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, 2005 - June 30, 2006 Item 1. Proxy Voting Record. ****************************** FORM N-Px REPORT ******************************* ICA File Number: 811-06730 Reporting Period: 07/01/2005 - 06/30/2006 AllianceBernstein Large Cap Growth Fund, Inc. ================ ALLIANCEBERNSTEIN LARGE CAP GROWTH FUND, INC. ================= ACE LTD. Ticker: ACE Security ID: G0070K103 Meeting Date: MAY 18, 2006 Meeting Type: Annual Record Date: MAR 31, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael G. Atieh For For Management 1.2 Elect Director Mary A. Cirillo For For Management 1.3 Elect Director Bruce L. Crockett For For Management 1.4 Elect Director Thomas J. Neff For For Management 1.5 Elect Director Gary M. Stuart For For Management 2 APPROVAL OF AMENDMENT TO ACE LIMITED For For Management EMPLOYEE STOCK PURCHASE PLAN. 3 RATIFICATION OF THE APPOINTMENT OF For For Management PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF ACE LIMITED FOR THE FISCAL YEAR ENDING DECEMBER 31, 2006. - -------------------------------------------------------------------------------- ADOBE SYSTEMS INC. Ticker: ADBE Security ID: 00724F101 Meeting Date: MAR 28, 2006 Meeting Type: Annual Record Date: FEB 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Edward W. Barnholt For For Management 1.2 Elect Director Michael R. Cannon For For Management 1.3 Elect Director Bruce R. Chizen For For Management 1.4 Elect Director James E. Daley For For Management 1.5 Elect Director Charles M. Geschke For For Management 1.6 Elect Director Delbert W. Yocam For For Management 2 Amend Omnibus Stock Plan For For Management 3 Approve Executive Incentive Bonus Plan For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ADVANCED MICRO DEVICES, INC. Ticker: AMD Security ID: 007903107 Meeting Date: MAY 5, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # 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 Robert B. Palmer For For Management 1.6 Elect Director Leonard M. Silverman For For Management 1.7 Elect Director Morton L. Topfer For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Amend Qualified Employee Stock Purchase For For Management Plan 5 Approve Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- ALCON INC. Ticker: ACL Security ID: H01301102 Meeting Date: MAY 2, 2006 Meeting Type: Annual Record Date: MAR 23, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 APPROVAL OF THE 2005 ANNUAL REPORT AND For For Management ACCOUNTS OF ALCON, INC. AND THE 2005 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 2005 3 DISCHARGE OF THE MEMBERS OF THE BOARD OF For For Management DIRECTORS FOR THE FINANCIAL YEAR 2005 4 ELECTION OF KPMG KLYNVELD PEAT MARWICK For For Management GOERDELER SA, ZURICH, AS GROUP AND PARENT COMPANY AUDITORS 5 ELECTION OF ZENSOR REVISIONS AG, ZUG, AS For For Management SPECIAL AUDITORS 6 ELECTION TO THE BOARD OF DIRECTORS OF For For Management PHIL GEIER 7 ELECTION TO THE BOARD OF DIRECTORS OF For Against Management PAUL POLMAN 8 ELECTION TO THE BOARD OF DIRECTORS OF JOE For For Management WELLER 9 APPROVAL OF SHARE CANCELLATION For For Management - -------------------------------------------------------------------------------- AMERICAN INTERNATIONAL GROUP, INC. Ticker: AIG Security ID: 026874107 Meeting Date: AUG 11, 2005 Meeting Type: Annual Record Date: JUN 24, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director M. Aidinoff For For Management 1.2 Elect Director P. Chia For For Management 1.3 Elect Director M. Cohen For For Management 1.4 Elect Director W. Cohen For For Management 1.5 Elect Director M. Feldstein For For Management 1.6 Elect Director E. Futter For For Management 1.7 Elect Director S. Hammerman For For Management 1.8 Elect Director C. Hills For For Management 1.9 Elect Director R. Holbrooke For For Management 1.10 Elect Director D. Kanak For For Management 1.11 Elect Director G. Miles, Jr For For Management 1.12 Elect Director M. Offit For For Management 1.13 Elect Director M. Sullivan For For Management 1.14 Elect Director E. Tse For For Management 1.15 Elect Director F. Zarb For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AMERICAN INTERNATIONAL GROUP, INC. Ticker: AIG Security ID: 026874107 Meeting Date: MAY 17, 2006 Meeting Type: Annual Record Date: MAR 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Pei-yuan Chia For For Management 1.2 Elect Director Marshall A. Cohen For For Management 1.3 Elect Director Martin S. Feldstein For For Management 1.4 Elect Director Ellen V. Futter For For Management 1.5 Elect Director Stephen L. Hammerman For For Management 1.6 Elect Director Richard C. Holbrooke For For Management 1.7 Elect Director Fred H. Langhammer For For Management 1.8 Elect Director George L. Miles, Jr. For For Management 1.9 Elect Director Morris W. Offit For For Management 1.10 Elect Director James F. Orr, III For For Management 1.11 Elect Director Martin J. Sullivan For For Management 1.12 Elect Director Michael H. Sutton For For Management 1.13 Elect Director Edmund S.W. Tse For For Management 1.14 Elect Director Robert B. Willumstad For For Management 1.15 Elect Director Frank G. Zarb For For Management 2 Ratify Auditors For For Management 3 Approve Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- AMGEN, INC. Ticker: AMGN Security ID: 031162100 Meeting Date: MAY 10, 2006 Meeting Type: Annual Record Date: MAR 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Frederick W. Gluck For For Management 1.2 Elect Director J. Paul Reason For For Management 1.3 Elect Director Donald B. Rice For For Management 1.4 Elect Director Leonard D. Schaeffer For For Management 2 Ratify Auditors For For Management 3 Stock Retention