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 Focused Growth & Income Fund, Inc.
(Exact name of registrant as specified in charter)
AllianceBernstein 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
EMILIE D. WRAPP
AllianceBernstein L.P.
1345 Avenue of the Americas
New York, New York l0105
(Name and address of agent for service)
Copies of communications to:
Kathleen K. Clarke
Seward & Kissel LLP
1200 G Street, N.W.
Washington, D.C. 20005
Date of fiscal year end: November 30
Date of reporting period: July 1, 2006 - June 30, 2007
Item 1. Proxy Voting Record.
******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-09687
Reporting Period: 07/01/2006 - 06/30/2007
AllianceBernstein Focused Growth & Income Fund
================ ALLIANCEBERNSTEIN FOCUSED GROWTH & INCOME FUND ================
ACE LTD.
Ticker: ACE Security ID: G0070K103
Meeting Date: MAY 17, 2007 Meeting Type: Annual
Record Date: MAR 30, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 ELECTION OF DIRECTOR: BRIAN DUPERREAULT For For Management
2 ELECTION OF DIRECTOR: ROBERT M. HERNANDEZ For For Management
3 ELECTION OF DIRECTOR: PETER MENIKOFF For For Management
4 ELECTION OF DIRECTOR: ROBERT RIPP For For Management
5 ELECTION OF DIRECTOR: DERMOT F. SMURFIT For For Management
6 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, 2007
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AES CORP., THE
Ticker: AES Security ID: 00130H105
Meeting Date: JUN 25, 2007 Meeting Type: Annual
Record Date: APR 27, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Richard Darman For For Management
1.2 Elect Director Paul Hanrahan For For Management
1.3 Elect Director Kristina M. Johnson For For Management
1.4 Elect Director John A. Koskinen For For Management
1.5 Elect Director Philip Lader For For Management
1.6 Elect Director John H. McArthur For For Management
1.7 Elect Director Sandra O. Moose For For Management
1.8 Elect Director Philip A. Odeen For For Management
1.9 Elect Director Charles O. Rossotti For For Management
1.10 Elect Director Sven Sandstrom For For Management
2 Ratify Auditors For For Management
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AETNA INC.
Ticker: AET Security ID: 00817Y108
Meeting Date: APR 27, 2007 Meeting Type: Annual
Record Date: FEB 23, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Frank M. Clark For For Management
1.2 Elect Director Betsy Z. Cohen For For Management
1.3 Elect Director Molly J. Coye, M.D. For For Management
1.4 Elect Director Barbara Hackman Franklin For For Management
1.5 Elect Director Jeffrey E. Garten For For Management
1.6 Elect Director Earl G. Graves, Sr. For For Management
1.7 Elect Director Gerald Greenwald For For Management
1.8 Elect Director Ellen M. Hancock For For Management
1.9 Elect Director Edward J. Ludwig For For Management
1.10 Elect Director Joseph P. Newhouse For For Management
1.11 Elect Director Ronald A. Williams For For Management
2 Ratify Auditors For For Management
3 Company Specific-Majority Vote Standard For For Management
for the Election of Directors in
Uncontested Election
4 Restore or Provide for Cumulative Voting Against Against Shareholder
5 Require Director Nominee Qualifications Against Against Shareholder
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AIR PRODUCTS & CHEMICALS, INC.
Ticker: APD Security ID: 009158106
Meeting Date: JAN 25, 2007 Meeting Type: Annual
Record Date: NOV 30, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William L. Davis III For For Management
1.2 Elect Director W. Douglas Ford For For Management
1.3 Elect Director Evert Henkes For For Management
1.4 Elect Director Margaret G. Mcglynn For For Management
2 Ratify Auditors For For Management
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ALCON INC.
