: AUG 11, 2004 Meeting Type: Annual
Record Date: JUN 21, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Howard Solomon For For Management
1.2 Elect Director William J. Candee, III For For Management
1.3 Elect Director George S. Cohan For For Management
1.4 Elect Director Dan L. Goldwasser For For Management
1.5 Elect Director Lester B. Salans For For Management
1.6 Elect Director Kenneth E. Goodman For For Management
1.7 Elect Director Phillip M. Satow For For Management
2 Increase Authorized Common Stock For For Management
3 Approve Stock Option Plan For For Management
4 Ratify Auditors For For Management
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FRANKLIN RESOURCES, INC.
Ticker: BEN Security ID: 354613101
Meeting Date: JAN 25, 2005 Meeting Type: Annual
Record Date: NOV 30, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Samuel H. Armacost For For Management
1.2 Elect Director Harmon E. Burns For For Management
1.3 Elect Director Charles Crocker For For Management
1.4 Elect Director Robert D. Joffe For For Management
1.5 Elect Director Charles B. Johnson For For Management
1.6 Elect Director Rupert H. Johnson, Jr. For For Management
1.7 Elect Director Thomas H. Kean For For Management
1.8 Elect Director Chutta Ratnathicam For For Management
1.9 Elect Director Peter M. Sacerdote For For Management
1.10 Elect Director Anne M. Tatlock For For Management
1.11 Elect Director Louis E. Woodworth For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Increase Authorized Common Stock For For Management
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GENERAL ELECTRIC CO.
Ticker: GE Security ID: 369604103
Meeting Date: APR 27, 2005 Meeting Type: Annual
Record Date: FEB 28, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James I. Cash, Jr. For For Management
1.2 Elect Director William M. Castell For For Management
1.3 Elect Director Dennis D. Dammerman For For Management
1.4 Elect Director Ann M. Fudge For For Management
1.5 Elect Director Claudio X. Gonzalez For For Management
1.6 Elect Director Jeffrey R. Immelt For For Management
1.7 Elect Director Andrea Jung For For Management
1.8 Elect Director Alan G. Lafley For For Management
1.9 Elect Director Ralph S. Larsen For For Management
1.10 Elect Director Rochelle B. Lazarus For For Management
1.11 Elect Director Sam Nunn For For Management
1.12 Elect Director Roger S. Penske For For Management
1.13 Elect Director Robert J. Swieringa For For Management
1.14 Elect Director Douglas A. Warner III For For Management
1.15 Elect Director Robert C. Wright For For Management
2 Ratify Auditors For For Management
3 Provide for Cumulative Voting Against Against Shareholder
4 Report on Nuclear Fuel Storage Risks Against Against Shareholder
5 Report on PCB Clean-up Costs Against Against Shareholder
6 Adopt Policy on Overboarded Directors Against Against Shareholder
7 Prepare a Sustainability Report Against Against Shareholder
8 Political Contributions/Activities Against Against Shareholder
9 Eliminate Animal Testing Against Against Shareholder
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GOOGLE INC
Ticker: GOOG Security ID: 38259P508
Meeting Date: MAY 12, 2005 Meeting Type: Annual
Record Date: MAR 28, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Eric Schmidt For For Management
1.2 Elect Director Larry Page For For Management
1.3 Elect Director Sergey Brin For For Management
1.4 Elect Director L. John Doerr For For Management
1.5 Elect Director John L. Hennessy For For Management
1.6 Elect Director Arthur D. Levinson For For Management
1.7 Elect Director Michael Moritz For For Management
1.8 Elect Director Paul S. Otellini For For Management
1.9 Elect Director K. Ram Shriram For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For Against Management
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HALLIBURTON CO.
Ticker: HAL Security ID: 406216101
Meeting Date: MAY 18, 2005 Meeting Type: Annual
Record Date: MAR 21, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert L. Crandall For For Management
1.2 Elect Director Kenneth T. Derr For For Management
1.3 Elect Director S. Malcolm Gillis For For Management
1.4 Elect Director W.R. Howell For For Management
1.5 Elect Director Ray L. Hunt For For Management
1.6 Elect Director David J. Lesar For For Management
1.7 Elect Director J. Landis Martin For For Management
1.8 Elect Director Jay A. Precourt For For Management
1.9 Elect Director Debra L. Reed For For Management
2 Ratify Auditors For For Management
3 Submit Severance Agreement Against For Shareholder
(Change-in-Control) to Shareholder Vote
4 Require a Majority Vote for the Election Against For Shareholder
of Directors
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JUNIPER NETWORKS, INC.