Against Against Shareholder 4 Link Executive Compensation to Social Against Against Shareholder Issues 5 Submit Shareholder Rights Plan (Poison Against For Shareholder Pill) to Shareholder Vote 6 Develop an Animal Welfare Policy Against Against Shareholder 7 Require a Majority Vote for the Election Against For Shareholder of Directors 8 Report on Political Contributions For For Shareholder - -------------------------------------------------------------------------------- APPLE COMPUTER, INC. Ticker: AAPL Security ID: 037833100 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: FEB 28, 2006 # 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, Ph.D. For For Management 1.7 Elect Director Jerome B. York For For Management 2 Ratify Auditors For For Management 3 Report on Computer Recycling Policy Against Against Shareholder - -------------------------------------------------------------------------------- BAKER HUGHES INCORPORATED Ticker: BHI Security ID: 057224107 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: MAR 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Larry D. Brady For For Management 1.2 Elect Director Clarence P. Cazalot, Jr. For For Management 1.3 Elect Director Chad C. Deaton For For Management 1.4 Elect Director Edward P. Djerejian For For Management 1.5 Elect Director Anthony G. Fernandes For For Management 1.6 Elect Director Claire W. Gargalli For For Management 1.7 Elect Director James A. Lash For For Management 1.8 Elect Director James F. McCall For For Management 1.9 Elect Director J. Larry Nichols For For Management 1.10 Elect Director H. John Riley, Jr. For For Management 1.11 Elect Director Charles L. Watson For For Management 2 Ratify Auditors For For Management 3 Amend Executive Incentive Bonus Plan For For Management 4 Amend Vote Requirements to Amend Against For Shareholder Articles/Bylaws/Charter - -------------------------------------------------------------------------------- BOEING CO., THE Ticker: BA Security ID: 097023105 Meeting Date: MAY 1, 2006 Meeting Type: Annual Record Date: MAR 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John H. Biggs For For Management 1.2 Elect Director John E. Bryson For For Management 1.3 Elect Director Linda Z. Cook For For Management 1.4 Elect Director William M. Daley For For Management 1.5 Elect Director Kenneth M. Duberstein For For Management 1.6 Elect Director John F. McDonnell For For Management 1.7 Elect Director W. James McNerney, Jr. For For Management 1.8 Elect Director Richard D. Nanula For For Management 1.9 Elect Director Rozanne L. Ridgway For For Management 1.10 Elect Director Mike S. Zafirovski For For Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Amend Omnibus Stock Plan For For Management 4 Reduce Supermajority Vote Requirement For For Management 5 Ratify Auditors For For Management 6 Develop a Human Rights Policy Against Against Shareholder 7 Develop Ethical Criteria for Military Against Against Shareholder Contracts 8 Report on Charitable Contributions Against Against Shareholder 9 Require a Majority Vote for the Election Against For Shareholder of Directors 10 Separate Chairman and CEO Positions Against For Shareholder - -------------------------------------------------------------------------------- BROADCOM CORP. Ticker: BRCM Security ID: 111320107 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: FEB 28, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director George L. Farinsky For For Management 1.2 Elect Director Maureen E. Grzelakowski For For Management 1.3 Elect Director Nancy H. Handel For For Management 1.4 Elect Director John Major For For Management 1.5 Elect Director Scott A. McGregor For For Management 1.6 Elect Director Alan E. Ross For For Management 1.7 Elect Director Henry Samueli For For Management 1.8 Elect Director Robert E. Switz For For Management 1.9 Elect Director Werner F. Wolfen For For Management 2 Amend Articles/Bylaws/Charter-Non-Routine For For Management 3 Establish Range For Board Size For For Management 4 Amend Non-Employee Director Omnibus Stock For Against Management Plan 5 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CAREMARK RX, INC. Ticker: CMX Security ID: 141705103 Meeting Date: MAY 10, 2006 Meeting Type: Annual Record Date: MAR 31, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director C. David Brown, II For For Management 1.2 Elect Director Harris Diamond For For Management 1.3 Elect Director C.A. Lance Piccolo For For Management 1.4 Elect Director Michael D. Ware For For Management 2 Report Policies For Political Against Against Shareholder Contributions - -------------------------------------------------------------------------------- CORNING INC. Ticker: GLW Security ID: 219350105 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: FEB 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James B. Flaws For For Management 1.2 Elect Director James R. Houghton For For Management 1.3 Elect Director James J. O'Connor For For Management 1.4 Elect Director Deborah D. Rieman For For Management 1.5 Elect Director Peter F. Volanakis For For Management 1.6 Elect Director Padmasree Warrior For For Management 2 Amend Qualified Employee Stock Purchase For For Management Plan 3 Amend Executive Incentive Bonus Plan For For Management 4 Approve Non-Employee Director Omnibus For For Management Stock Plan 5 Ratify Auditors For For Management 6 Declassify the Board of Directors Against For Shareholder - -------------------------------------------------------------------------------- DELL INC. Ticker: DELL Security ID: 24702R101 Meeting Date: JUL 15, 2005 Meeting Type: Annual Record Date: MAY 20, 2005 # 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 