Ticker: ACL Security ID: H01301102
Meeting Date: MAY 9, 2007 Meeting Type: Annual
Record Date: MAR 26, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 APPROVAL OF THE 2006 ANNUAL REPORT AND For For Management
ACCOUNTS OF ALCON, INC. AND THE 2006
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 2006
3 DISCHARGE OF THE MEMBERS OF THE BOARD OF For For Management
DIRECTORS FOR THE FINANCIAL YEAR 2006
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: For For Management
WERNER J. BAUER
7 ELECTION TO THE BOARD OF DIRECTORS: For For Management
FRANCISCO CASTANER
8 ELECTION TO THE BOARD OF DIRECTORS: For For Management
LODEWIJK J.R. DE VINK
9 ELECTION TO THE BOARD OF DIRECTORS: For For Management
GERHARD N. MAYR
10 APPROVAL OF SHARE CANCELLATION For For Management
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ALLSTATE CORP., THE
Ticker: ALL Security ID: 020002101
Meeting Date: MAY 15, 2007 Meeting Type: Annual
Record Date: MAR 16, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director F. Duane Ackerman For For Management
2 Elect Director James G. Andress For For Management
3 Elect Director Robert D. Beyer For For Management
4 Elect Director W. James Farrell For For Management
5 Elect Director Jack M. Greenberg For For Management
6 Elect Director Ronald T. LeMay For For Management
7 Elect Director Edward M. Liddy For For Management
8 Elect Director J. Christopher Reyes For For Management
9 Elect Director H. John Riley, Jr. For For Management
10 Elect Director Joshua I. Smith For For Management
11 Elect Director Judith A. Sprieser For For Management
12 Elect Director Mary Alice Taylor For For Management
13 Elect Director Thomas J. Wilson For For Management
14 Ratify Auditors For For Management
15 Reduce Supermajority Vote Requirement For For Management
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ALTRIA GROUP, INC.
Ticker: MO Security ID: 02209S103
Meeting Date: APR 26, 2007 Meeting Type: Annual
Record Date: MAR 5, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Elizabeth E. Bailey For For Management
1.2 Elect Director Harold Brown For For Management
1.3 Elect Director Mathis Cabiallavetta For For Management
1.4 Elect Director Louis C. Camilleri For For Management
1.5 Elect Director J. Dudley Fishburn For For Management
1.6 Elect Director Robert E. R. Huntley For For Management
1.7 Elect Director Thomas W. Jones For For Management
1.8 Elect Director George Munoz For For Management
1.9 Elect Director Lucio A. Noto For For Management
1.10 Elect Director John S. Reed For For Management
1.11 Elect Director Stephen M. Wolf For For Management
2 Ratify Auditors For For Management
3 Provide for Cumulative Voting Against Against Shareholder
4 Disclose Information on Secondhand Smoke Against Against Shareholder
5 Cease Add Campaigns Oriented to Prevent Against Against Shareholder
Youth Smoking
6 Cease Production, Promotion, and Against Against Shareholder
Marketing of Tobacco Products
7 Adopt Animal Welfare Policy Against Against Shareholder
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AMDOCS LIMITED
Ticker: DOX Security ID: G02602103
Meeting Date: JAN 18, 2007 Meeting Type: Annual
Record Date: NOV 20, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Bruce K. Anderson For For Management
1.2 Elect Director Adrian Gardner For For Management
1.3 Elect Director Charles E. Foster For For Management
1.4 Elect Director James S. Kahan For For Management
1.5 Elect Director Dov Baharav For For Management
1.6 Elect Director Julian A. Brodsky For For Management
1.7 Elect Director Eli Gelman For For Management
1.8 Elect Director Nehemia Lemelbaum For For Management
1.9 Elect Director John T. Mclennan For For Management
1.10 Elect Director Robert A. Minicucci For For Management
1.11 Elect Director Simon Olswang For For Management
1.12 Elect Director Mario Segal For For Management
1.13 Elect Director Joseph Vardi For For Management
2 APPROVAL OF CONSOLIDATED FINANCIAL For For Management
STATEMENTS FOR FISCAL YEAR 2006.
3 RATIFICATION AND APPROVAL OF ERNST & For For Management
YOUNG LLP AND AUTHORIZATION OF AUDIT
COMMITTEE OF BOARD TO FIX REMUNERATION.