Ticker: JNPR Security ID: 48203R104
Meeting Date: MAY 18, 2005 Meeting Type: Annual
Record Date: MAR 21, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William R. Hearst III For For Management
1.2 Elect Director Kenneth Goldman For For Management
1.3 Elect Director Frank Marshall For For Management
2 Ratify Auditors For For Management
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LOWE'S COMPANIES, INC.
Ticker: LOW Security ID: 548661107
Meeting Date: MAY 27, 2005 Meeting Type: Annual
Record Date: APR 1, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert A. Ingram For For Management
1.2 Elect Director Richard K. Lochridge For For Management
1.3 Elect Director Robert L. Johnson For For Management
2 Amend Non-Employee Director Stock Option For For Management
Plan
3 Ratify Auditors For For Management
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MARVELL TECHNOLOGY GROUP LTD
Ticker: MRVL Security ID: G5876H105
Meeting Date: JUN 10, 2005 Meeting Type: Annual
Record Date: APR 15, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Kuo Wei 'Herbert' Chang For For Management
2 Ratify Auditors For For Management
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MAXIM INTEGRATED PRODUCTS, INC.
Ticker: MXIM Security ID: 57772K101
Meeting Date: NOV 18, 2004 Meeting Type: Annual
Record Date: SEP 27, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James R. Bergman For For Management
1.2 Elect Director John F. Gifford For For Management
1.3 Elect Director B. Kipling Hagopian For For Management
1.4 Elect Director M.D. Sampels For For Management
1.5 Elect Director A.R. Frank Wazzan For For Management
2 Amend Employee Stock Purchase Plan For For Management
3 Ratify Auditors For For Management
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MAXIM INTEGRATED PRODUCTS, INC.
Ticker: MXIM Security ID: 57772K101
Meeting Date: SEP 17, 2004 Meeting Type: Special
Record Date: JUL 21, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1 Amend Omnibus Stock Plan For For Management
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MBNA CORP.
Ticker: KRB Security ID: 55262L100
Meeting Date: MAY 2, 2005 Meeting Type: Annual
Record Date: FEB 4, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James H. Berick For For Management
1.2 Elect Director Mary M. Boies For For Management
1.3 Elect Director Benjamin R. Civiletti For For Management
1.4 Elect Director Bruce L. Hammonds For For Management
1.5 Elect Director William L. Jews For For Management
1.6 Elect Director Randolph D. Lerner For For Management
1.7 Elect Director Stuart L. Markowitz, M.D. For For Management
1.8 Elect Director William B. Milstead For For Management
1.9 Elect Director Thomas G. Murdough, Jr. For For Management
1.10 Elect Director Laura S. Unger For For Management
2 Ratify Auditors For For Management
3 Expense Stock Options Against For Shareholder
4 Performance- Based/Indexed Options Against Against Shareholder
- --------------------------------------------------------------------------------
MERRILL LYNCH & CO., INC.
Ticker: MER Security ID: 590188108
Meeting Date: APR 22, 2005 Meeting Type: Annual
Record Date: FEB 22, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jill K. Conway For For Management
1.2 Elect Director Heinz-Joachim Neuburger For For Management
1.3 Elect Director E. Stanley O'Neal For For Management
2 Ratify Auditors For For Management
3 Approve Non-Employee Director Restricted For Against Management
Stock Plan
4 Provide for Cumulative Voting Against Against Shareholder
5 Limit Executive Compensation Against Against Shareholder
- --------------------------------------------------------------------------------
MICROSOFT CORP.
Ticker: MSFT Security ID: 594918104
Meeting Date: NOV 9, 2004 Meeting Type: Annual
Record Date: SEP 10, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William H. Gates III For For Management
1.2 Elect Director Steven A. Ballmer For For Management
1.3 Elect Director James I. Cash Jr., Ph.D. For For Management
1.4 Elect Director Raymond V. Gilmartin For For Management
1.5 Elect Director Ann McLaughlin Korologos For For Management
1.6 Elect Director David F. Marquardt For For Management
1.7 Elect Director Charles H. Noski For For Management
1.8 Elect Director Dr. Helmut Panke For For Management
1.9 Elect Director Jon A. Shirley For For Management
2 Amend Bundled Compensation Plans For Against Management
3 Amend Bundled Compensation Plans For Against Management
4 Amend Stock Option Plan For For Management
5 Ratify Auditors For For Management
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NABORS INDUSTRIES, LTD.