Require a Majority Vote for the Election Against For Shareholder of Directors 4 Expense Stock Options Against For Shareholder - -------------------------------------------------------------------------------- E.W. SCRIPPS CO. (THE) Ticker: SSP Security ID: 811054204 Meeting Date: MAY 4, 2006 Meeting Type: Annual Record Date: MAR 10, 2006 # 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 - -------------------------------------------------------------------------------- EBAY INC. Ticker: EBAY Security ID: 278642103 Meeting Date: JUN 13, 2006 Meeting Type: Annual Record Date: APR 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William C. Ford, Jr. For For Management 1.2 Elect Director Dawn G. Lepore For For Management 1.3 Elect Director Pierre M. Omidyar For For Management 1.4 Elect Director Richard T. Sclosberg, III For For Management 2 Amend Stock Option Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ELECTRONIC ARTS INC. Ticker: ERTS Security ID: 285512109 Meeting Date: JUL 28, 2005 Meeting Type: Annual Record Date: JUN 6, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director M. Richard Asher For For Management 1.2 Elect Director Leonard S. Coleman For For Management 1.3 Elect Director Gary M. Kusin For For Management 1.4 Elect Director Gregory B. Maffei For For Management 1.5 Elect Director Timothy Mott For For Management 1.6 Elect Director Vivek Paul For For Management 1.7 Elect Director Robert W. Pittman For For Management 1.8 Elect Director Lawrence F. Probst III For For Management 1.9 Elect Director Linda J. Srere For For Management 2 Amend Omnibus Stock Plan For For Management 3 Amend Qualified Employee Stock Purchase For For Management Plan 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- FRANKLIN RESOURCES, INC. Ticker: BEN Security ID: 354613101 Meeting Date: JAN 26, 2006 Meeting Type: Annual Record Date: NOV 30, 2005 # 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 Joseph R. Hardiman For For Management 1.5 Elect Director Robert D. Joffe For For Management 1.6 Elect Director Charles B. Johnson For For Management 1.7 Elect Director Rupert H. Johnson, Jr. For For Management 1.8 Elect Director Thomas H. Kean For For Management 1.9 Elect Director Chutta Ratnathicam For For Management 1.10 Elect Director Peter M. Sacerdote For For Management 1.11 Elect Director Laura Stein For For Management 1.12 Elect Director Anne M. Tatlock For For Management 1.13 Elect Director Louis E. Woodworth For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- GENENTECH, INC. Ticker: DNA Security ID: 368710406 Meeting Date: APR 20, 2006 Meeting Type: Annual Record Date: FEB 22, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Herbert W. Boyer For For Management 1.2 Elect Director William M. Burns For For Management 1.3 Elect Director Erich Hunziker For For Management 1.4 Elect Director Jonathan K.C. Knowles For For Management 1.5 Elect Director Arthur D. Levinson For For Management 1.6 Elect Director Debra L. Reed For For Management 1.7 Elect Director Charles A. Sanders For For Management 2 Amend Qualified Employee Stock Purchase For For Management Plan 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- GENERAL ELECTRIC CO. Ticker: GE Security ID: 369604103 Meeting Date: APR 26, 2006 Meeting Type: Annual Record Date: FEB 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James I. Cash, Jr. For For Management 1.2 Elect Director Sir William M. Castell For For Management 1.3 Elect Director Ann M. Fudge For For Management 1.4 Elect Director Claudio X. Gonzalez For For Management 1.5 Elect Director Jeffrey R. Immelt For For Management 1.6 Elect Director Andrea Jung For For Management 1.7 Elect Director Alan G. Lafley For For Management 1.8 Elect Director Robert W. Lane For For Management 1.9 Elect Director Ralph S. Larsen For For Management 1.10 Elect Director Rochelle B. Lazarus For For Management 1.11 Elect Director Sam Nunn For For Management 1.12 Elect Director Roger S. Penske For For Management 1.13 Elect Director Robert J. Swieringa For For Management 1.14 Elect Director Douglas A. Warner, III For For Management 1.15 Elect Director Robert C. Wright For For Management 2 Ratify Auditors For For Management 3 Restore or Provide for Cumulative Voting Against Against Shareholder 4 Adopt Policy on Overboarded Directors Against Against Shareholder 5 Company-Specific -- One Director from the Against Against Shareholder Ranks of the Retirees 6 Separate Chairman and CEO Positions Against Against Shareholder 7 Require a Majority Vote for the Election Against For Shareholder of Directors 8 Report on Environmental Policies Against Against Shareholder - -------------------------------------------------------------------------------- GILEAD SCIENCES, INC. Ticker: GILD Security ID: 375558103 Meeting Date: MAY 10, 2006 Meeting Type: Annual Record Date: MAR 22, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paul Berg For For Management 1.2 Elect Director John F. Cogan For For Management 1.3 Elect Director Etienne F. Davignon For For Management 1.4 Elect Director James M. Denny For For Management 1.5 Elect Director John W. Madigan For For Management 1.6 Elect Director John C. Martin For For Management 1.7 Elect Director Gordon E. Moore For For Management 1.8 Elect Director Nicholas G. Moore For For Management 1.9 Elect Director Gayle E. Wilson For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Approve Executive Incentive Bonus Plan For For Management 5 Increase Authorized Common Stock For For Management 6 Report on Impact of HIV/AIDS, TB, and Against Against Shareholder Malaria Pandemics - -------------------------------------------------------------------------------- GLOBAL SANTA FE CORP.