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AMERICAN INTERNATIONAL GROUP, INC.
Ticker: AIG Security ID: 026874107
Meeting Date: MAY 16, 2007 Meeting Type: Annual
Record Date: MAR 23, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Marshall A. Cohen For For Management
1.2 Elect Director Martin S. Feldstein For For Management
1.3 Elect Director Ellen V. Futter For For Management
1.4 Elect Director Stephen L. Hammerman For For Management
1.5 Elect Director Richard C. Holbrooke For For Management
1.6 Elect Director Fred H. Langhammer For For Management
1.7 Elect Director George L. Miles, Jr. For For Management
1.8 Elect Director Morris W. Offit For For Management
1.9 Elect Director James F. Orr, III For For Management
1.10 Elect Director Virginia M. Rometty 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 Omnibus Stock Plan For For Management
4 Performance-Based and/or Time-Based Against Against Shareholder
Equity Awards
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AT&T INC
Ticker: T Security ID: 00206R102
Meeting Date: JUL 21, 2006 Meeting Type: Special
Record Date: JUN 1, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
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AT&T INC
Ticker: T Security ID: 00206R102
Meeting Date: APR 27, 2007 Meeting Type: Annual
Record Date: FEB 28, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director William F. Aldinger III For For Management
2 Elect Director Gilbert F. Amelio For For Management
3 Elect Director Reuben V. Anderson For For Management
4 Elect Director James H. Blanchard For For Management
5 Elect Director August A. Busch III For For Management
6 Elect Director James P. Kelly For For Management
7 Elect Director Charles F. Knight For For Management
8 Elect Director Jon C. Madonna For For Management
9 Elect Director Lynn M. Martin For For Management
10 Elect Director John B. McCoy For For Management
11 Elect Director Mary S. Metz For For Management
12 Elect Director Toni Rembe For For Management
13 Elect Director Joyce M. Roche For For Management
14 Elect Director Randall L. Stephenson For For Management
15 Elect Director Laura D' Andrea Tyson For For Management
16 Elect Director Patricia P. Upton For For Management
17 Elect Director Edward E. Whitacre, Jr. For For Management
18 Ratify Auditors For For Management
19 Compensation Specific-Severance Payments For For Management
to Executives
20 Report on Political Contributions Against Against Shareholder
21 Amend Articles/Bylaws/Charter - Call Against Against Shareholder
Special Meetings
22 Pay For Superior Performance Against Against Shareholder
23 Advisory Vote to Ratify Named Executive Against Against Shareholder
Officers' Compensation
24 Establish SERP Policy Against Against Shareholder
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AXIS CAPITAL HOLDINGS LTD
Ticker: AXS Security ID: G0692U109
Meeting Date: MAY 11, 2007 Meeting Type: Annual
Record Date: MAR 9, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Geoffrey Bell For For Management
1.2 Elect Director Christopher V. Greetham For For Management
1.3 Elect Director Maurice A. Keane For For Management
1.4 Elect Director Henry B. Smith For For Management
2 TO APPROVE THE AXIS CAPITAL HOLDINGS For For Management
LIMITED 2007 LONG-TERM EQUITY
COMPENSATION PLAN.
3 TO ADOPT AMENDED AND RESTATED BYE-LAWS TO For For Management
AMEND THE DIRECTOR AND OFFICER INDEMNITY
PROVISIONS AND TO ALLOW ACQUIRED SHARES
OF AXIS CAPITAL HOLDINGS LIMITED CAPITAL
STOCK TO BE HELD IN TREASURY.