Ticker: NBR Security ID: G6359F103
Meeting Date: JUN 7, 2005 Meeting Type: Annual
Record Date: APR 8, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Anthony G. Petrello For For Management
1.2 Elect Director Myron M. Sheinfeld For For Management
1.3 Elect Director Martin J. Whitman For For Management
2 Ratify Auditors For For Management
3 AMENDMENT TO AMENDED AND RESTATED For For Management
BYE-LAWS TO REQUIRE SHAREHOLDER APPROVAL
OF CERTAIN DISPOSITIONS OF COMPANY S
ASSETS.
4 AMENDMENT TO 2003 EMPLOYEE STOCK PLAN TO For For Management
MAKE NONEMPLOYEE DIRECTORS ELIGIBLE
PARTICIPANTS.
5 SHAREHOLDER PROPOSAL TO REQUIRE THE Against Against Shareholder
COMPANY TO ADOPT A POLICY THAT A
SIGNIFICANT AMOUNT OF FUTURE STOCK GRANTS
TO SENIOR EXECUTIVES BE PERFORMANCE
BASED.
- --------------------------------------------------------------------------------
PROCTER & GAMBLE COMPANY, THE
Ticker: PG Security ID: 742718109
Meeting Date: OCT 12, 2004 Meeting Type: Annual
Record Date: JUL 30, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director R. Kerry Clark For For Management
1.2 Elect Director Joseph T. Gorman For For Management
1.3 Elect Director Lynn M. Martin For For Management
1.4 Elect Director Ralph Snyderman, M.D. For For Management
1.5 Elect Director Robert D. Storey 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 Management
5 Implement/ Report on Animal Welfare Against Against Shareholder
Standards
- --------------------------------------------------------------------------------
PROGRESSIVE CORP., THE
Ticker: PGR Security ID: 743315103
Meeting Date: APR 15, 2005 Meeting Type: Annual
Record Date: FEB 17, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Charles A. Davis For For Management
1.2 Elect Director Bernadine P. Healy For For Management
1.3 Elect Director Jeffrey D. Kelly For For Management
2 Authorize Board to Fill Vacancies For For Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
PULTE HOMES INC.
Ticker: PHM Security ID: 745867101
Meeting Date: MAY 12, 2005 Meeting Type: Annual
Record Date: MAR 22, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director D. Kent Anderson For For Management
1.2 Elect Director John J. Shea For For Management
1.3 Elect Director William B. Smith For For Management
2 Ratify Auditors For For Management
3 Increase Authorized Common Stock For For Management
4 Amend Executive Incentive Bonus Plan For For Management
5 Require a Majority Vote for the Election Against For Shareholder
of Directors
- --------------------------------------------------------------------------------
QUALCOMM INC.
Ticker: QCOM Security ID: 747525103
Meeting Date: MAR 8, 2005 Meeting Type: Annual
Record Date: JAN 7, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert E. Kahn For For Management
1.2 Elect Director Duane A. Nelles For For Management
1.3 Elect Director Brent Scowcroft For For Management
2 Declassify the Board of Directors and For For Management
Eliminate Cumulative Voting
3 Increase Authorized Common Stock For For Management
4 Amend Articles For For Management
5 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
ST. JUDE MEDICAL, INC.
Ticker: STJ Security ID: 790849103
Meeting Date: MAY 11, 2005 Meeting Type: Annual
Record Date: MAR 14, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Richard R. Devenuti For For Management
1.2 Elect Director Stuart M. Essig For For Management
1.3 Elect Director Thomas H. Garrett III For For Management
1.4 Elect Director Wendy L. Yarno For For Management
2 Ratify Auditors For For Management
3 Prohibit Auditor from Providing Non-Audit Against Against Shareholder
Services
- --------------------------------------------------------------------------------
STARBUCKS CORP.
Ticker: SBUX Security ID: 855244109
Meeting Date: FEB 9, 2005 Meeting Type: Annual
Record Date: DEC 2, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Barbara Bass For For Management
1.2 Elect Director Mellody Hobson For For Management
1.3 Elect Director Olden Lee For For Management
1.4 Elect Director Howard Schultz For For Management
2 Approve Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
4 Commit to Free Trade certified Coffee Against Against Shareholder
- --------------------------------------------------------------------------------
SYMANTEC CORP.
Ticker: SYMC Security ID: 871503108
Meeting Date: JUN 24, 2005 Meeting Type: Special
Record Date: MAY 12, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Increase Authorized Common Stock For For Management
3 Adjourn Meeting For For Management
- --------------------------------------------------------------------------------
SYMANTEC CORP.