(FORMERLY SANTA FE INTERNATIONAL CORP) Ticker: GSF Security ID: G3930E101 Meeting Date: MAY 23, 2006 Meeting Type: Annual Record Date: MAR 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Thomas W. Cason For For Management 1.2 Elect Director Jon A. Marshall For For Management 1.3 Elect Director Carroll W. Suggs For For Management 2 AMEND THE COMPANY S AMENDED AND RESTATED For For Management ARTICLES OF ASSOCIATION, AS AMENDED TO DATE; TO PROVIDE THAT THE ISSUANCE OF PREFERENCE SHARES IS NOT A VARIATION OF THE RIGHTS OF THE HOLDERS OF ORDINARY SHARES AND TO MAKE A RELATED CLARIFYING CHANGE, AND AMEND 3 AMEND THE EXISTING ARTICLES OF For For Management ASSOCIATION TO INCREASE THE COMPANY S FLEXIBILITY IN REPURCHASING ITS SHARES. 4 AMEND THE EXISTING ARTICLES OF For For Management ASSOCIATION TO DELETE OBSOLETE PROVISIONS RELATING TO KUWAIT PETROLEUM CORPORATION AND ITS AFFILIATES. 5 AMEND THE EXISTING MEMORANDUM OF For For Management ASSOCIATION AND THE EXISTING ARTICLES OF ASSOCIATION TO CLARIFY, UPDATE AND MAKE MINOR CHANGES TO CERTAIN PROVISIONS. 6 AMEND AND RESTATE THE EXISTING MEMORANDUM For For Management OF ASSOCIATION AND THE EXISTING ARTICLES OF ASSOCIATION TO INCORPORATE ALL PREVIOUS AMENDMENTS THERETO. 7 Ratify Auditors For For Management - -------------------------------------------------------------------------------- GOLDMAN SACHS GROUP, INC., THE Ticker: GS Security ID: 38141G104 Meeting Date: MAR 31, 2006 Meeting Type: Annual Record Date: JAN 30, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lloyd C. Blankfein For For Management 1.2 Elect Director Lord Browne Ofmadingley For For Management 1.3 Elect Director John H. Bryan For For Management 1.4 Elect Director Claes Dahlback For For Management 1.5 Elect Director Stephen Friedman For For Management 1.6 Elect Director William W. George For For Management 1.7 Elect Director James A. Johnson For For Management 1.8 Elect Director Lois D. Juliber For For Management 1.9 Elect Director Edward M. Liddy For For Management 1.10 Elect Director Henry M. Paulson, Jr. For For Management 1.11 Elect Director Ruth J. Simmons For For Management 2 Amend Restricted Partner Compensation For For Management Plan 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- GOOGLE INC Ticker: GOOG Security ID: 38259P508 Meeting Date: MAY 11, 2006 Meeting Type: Annual Record Date: MAR 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Eric Schmidt For For Management 1.2 Elect Director Sergey Brin For For Management 1.3 Elect Director Larry Page 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 Ann Mather For For Management 1.8 Elect Director Michael Moritz For For Management 1.9 Elect Director Paul S. Otellini For For Management 1.10 Elect Director K. Ram Shriram For For Management 1.11 Elect Director Shirley M. Tilghman For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Company-Specific-Recapitalization Plan Against For Shareholder - -------------------------------------------------------------------------------- HALLIBURTON CO. Ticker: HAL Security ID: 406216101 Meeting Date: MAY 17, 2006 Meeting Type: Annual Record Date: MAR 20, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Alan M. Bennett For For Management 1.2 Elect Director James R. Boyd For For Management 1.3 Elect Director Robert L. Crandall For For Management 1.4 Elect Director Kenneth T. Derr For For Management 1.5 Elect Director S.Malcolm Gillis For For Management 1.6 Elect Director W.R. Howell For For Management 1.7 Elect Director Ray L. Hunt For For Management 1.8 Elect Director David J. Lesar For For Management 1.9 Elect Director J.Landis Martin For For Management 1.10 Elect Director Jay A. Precourt For For Management 1.11 Elect Director Debra L. Reed For For Management 2 Ratify Auditors For For Management 3 Increase Authorized Common Stock For For Management 4 Amend Terms of Severance Payments to For For Management Executives 5 Review Human Rights Standards Against Against Shareholder 6 Require a Majority Vote for the Election Against For Shareholder of Directors 7 Amend Terms of Existing Poison Pill Against Against Shareholder - -------------------------------------------------------------------------------- JPMORGAN CHASE & CO. Ticker: JPM Security ID: 46625H100 Meeting Date: MAY 16, 2006 Meeting Type: Annual Record Date: MAR 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John H. Biggs For For Management 1.2 Elect Director Stephen B. Burke For For Management 1.3 Elect Director James S. Crown For For Management 1.4 Elect Director James Dimon For For Management 1.5 Elect Director Ellen V. Futter For For Management 1.6 Elect Director William H. Gray, III For For Management 1.7 Elect Director William B. Harrison, Jr. For For Management 1.8 Elect Director Laban P. Jackson, Jr. For For Management 1.9 Elect Director John W. Kessler For For Management 1.10 Elect Director Robert I. Lipp For For Management 1.11 Elect Director Richard A. Manoogian For For Management 1.12 Elect Director David C. Novak For For Management 1.13 Elect Director Lee R. Raymond For For Management 1.14 Elect Director William C. Weldon For For Management 2 Ratify Auditors For For Management 3 Put Repricing of Stock Options to Against Against Shareholder Shareholder Vote 4 Performance-Based Equity Awards Against For Shareholder 5 Separate Chairman and CEO Positions Against For Shareholder 6 Remove Reference to Sexual Orientation Against Against Shareholder from EEO Statement 7 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 8 Report on Lobbying Activities Against Against Shareholder 9 Report on Political Contributions Against Against Shareholder 10 Approve Terms of Existing Poison Pill Against Against Shareholder 11 Provide for