4 TO APPOINT DELOITTE & TOUCHE TO ACT AS For For Management
THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF AXIS CAPITAL HOLDINGS
LIMITED FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2007 AND TO AUTHORIZE THE
BOARD OF DIRECTORS, ACTING THROUGH THE
AUDIT COMMITTEE, TO SET THE
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BANK OF NEW YORK CO., INC., THE
Ticker: BK Security ID: 064057102
Meeting Date: APR 10, 2007 Meeting Type: Annual
Record Date: FEB 20, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mr. Biondi For For Management
1.2 Elect Director Mr. Donofrio For For Management
1.3 Elect Director Mr. Hassell For For Management
1.4 Elect Director Mr. Kogan For For Management
1.5 Elect Director Mr. Kowalski For For Management
1.6 Elect Director Mr. Luke For For Management
1.7 Elect Director Ms. Rein For For Management
1.8 Elect Director Mr. Renyi For For Management
1.9 Elect Director Mr. Richardson For For Management
1.10 Elect Director Mr. Scott For For Management
1.11 Elect Director Mr. Vaughan For For Management
2 Ratify Auditors For For Management
3 Amend Vote Requirements to Amend Against For Shareholder
Articles/Bylaws/Charter
4 Restore or Provide for Cumulative Voting Against Against Shareholder
5 Advisory Vote to Ratify Named Executive Against Against Shareholder
Officers' Compensation
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BANK OF NEW YORK CO., INC., THE
Ticker: BK Security ID: 064057102
Meeting Date: MAY 24, 2007 Meeting Type: Special
Record Date: APR 12, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Adopt Supermajority Vote Requirement for For For Management
Mergers
3 Increase Authorized Preferred and Common For For Management
Stock
4 Adjourn Meeting For For Management
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BEA SYSTEMS, INC.
Ticker: BEAS Security ID: 073325102
Meeting Date: JUL 19, 2006 Meeting Type: Annual
Record Date: MAY 26, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director L. Dale Crandall For For Management
1.2 Elect Director William H. Janeway For For Management
1.3 Elect Director Richard T. Schlosberg, III For For Management
2 Approve Omnibus Stock Plan For Against Management
3 Approve Executive Incentive Bonus Plan For For Management
4 Ratify Auditors For For Management
5 Act on Shareholder Resolutions that Against Against Shareholder
Receive Majority Support
6 Declassify the Board of Directors Against For Shareholder
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BJ SERVICES COMPANY
Ticker: BJS Security ID: 055482103
Meeting Date: JAN 30, 2007 Meeting Type: Annual
Record Date: DEC 8, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Don D. Jordan For For Management
1.2 Elect Director William H. White For For Management
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CAREMARK RX, INC.
Ticker: CMX Security ID: 141705103
Meeting Date: MAR 16, 2007 Meeting Type: Proxy Contest
Record Date: JAN 15, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For Against Management
2 Adjourn Meeting For Against Management
1 Approve Merger Agreement Against Did Not Management
Vote
2 Adjourn Meeting For Did Not Management
Vote
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CISCO SYSTEMS, INC.
Ticker: CSCO Security ID: 17275R102
Meeting Date: NOV 15, 2006 Meeting Type: Annual
Record Date: SEP 18, 2006
# 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 Michael D. Capellas For For Management
1.4 Elect Director Larry R. Carter For For Management
1.5 Elect Director John T. Chambers For For Management
1.6 Elect Director Dr. John L. Hennessy For For Management
1.7 Elect Director Richard M. Kovacevich For For Management
1.8 Elect Director Roderick C. McGeary For For Management
1.9 Elect Director Steven M. West For For Management
1.10 Elect Director Jerry Yang For For Management
2 Ratify Auditors For For Management
3 Performance-Based and/or Time-Based Against Against Shareholder
Equity Awards
4 Report on Pay Disparity Against Against Shareholder
5 Report on Internet Fragmentation Against Against Shareholder
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CVS CORPORATION
Ticker: CVS Security ID: 126650100
Meeting Date: MAR 15, 2007 Meeting Type: Special
Record Date: JAN 19, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Amend Articles/Increase Common Stock and For For Management
Change Company Name