Ticker: SYMC Security ID: 871503108
Meeting Date: SEP 15, 2004 Meeting Type: Annual
Record Date: JUL 20, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Tania Amochaev For For Management
1.2 Elect Director William T. Coleman For For Management
1.3 Elect Director Franciscus Lion For For Management
1.4 Elect Director David Mahoney For For Management
1.5 Elect Director Robert S. Miller For For Management
1.6 Elect Director George Reyes For For Management
1.7 Elect Director Daniel H. Schulman For For Management
1.8 Elect Director John W. Thompson For For Management
2 Increase Authorized Common Stock For For Management
3 Approve Omnibus Stock Plan For For Management
4 Amend Outside Director Stock in Lieu of For For Management
Cash Plan
5 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
TARGET CORPORATION
Ticker: TGT Security ID: 87612E106
Meeting Date: MAY 18, 2005 Meeting Type: Annual
Record Date: MAR 21, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Roxanne S. Austin For For Management
1.2 Elect Director James A. Johnson For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED
Ticker: UNH Security ID: 91324P102
Meeting Date: MAY 3, 2005 Meeting Type: Annual
Record Date: MAR 7, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Thomas H. Kean For For Management
1.2 Elect Director Robert L. Ryan For For Management
1.3 Elect Director William G. Spears For For Management
1.4 Elect Director Gail R. Wilensky, Ph.D. For For Management
2 Ratify Auditors For For Management
3 Performance- Based/Indexed Options Against Against Shareholder
4 Performance- Based/Indexed Options Against Against Shareholder
- --------------------------------------------------------------------------------
UNIVISION COMMUNICATIONS INC.
Ticker: UVN Security ID: 914906102
Meeting Date: MAY 11, 2005 Meeting Type: Annual
Record Date: MAR 14, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director A. Jerrold Perenchio For For Management
1.2 Elect Director Anthony Cassara For For Management
1.3 Elect Director Harold Gaba For For Management
1.4 Elect Director Alan F. Horn For For Management
1.5 Elect Director John G. Perenchio For For Management
1.6 Elect Director Ray Rodriguez For For Management
1.7 Elect Director Mchenry T. Tichenor, Jr. For For Management
2 Ratify Auditors For For Management
3 Adopt Recapitalization Plan Regarding Against For Shareholder
Votes Per Share
- --------------------------------------------------------------------------------
WELLPOINT INC
Ticker: WLP Security ID: 94973V107
Meeting Date: MAY 10, 2005 Meeting Type: Annual
Record Date: MAR 18, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William H.T. Bush For For Management
1.2 Elect Director Warren Y. Jobe For For Management
1.3 Elect Director William G. Mays For For Management
1.4 Elect Director Senator Donald W. Riegle, For For Management
Jr.
1.5 Elect Director William J. Ryan For For Management
2 Ratify Auditors For For Management
3 Performance- Based/Indexed Options Against Against Shareholder
- --------------------------------------------------------------------------------
YAHOO!, INC.
Ticker: YHOO Security ID: 984332106
Meeting Date: MAY 19, 2005 Meeting Type: Annual
Record Date: MAR 23, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Terry S. Semel For For Management
1.2 Elect Director Jerry Yang For For Management
1.3 Elect Director Roy J. Bostock For For Management
1.4 Elect Director Ronald W. Burkle For For Management
1.5 Elect Director Eric Hippeau For For Management
1.6 Elect Director Arthur H. Kern For For Management
1.7 Elect Director Robert A. Kotick For For Management
1.8 Elect Director Edward R. Kozel For For Management
1.9 Elect Director Gary L. Wilson For For Management
2 Amend Omnibus Stock Plan For Against Management
3 Amend Non-Employee Director Stock Option For For Management
Plan
4 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
ZIMMER HOLDINGS INC
Ticker: ZMH Security ID: 98956P102
Meeting Date: MAY 2, 2005 Meeting Type: Annual
Record Date: MAR 15, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director J. Raymond Elliott For For Management
2 Amend Stock Option Plan For For Management
3 Ratify Auditors For For Management
4 Prohibit Auditor from Providing Non-Audit Against Against Shareholder
Services
========== END NPX REPORT
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 Large Cap
Growth Fund, Inc.
By: Marc O. Mayer*
-----------------------
Chief Executive Officer
Date: August 26, 2005
*By: /s/ Mark R. Manley
------------------
Mark R. Manley
Secretary