Cumulative Voting Against Against Shareholder 12 Claw-back of Payments under Restatements Against Against Shareholder 13 Require Director Nominee Qualifications Against Against Shareholder - -------------------------------------------------------------------------------- JUNIPER NETWORKS, INC. Ticker: JNPR Security ID: 48203R104 Meeting Date: MAY 18, 2006 Meeting Type: Annual Record Date: MAR 21, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Scott Kriens For For Management 1.2 Elect Director Stratton Sclavos For For Management 1.3 Elect Director William R. Stensrud For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- LAS VEGAS SANDS CORP Ticker: LVS Security ID: 517834107 Meeting Date: JUN 7, 2006 Meeting Type: Annual Record Date: APR 14, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William P. Weidner For For Management 1.2 Elect Director Michael A. Leven For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- LOWE'S COMPANIES, INC. Ticker: LOW Security ID: 548661107 Meeting Date: MAY 25, 2006 Meeting Type: Annual Record Date: MAR 31, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Peter C. Browning For For Management 1.2 Elect Director Marshall O. Larsen For For Management 1.3 Elect Director Stephen F. Page For For Management 1.4 Elect Director O. Temple Sloan, Jr. For For Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Approve Omnibus Stock Plan For For Management 4 Ratify Auditors For For Management 5 Company Specific--RELATING TO THE BOARD For For Management OF DIRECTORS 6 Report on Wood Procurement Policy Against Against Shareholder - -------------------------------------------------------------------------------- MARVELL TECHNOLOGY GROUP LTD Ticker: MRVL Security ID: G5876H105 Meeting Date: JUN 9, 2006 Meeting Type: Annual Record Date: APR 12, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Sehat Sutardja, Ph.D. For For Management 1.2 Elect Director Weili Dai For For Management 1.3 Elect Director Pantas Sutardja, Ph.D. For For Management 1.4 Elect Director Arturo Krueger For For Management 2 TO RE-APPOINT PRICEWATERHOUSECOOPERS LLP For For Management AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND TO AUTHORIZE THE AUDIT COMMITTEE TO FIX THEIR REMUNERATION FOR THE 2007 FISCAL YEAR ENDING JANUARY 27, 2007. 3 TO APPROVE AN INCREASE TO THE COMPANY S For For Management AUTHORIZED SHARE CAPITAL. 4 TO APPROVE AN AMENDMENT TO THE COMPANY S For For Management SECOND AMENDED AND RESTATED BYE-LAWS TO AMEND THE PROVISION RELATED TO INDEMNIFICATION OF DIRECTORS AND OFFICERS. - -------------------------------------------------------------------------------- MCDONALD'S CORP. Ticker: MCD Security ID: 580135101 Meeting Date: MAY 25, 2006 Meeting Type: Annual Record Date: MAR 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert A. Eckert For For Management 1.2 Elect Director Enrique Hernandez, Jr. For For Management 1.3 Elect Director Jeanne P. Jackson For For Management 1.4 Elect Director Richard H. Lenny For For Management 1.5 Elect Director Andrew J. McKenna For For Management 1.6 Elect Director Sheila A. Penrose For For Management 2 Ratify Auditors For For Management 3 Submit Severance Agreement (Change in Against For Shareholder Control) to shareholder Vote 4 Identify Food Products Manufactured or Against Against Shareholder Sold that Contain Genetically Engineered Ingredients - -------------------------------------------------------------------------------- MEDCO HEALTH SOLUTIONS INC Ticker: MHS Security ID: 58405U102 Meeting Date: MAY 24, 2006 Meeting Type: Annual Record Date: MAR 29, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lawrence S. Lewin For For Management 1.2 Elect Director Charles M. Lillis For For Management 1.3 Elect Director Edward H. Shortliffe, For For Management M.D., Ph.D. 1.4 Elect Director David D. Stevens For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MERRILL LYNCH & CO., INC. Ticker: MER Security ID: 590188108 Meeting Date: APR 28, 2006 Meeting Type: Annual Record Date: FEB 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Alberto Cribiore For For Management 1.2 Elect Director Aulana L. Peters For For Management 1.3 Elect Director Charles O. Rossotti For For Management 2 Ratify Auditors For For Management 3 Restore or Provide for Cumulative Voting Against Against Shareholder 4 Compensation- Director Compensation Against Against Shareholder 5 Review Executive Compensation Against Against Shareholder - -------------------------------------------------------------------------------- MICROSOFT CORP. Ticker: MSFT Security ID: 594918104 Meeting Date: NOV 9, 2005 Meeting Type: Annual Record Date: SEP 9, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William H. Gates, III For For Management 1.2 Elect Director Steven A. Ballmer For For Management 1.3 Elect Director James I. Cash Jr. For For Management 1.4 Elect Director Dina Dublon For For Management 1.5 Elect Director Raymond V. Gilmartin For For Management 1.6 Elect Director A. Mclaughlin Korologos For For Management 1.7 Elect Director David F. Marquardt For For Management 1.8 Elect Director Charles H. Noski For For Management 1.9 Elect Director Helmut Panke For For Management 1.10 Elect Director Jon A. Shirley For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MOTOROLA, INC. Ticker: MOT Security ID: 620076109 Meeting Date: MAY 1, 2006 Meeting Type: Annual Record Date: MAR 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director E. Zander For For Management 1.2 Elect Director H.L. Fuller For For Management 1.3 Elect Director J. Lewent For For Management 1.4 Elect Director T. Meredith For For Management 1.5 Elect Director N. Negroponte For For Management 1.6 Elect Director I. Nooyi