2 Issue Shares in Connection with an For For Management
Acquisition
3 Adjourn Meeting For For Management
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CVS/CAREMARK CORP
Ticker: CVS Security ID: 126650100
Meeting Date: MAY 9, 2007 Meeting Type: Annual
Record Date: MAR 30, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Edwin M. Banks For For Management
2 Elect Director C. David Brown II For For Management
3 Elect Director Edwin Mac Crawford For For Management
4 Elect Director David W. Dorman For For Management
5 Elect Director Kristen E. Gibney Williams For For Management
6 Elect Director Roger L. Headrick For Against Management
7 Elect Director Marian L. Heard For For Management
8 Elect Director William H. Joyce For For Management
9 Elect Director Jean-Pierre Million For For Management
10 Elect Director Terrence Murray For For Management
11 Elect Director C.A. Lance Piccolo For Against Management
12 Elect Director Sheli Z. Rosenberg For For Management
13 Elect Director Thomas M. Ryan For For Management
14 Elect Director Richard J. Swift For For Management
15 Ratify Auditors For For Management
16 Approve Qualified Employee Stock Purchase For For Management
Plan
17 Approve Executive Incentive Bonus Plan For For Management
18 Limit Executive Compensation Against Against Shareholder
19 Separate Chairman and CEO Positions Against For Shareholder
20 Prepare Sustainability Report Against Against Shareholder
21 Disclose Information on Compensation Against For Shareholder
Consultant
22 Compensation Specific- Policy on Stock Against Against Shareholder
Option Grants/Option Backdating
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DANAHER CORP.
Ticker: DHR Security ID: 235851102
Meeting Date: MAY 15, 2007 Meeting Type: Annual
Record Date: MAR 19, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Steven M. Rales For For Management
1.2 Elect Director John T. Schwieters For For Management
1.3 Elect Director Alan G. Spoon For For Management
2 Ratify Auditors For For Management
3 Increase Authorized Common Stock For For Management
4 Approve Omnibus Stock Plan For For Management
5 Approve Executive Incentive Bonus Plan For For Management
6 Amend Deferred Compensation Plan For For Management
7 Stock Retention/Holding Period Against Against Shareholder
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EBAY INC.
Ticker: EBAY Security ID: 278642103
Meeting Date: JUN 14, 2007 Meeting Type: Annual
Record Date: APR 16, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Philippe Bourguignon For For Management
1.2 Elect Director Thomas J. Tierney For For Management
1.3 Elect Director Margaret C. Whitman 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
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EMERSON ELECTRIC CO.
Ticker: EMR Security ID: 291011104
Meeting Date: FEB 6, 2007 Meeting Type: Annual
Record Date: NOV 28, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director C. Fernandez G For For Management
1.2 Elect Director W. J. Galvin For For Management
1.3 Elect Director R. L. Ridgway For For Management
1.4 Elect Director R. L. Stephenson For For Management
2 Ratify Auditors For For Management
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FISERV, INC.
Ticker: FISV Security ID: 337738108
Meeting Date: MAY 23, 2007 Meeting Type: Annual
Record Date: MAR 20, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Kim M. Robak For For Management
1.2 Elect Director Thomas C. Wertheimer For For Management
2 Company Specific- Provide Majority Vote For For Management
for the Election of Directors
3 Approve Omnibus Stock Plan For For Management
4 Ratify Auditors For For Management
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FOREST LABORATORIES, INC.
Ticker: FRX Security ID: 345838106
Meeting Date: AUG 7, 2006 Meeting Type: Annual
Record Date: JUN 20, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Howard Solomon For For Management
1.2 Elect Director Nesli Basgoz For For Management
1.3 Elect Director William J. Candee, III For For Management
1.4 Elect Director George S. Cohan For For Management
1.5 Elect Director Dan L. Goldwasser For For Management
1.6 Elect Director Kenneth E. Goodman For For Management
1.7 Elect Director Lester B. Salans For For Management
2 Ratify Auditors For For Management
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GENERAL ELECTRIC CO.
Ticker: GE Security ID: 369604103
Meeting Date: APR 25, 2007 Meeting Type: Annual
Record Date: FEB 26, 2007
# 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 Ann M. Fudge For For Management
1.4 Elect Director Claudio X. Gonzalez For For Management
1.5 Elect Director Susan Hockfield 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 Robert W. Lane For For Management
1.10 Elect Director Ralph S. Larsen For For Management
1.11 Elect Director Rochelle B. Lazarus For For Management
1.12 Elect Director Sam Nunn For For Management
1.13 Elect Director Roger S. Penske For For Management
1.14 Elect Director Robert J. Swieringa For For Management
1.15 Elect Director Douglas A. Warner III For For Management
1.16 Elect Director Robert C. Wright For For Management
2 Ratify Auditors For For Management
3 Adopt Majority Vote Standard in Director For For Management
Elections
4 Approve Omnibus Stock Plan For For Management
5 Company-Specific-Approve Material Terms For For Management
of Senior Officer Performance Goals
6 Provide for Cumulative Voting Against Against Shareholder
7 Company-Specific -- Adopt Policy on Against Against Shareholder
Overboarded Directors
8 Company-Specific -- One Director from the Against Against Shareholder
Ranks of Retirees
9 Separate Chairman and CEO Positions Against Against Shareholder
10 Limit Dividend and Dividend Equivalent Against Against Shareholder
Payments to Executives
11 Report on Charitable Contributions Against Against Shareholder
12 Report on Global Warming Against Against Shareholder
13 Adopt Ethical Criteria for Military Against Against Shareholder
Contracts
14 Report on Pay Disparity Against Against Shareholder
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GILEAD SCIENCES, INC.
Ticker: GILD Security ID: 375558103
Meeting Date: MAY 9, 2007 Meeting Type: Annual
Record Date: MAR 22, 2007
# 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 Carla A. Hills For For Management
1.6 Elect Director John W. Madigan For For Management
1.7 Elect Director John C. Martin For For Management
1.8 Elect Director Gordon E. Moore For For Management
1.9 Elect Director Nicholas Moore For For Management
1.10 Elect Director Gayle E. Wilson 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
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HALLIBURTON CO.
Ticker: HAL Security ID: 406216101
Meeting Date: MAY 16, 2007 Meeting Type: Annual
Record Date: MAR 19, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Kathleen M. Bader For For Management
2 Elect Director Alan M. Bennett For For Management
3 Elect Director James R. Boyd For For Management
4 Elect Director Milton Carroll For For Management
5 Elect Director Robert L. Crandall For For Management
6 Elect Director Kenneth T. Derr For For Management
7 Elect Director S. Malcolm Gillis For For Management
8 Elect Director W. R. Howell For For Management
9 Elect Director David J. Lesar For For Management
10 Elect Director J. Landis Martin For For Management
11 Elect Director Jay A. Precourt For For Management
12 Elect Director Debra L. Reed For For Management
13 Ratify Auditors For For Management
14 Review Human Rights Policies Against Against Shareholder
15 Report on Political Contributions Against Against Shareholder
16 Amend Terms of Existing Poison Pill Against Against Shareholder
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HONEYWELL INTERNATIONAL, INC.
Ticker: HON Security ID: 438516106
Meeting Date: APR 23, 2007 Meeting Type: Annual
Record Date: FEB 23, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Gordon M. Bethune For For Management
2 Elect Director Jaime Chico Pardo For For Management
3 Elect Director David M. Cote For For Management
4 Elect Director D. Scott Davis For For Management
5 Elect Director Linnet F. Deily For For Management
6 Elect Director Clive R. Hollick For For Management
7 Elect Director James J. Howard For For Management
8 Elect Director Ivan G. Seidenberg For For Management
9 Elect Director Bradley T. Sheares For For Management
10 Elect Director Eric K. Shinseki For For Management
11 Elect Director John R. Stafford For For Management
12 Elect Director Michael W. Wright For For Management
13 Ratify Auditors For For Management
14 Approve Nonqualified Employee Stock For For Management
Purchase Plan
15 Claw-back of Payments under Restatements Against Against Shareholder
16 Performance-Based and/or Time-Based Against Against Shareholder
Equity Awards
17 Amend Articles/Bylaws/Charter -- Call Against Against Shareholder
Special Meetings
18 Remove Six Sigma Terminology Against Against Shareholder
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JPMORGAN CHASE & CO.