For For Management 1.7 Elect Director S. Scott, III For For Management 1.8 Elect Director R. Sommer For For Management 1.9 Elect Director J. Stengel For For Management 1.10 Elect Director D. Warner, III For For Management 1.11 Elect Director J. White For For Management 1.12 Elect Director M. White For For Management 2 Approve Omnibus Stock Plan For For Management 3 Submit Shareholder Rights Plan (Poison Against For Shareholder Pill) to Shareholder Vote - -------------------------------------------------------------------------------- NABORS INDUSTRIES, LTD. Ticker: NBR Security ID: G6359F103 Meeting Date: JUN 30, 2006 Meeting Type: Annual Record Date: APR 7, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Eugene M. Isenberg For For Management 2 Ratify Auditors For For Management 3 MANAGEMENT PROPOSAL: APPROVAL OF THE For Against Management COMPANY S AMENDED AND RESTATED 2003 EMPLOYEE STOCK PLAN. - -------------------------------------------------------------------------------- NABORS INDUSTRIES, LTD. Ticker: NBR Security ID: G6359F103 Meeting Date: MAR 30, 2006 Meeting Type: Special Record Date: FEB 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 Increase Authorized Common Stock For For Management - -------------------------------------------------------------------------------- NASDAQ STOCK MARKET, INC, THE Ticker: NDAQ Security ID: 631103108 Meeting Date: MAY 23, 2006 Meeting Type: Annual Record Date: APR 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael Casey For For Management 1.2 Elect Director Daniel Coleman For For Management 1.3 Elect Director Jeffrey N. Edwards For For Management 1.4 Elect Director Lon Gorman For For Management 1.5 Elect Director Patrick J. Healy For For Management 1.6 Elect Director Merit E. Janow For For Management 1.7 Elect Director John D. Markese For For Management 1.8 Elect Director Thomas F. O'Neill For For Management 1.9 Elect Director James S. Riepe For For Management 1.10 Elect Director Thomas G. Stemberg For For Management 1.11 Elect Director Deborah L. Wince-Smith For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NETWORK APPLIANCE, INC. Ticker: NTAP Security ID: 64120L104 Meeting Date: AUG 31, 2005 Meeting Type: Annual Record Date: JUL 5, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Daniel J. Warmenhoven For For Management 1.2 Elect Director Donald T. Valentine For For Management 1.3 Elect Director Jeffry R. Allen For For Management 1.4 Elect Director Carol A. Bartz For For Management 1.5 Elect Director Alan L. Earhart For For Management 1.6 Elect Director Mark Leslie For For Management 1.7 Elect Director Nicholas C. Moore For For Management 1.8 Elect Director Sachio Semmoto For For Management 1.9 Elect Director George T. Sheheen For For Management 1.10 Elect Director Robert T. Wall For For Management 2 Amend Omnibus Stock Plan For For Management 3 Amend Qualified Employee Stock Purchase For For Management Plan 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NORTHERN TRUST CORP. Ticker: NTRS Security ID: 665859104 Meeting Date: APR 18, 2006 Meeting Type: Annual Record Date: FEB 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Duane L. Burnham For For Management 1.2 Elect Director Linda Walker Bynoe For For Management 1.3 Elect Director Susan Crown For For Management 1.4 Elect Director Dipak C. Jain For For Management 1.5 Elect Director Arthur L. Kelly For For Management 1.6 Elect Director Robert C. McCormack For For Management 1.7 Elect Director Edward J. Mooney For For Management 1.8 Elect Director William A. Osborn For For Management 1.9 Elect Director John W. Rowe For For Management 1.10 Elect Director Harold B. Smith For For Management 1.11 Elect Director William D. Smithburg For For Management 1.12 Elect Director Charles A. Tribbett, III For For Management 1.13 Elect Director Frederick H. Waddell For For Management 2 Ratify Auditors For For Management 3 Eliminate Cumulative Voting For For Management 4 Disclose Charitable Contributions Against Against Shareholder - -------------------------------------------------------------------------------- NVIDIA CORPORATION Ticker: NVDA Security ID: 67066G104 Meeting Date: JUN 22, 2006 Meeting Type: Annual Record Date: APR 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Tench Coxe For For Management 1.2 Elect Director Mark L. Perry For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PROCTER & GAMBLE COMPANY, THE Ticker: PG Security ID: 742718109 Meeting Date: JUL 12, 2005 Meeting Type: Special Record Date: MAY 19, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- PROCTER & GAMBLE COMPANY, THE Ticker: PG Security ID: 742718109 Meeting Date: OCT 11, 2005 Meeting Type: Annual Record Date: AUG 12, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Bruce L. Byrnes For For Management 1.2 Elect Director Scott D. Cook For For Management 1.3 Elect Director Charles R. Lee For For Management 1.4 Elect Director W. James McNerney, Jr. For For Management 1.5 Elect Director Ernesto Zedillo For For Management 2 Ratify Auditors For For Management 3 Amend Articles For For Management 4 Declassify the Board of Directors For For Management 5 Report on Animal Welfare Policy Against Against Shareholder 6 Seek Sale of Company/Assets Against Against Shareholder 7 Report on Political Contributions Against Against Shareholder - -------------------------------------------------------------------------------- QUALCOMM INC. Ticker: QCOM Security ID: 747525103 Meeting Date: MAR 7, 2006 Meeting Type: Annual Record Date: JAN 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard C. Atkinson For Withhold Management 1.2 Elect Director Diana Lady Dougan For Withhold Management 1.3 Elect Director Peter M. Sacerdote For