Ticker: JPM Security ID: 46625H100
Meeting Date: MAY 15, 2007 Meeting Type: Annual
Record Date: MAR 16, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Crandall C. Bowles 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 Laban P. Jackson, Jr. For For Management
1.8 Elect Director Robert I. Lipp For For Management
1.9 Elect Director David C. Novak For For Management
1.10 Elect Director Lee R. Raymond For For Management
1.11 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 and/or Time-Based Against Against Shareholder
Equity Awards
5 Advisory Vote to Ratify Named Executive Against Against Shareholder
Officers' Compensation
6 Separate Chairman and CEO Positions Against Against Shareholder
7 Provide for Cumulative Voting Against Against Shareholder
8 Require a Majority Vote for the Election Against For Shareholder
of Directors
9 Report on Political Contributions Against Against Shareholder
10 Report on Management Initiatives to Against Against Shareholder
Address Links to Slavery and Human Rights
Abuse
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LABORATORY CORPORATION OF AMERICA HOLDINGS
Ticker: LH Security ID: 50540R409
Meeting Date: MAY 16, 2007 Meeting Type: Annual
Record Date: MAR 30, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Thomas P. Mac Mahon For For Management
1.2 Elect Director Kerrii B. Anderson For For Management
1.3 Elect Director Jean-Luc Belingard For For Management
1.4 Elect Director David P. King For For Management
1.5 Elect Director Wendy E. Lane For For Management
1.6 Elect Director Robert E. Mittelstaedt, For For Management
Jr.
1.7 Elect Director Arthur H. Rubenstein For For Management
1.8 Elect Director Bradford T. Smith For For Management
1.9 Elect Director M. Smith Weikel For For Management
1.10 Elect Director R. Sanders Williams For For Management
2 Ratify Auditors For For Management
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LOEWS CORP.
Ticker: LTR Security ID: 540424108
Meeting Date: AUG 3, 2006 Meeting Type: Special
Record Date: JUN 22, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 Increase Authorized Common Stock For For Management
2 Adjust Par Value of Common Stock For For Management
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LOEWS CORP.
Ticker: LTR Security ID: 540424207
Meeting Date: AUG 3, 2006 Meeting Type: Special
Record Date: JUN 22, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 Increase Authorized Common Stock For For Management
2 Adjust Par Value of Common Stock For For Management
- --------------------------------------------------------------------------------
LOEWS CORP.
Ticker: LTR Security ID: 540424108
Meeting Date: MAY 8, 2007 Meeting Type: Annual
Record Date: MAR 15, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ann E. Berman For For Management
1.2 Elect Director Joseph L. Bower 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 Walter L. Harris For For Management
1.6 Elect Director Philip A. Laskawy For For Management
1.7 Elect Director Gloria R. Scott For For Management
1.8 Elect Director Andrew H. Tisch For For Management
1.9 Elect Director James S. Tisch For For Management
1.10 Elect Director Jonathan M. Tisch For For Management
2 Ratify Auditors For For Management
3 Amend Executive Incentive Bonus Plan For For Management
4 Provide for Cumulative Voting Against Against Shareholder
5 Social Proposal Against Against Shareholder
- --------------------------------------------------------------------------------
LOEWS CORP.
Ticker: LTR Security ID: 540424207
Meeting Date: MAY 8, 2007 Meeting Type: Annual
Record Date: MAR 15, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ann E. Berman For For Management
1.2 Elect Director Joseph L. Bower 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 Walter L. Harris For For Management
1.6 Elect Director Philip A. Laskawy For For Management
1.7 Elect Director Gloria R. Scott For For Management
1.8 Elect Director Andrew H. Tisch For For Management
1.9 Elect Director James S. Tisch For For Management
1.10 Elect Director Jonathan M. Tisch For For Management
2 Ratify Auditors For For Management
3 Amend Executive Incentive Bonus Plan For For Management
4 Provide for Cumulative Voting Against Against Shareholder
5 Social Proposal Against Against Shareholder
- --------------------------------------------------------------------------------
MCDONALD'S CORP.