Withhold Management 1.4 Elect Director Marc I. Stern For Withhold Management 2 Declassify the Board and Eliminate For For Management Cumulative Voting 3 Amend Omnibus Stock Plan For For Management 4 Ratify Auditors For For Management 5 Adjourn Meeting For Against Management - -------------------------------------------------------------------------------- SCHLUMBERGER LTD. Ticker: SLB Security ID: 806857108 Meeting Date: APR 12, 2006 Meeting Type: Annual Record Date: MAR 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director J. Deutch For For Management 1.2 Elect Director J.S. Gorelick For For Management 1.3 Elect Director A. Gould For For Management 1.4 Elect Director T. Isaac For For Management 1.5 Elect Director A. Lajous For For Management 1.6 Elect Director A. Levy-Lang For For Management 1.7 Elect Director M.E. Marks For For Management 1.8 Elect Director D. Primat For For Management 1.9 Elect Director T.I. Sandvold For For Management 1.10 Elect Director N. Seydoux For For Management 1.11 Elect Director L.G. Stuntz For For Management 1.12 Elect Director R. Talwar For For Management 2 ADOPTION AND APPROVAL OF FINANCIALS AND For For Management DIVIDENDS 3 ADOPTION OF AMENDMENT TO THE ARTICLES OF For For Management INCORPORATION 4 APPROVAL OF AMENDMENT AND RESTATEMENT OF For For Management THE SCHLUMBERGER 2005 STOCK OPTION PLAN 5 APPROVAL OF INDEPENDENT REGISTERED PUBLIC For For Management ACCOUNTING FIRM - -------------------------------------------------------------------------------- ST. JUDE MEDICAL, INC. Ticker: STJ Security ID: 790849103 Meeting Date: MAY 10, 2006 Meeting Type: Annual Record Date: MAR 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John W. Brown For For Management 1.2 Elect Director Daniel J. Starks For For Management 2 Approve Stock Option Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TARGET CORPORATION Ticker: TGT Security ID: 87612E106 Meeting Date: MAY 17, 2006 Meeting Type: Annual Record Date: MAR 20, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard M. Kovacevich For For Management 1.2 Elect Director George W. Tamke For For Management 1.3 Elect Director Solomon D. Trujillo For For Management 1.4 Elect Director Robert J. Ulrich For For Management 2 Ratify Auditors For For Management 3 Report Political Contributions/Activities Against Against Shareholder - -------------------------------------------------------------------------------- TEVA PHARMACEUTICAL INDUSTRIES Ticker: TEVA Security ID: 881624209 Meeting Date: JUL 27, 2005 Meeting Type: Annual Record Date: JUN 20, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 TO RECEIVE AND DISCUSS THE COMPANY S For For Management CONSOLIDATED BALANCE SHEET AND THE CONSOLIDATED STATEMENTS OF INCOME 2 TO APPROVE THE BOARD OF DIRECTORS For For Management RECOMMENDATION THAT THE CASH DIVIDEND FOR THE YEAR ENDED DECEMBER 31, 2004 3 TO APPOINT DR. LEORA (RUBIN) MERIDOR AS A For For Management STATUTORY INDEPENDENT DIRECTOR FOR AN ADDITIONAL TERM OF THREE YEARS 4 TO ELECT ELI HURVITZ TO SERVE FOR AN For For Management ADDITIONAL THREE-YEAR TERM 5 TO ELECT RUTH CHESHIN TO SERVE FOR AN For For Management ADDITIONAL THREE-YEAR TERM 6 TO ELECT PROF. MICHAEL SELA TO SERVE FOR For For Management AN ADDITIONAL THREE-YEAR TERM 7 TO ELECT HAROLD SNYDER TO SERVE FOR AN For For Management ADDITIONAL THREE-YEAR TERM 8 TO APPROVE THE PURCHASE OF DIRECTOR S AND For Against Management OFFICER S LIABILITY INSURANCE FOR THE DIRECTORS AND OFFICERS OF THE COMPANY 9 TO APPROVE THE COMPANY S 2005 OMNIBUS For For Management LONG-TERM SHARE INCENTIVE PLAN 10 TO APPROVE AN AMENDMENT TO PROVISIONS OF For For Management THE COMPANY S ARTICLES RELATING TO THE INDEMNIFICATION OF DIRECTORS AND OFFICERS 11 TO APPROVE AN AMENDMENT TO THE COMPANY S For For Management ARTICLES THAT WOULD INCREASE THE REGISTERED SHARE CAPITAL OF THE COMPANY 12 TO APPOINT KESSELMAN & KESSELMAN, A For For Management MEMBER OF PRICEWATERHOUSECOOPERS INTERNATIONAL LTD., AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND TO DETERMINE THEIR COMPENSATION - -------------------------------------------------------------------------------- TEVA PHARMACEUTICAL INDUSTRIES Ticker: TEVA Security ID: 881624209 Meeting Date: MAY 4, 2006 Meeting Type: Annual Record Date: MAR 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 TO RECEIVE AND DISCUSS THE COMPANY S For For Management CONSOLIDATED BALANCE SHEET AS OF DECEMBER 31, 2005 AND THE CONSOLIDATED STATEMENTS OF INCOME FOR THE YEAR THEN ENDED. 2 TO APPROVE THE BOARD OF DIRECTORS For For Management RECOMMENDATION THAT THE CASH DIVIDEND FOR THE YEAR ENDED DECEMBER 31, 2005 BE DECLARED FINAL. 3 TO APPOINT PROF. GABRIELA SHALEV AS A For For Management STATUTORY INDEPENDENT DIRECTOR FOR AN ADDITIONAL TERM OF THREE YEARS. 4 TO ELECT THE FOLLOWING DIRECTOR TO SERVE For For Management FOR A THREE-YEAR TERM: DR. PHILLIP FROST 5 TO ELECT THE FOLLOWING DIRECTOR TO SERVE For For Management FOR A THREE-YEAR TERM: CARLO SALVI 6 TO ELECT THE FOLLOWING DIRECTOR TO SERVE For For Management FOR A THREE-YEAR TERM: DAVID SHAMIR 7 TO APPROVE THE PURCHASE OF DIRECTOR S AND For For Management OFFICER S LIABILITY INSURANCE FOR THE DIRECTORS AND OFFICERS OF THE COMPANY. 8 TO APPROVE AN AMENDMENT TO SECTION 60(E) For For Management OF THE COMPANY S ARTICLES OF ASSOCIATION. 9 TO APPROVE AN INCREASE IN THE For For Management REMUNERATION PAID TO THE DIRECTORS OF THE COMPANY (OTHER THAN THE CHAIRMAN OF THE BOARD). 10 TO APPOINT KESSELMAN & KESSELMAN, AS THE For For Management INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND DETERMINE THEIR COMPENSATION. - -------------------------------------------------------------------------------- TEVA PHARMACEUTICAL INDUSTRIES Ticker: TEVA Security ID: 881624209 Meeting Date: OCT 27, 2005 Meeting Type: Special Record Date: SEP 22, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 TO APPROVE THE ISSUANCE OF ORDINARY For For Management SHARES OF TEVA, PURSUANT TO THE AGREEMENT AND PLAN OF MERGER, DATED JULY 25, 2005, BY AND AMONG IVAX CORPORATION, TEVA AND TWO WHOLLY OWNED SUBSIDIARIES OF TEVA, IVORY ACQUISITION SUB, INC. AND IVORY ACQUISITION SUB II - -------------------------------------------------------------------------------- UBS AG Ticker: UBS Security ID: H8920M855 Meeting Date: APR 19, 2006 Meeting Type: Annual Record Date: MAR 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 ANNUAL REPORT, GROUP AND PARENT COMPANY For For Management ACCOUNTS FOR FINANCIAL YEAR 2005 REPORTS OF THE GROUP AND STATUTORY AUDITORS 2 APPROPRIATION OF RETAINED EARNINGS For For Management DIVIDEND FOR FINANCIAL YEAR 2005 3 DISCHARGE OF THE MEMBERS OF THE BOARD OF For For Management DIRECTORS AND THE GROUP EXECUTIVE BOARD 4 RE-ELECTION OF BOARD MEMBER: ROLF A. For For Management MEYER 5 RE-ELECTION OF BOARD MEMBER: ERNESTO For For Management BERTARELLI 6 ELECTION OF NEW BOARD MEMBER: GABRIELLE For For Management KAUFMANN-KOHLER 7 ELECTION OF NEW BOARD MEMBER: JOERG WOLLE For For Management 8 ELECTION OF THE GROUP AND STATUTORY For For Management AUDITORS 9 ELECTION OF THE SPECIAL AUDITORS For For Management 10 CANCELLATION OF SHARES REPURCHASED UNDER For For Management THE 2005/2006 SHARE BUYBACK PROGRAM 11 APPROVAL OF NEW SHARE BUYBACK PROGRAM FOR For For Management 2006/2007 12 ONE-TIME PAYOUT IN THE FORM OF A PAR For For Management VALUE REPAYMENT 13 SHARE SPLIT For For Management 14 AMENDMENTS TO ARTICLE 4 PARA. 1 AND For For Management ARTICLE 4A OF THE ARTICLES OF ASSOCIATION 15 REDUCTION OF THE THRESHOLD VALUE FOR For For Management AGENDA ITEM REQUESTS (ARTICLE 12 PARA. 1 OF THE ARTICLES OF ASSOCIATION) 16 CREATION OF CONDITIONAL CAPITAL, APPROVAL For Against Management OF ARTICLE 4A PARA. 2 OF THE ARTICLES OF ASSOCIATION - -------------------------------------------------------------------------------- UNITEDHEALTH GROUP INCORPORATED Ticker: UNH Security ID: 91324P102 Meeting Date: MAY 2, 2006 Meeting Type: Annual Record Date: MAR 21, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James A. Johnson For For Management 1.2 Elect Director Douglas W. Leatherdale For For Management 1.3 Elect Director William W. McGuire, M.D. For For Management 1.4 Elect Director Mary O. Mundinger, Ph.D. For For Management 2 Ratify Auditors For For Management 3 Require a Majority Vote for the Election Against For Shareholder of Directors - -------------------------------------------------------------------------------- WALGREEN CO. Ticker: WAG Security ID: 931422109 Meeting Date: JAN 11, 2006 Meeting Type: Annual Record Date: NOV 14, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David W. Bernauer For For Management 1.2 Elect Director William C. Foote For For Management 1.3 Elect Director James J. Howard For For Management 1.4 Elect Director Alan G. McNally For For Management 1.5 Elect Director Cordell Reed For For Management 1.6 Elect Director Jeffrey A. Rein For For Management 1.7 Elect Director David Y. Schwartz For For Management 1.8 Elect Director John B. Schwemm For For Management 1.9 Elect Director James A. Skinner For For Management 1.10 Elect Director Marilou M. von Ferstel For For Management 1.11 Elect Director Charles R. Walgreen, III For For Management 2 Ratify Auditors For For Management 3 Amend Stock Option Plan For For Management - -------------------------------------------------------------------------------- WELLPOINT INC Ticker: WLP Security ID: 94973V107 Meeting Date: MAY 16, 2006 Meeting Type: Annual Record Date: MAR 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lenox D. Baker, Jr., M.D. For For Management 1.2 Elect Director Susan B. Bayh For For Management 1.3 Elect Director Larry C. Glasscock For For Management 1.4 Elect Director Julie A. Hill For For Management 1.5 Elect Director Ramiro G. Peru For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- WHOLE FOODS MARKET, INC. Ticker: WFMI Security ID: 966837106 Meeting Date: MAR 6, 2006 Meeting Type: Annual Record Date: JAN 9, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David W. Dupree For For Management 1.2 Elect Director John B. Elstrott For For Management 1.3 Elect Director Gabrielle E. Greene For For Management 1.4 Elect Director Hass Hassan For For Management 1.5 Elect Director John P. Mackey For For Management 1.6 Elect Director Linda A. Mason For For Management 1.7 Elect Director Morris J. Siegel For For Management 1.8 Elect Director Ralph Z. Sorenson For For Management 2 Ratify Auditors For For Management 3 Reduce Supermajority Vote Requirement For For Management 4 Report on Energy Efficiency Against Against Shareholder 5 Report on Toxic Substances Against Against Shareholder 6 Amend Vote Requirements to Amend Against Against Shareholder Articles/Bylaws/Charter - -------------------------------------------------------------------------------- YAHOO!, INC. Ticker: YHOO Security ID: 984332106 Meeting Date: MAY 25, 2006 Meeting Type: Annual Record Date: MAR 29, 2006 # 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 Vyomesh Joshi For For Management 1.8 Elect Director Robert A. Kotick For For Management 1.9 Elect Director Edward R. Kozel For For Management 1.10 Elect Director Gary L. Wilson For For Management 2 Amend Non-Employee Director Omnibus Stock For For Management Plan 3 Ratify Auditors For For Management ========== 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 29, 2006 *By: /s/ Emilie D. Wrapp ------------------- Emilie D. Wrapp Secretary