Ticker: MCD Security ID: 580135101
Meeting Date: MAY 24, 2007 Meeting Type: Annual
Record Date: MAR 26, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Edward A. Brennan For For Management
2 Elect Director Walter E. Massey For For Management
3 Elect Director John W. Rogers, Jr. For For Management
4 Elect Director Roger W. Stone For For Management
5 Ratify Auditors For For Management
6 Label Genetically Modified Organisms Against Against Shareholder
7 Adopt and Implement ILO Based Code of Against Against Shareholder
Conduct
- --------------------------------------------------------------------------------
MEDCO HEALTH SOLUTIONS INC
Ticker: MHS Security ID: 58405U102
Meeting Date: MAY 24, 2007 Meeting Type: Annual
Record Date: MAR 29, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Howard W. Barker, Jr. For For Management
1.2 Elect Director David B. Snow, Jr. For For Management
2 Declassify the Board of Directors For For Management
3 Approve Qualified Employee Stock Purchase For For Management
Plan
4 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
MERCK & CO., INC.
Ticker: MRK Security ID: 589331107
Meeting Date: APR 24, 2007 Meeting Type: Annual
Record Date: FEB 23, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Richard T. Clark For For Management
1.2 Elect Director Johnnetta B. Cole, Ph.D. For For Management
1.3 Elect Director William B. Harrison, Jr. For For Management
1.4 Elect Director William N. Kelley, M.D. For For Management
1.5 Elect Director Rochelle B. Lazarus For For Management
1.6 Elect Director Thomas E. Shenk, Ph.D. For For Management
1.7 Elect Director Anne M. Tatlock For For Management
1.8 Elect Director Samuel O. Thier, M.D. For For Management
1.9 Elect Director Wendell P. Weeks For For Management
1.10 Elect Director Peter C. Wendell For For Management
2 Ratify Auditors For For Management
3 Reduce Supermajority Vote Requirement For For Management
4 Reduce Supermajority Vote Requirement For For Management
5 Establish Range For Board Size For For Management
6 Replace Cumulative Voting to Majority For For Management
Vote Standard for the Election of
Directors
7 Publish Political Contributions Against Against Shareholder
8 Advisory Vote to Ratify Named Executive Against Against Shareholder
Officers' Compensation
- --------------------------------------------------------------------------------
MERRILL LYNCH & CO., INC.
Ticker: MER Security ID: 590188108
Meeting Date: APR 27, 2007 Meeting Type: Annual
Record Date: FEB 28, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John D. Finnegan For For Management
1.2 Elect Director Joseph W. Prueher For For Management
1.3 Elect Director Ann N. Reese For For Management
2 Ratify Auditors For For Management
3 Restore or Provide for Cumulative Voting Against Against Shareholder
4 Advisory Vote to Ratify Named Executive Against Against Shareholder
Officers' Compensation
5 Performance-Based and/or Time-Based Against Against Shareholder
Equity Awards
- --------------------------------------------------------------------------------
MICROSOFT CORP.
Ticker: MSFT Security ID: 594918104
Meeting Date: NOV 14, 2006 Meeting Type: Annual
Record Date: SEP 8, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director William H. Gates, III For For Management
2 Elect Director Steven A. Ballmer For For Management
3 Elect Director James I. Cash, Jr., Ph.D. For For Management
4 Elect Director Dina Dublon For For Management
5 Elect Director Raymond V. Gilmartin For For Management
6 Elect Director David F. Marquardt For For Management
7 Elect Director Charles H. Noski For For Management
8 Elect Director Helmut Panke For For Management
9 Elect Director Jon A. Shirley For For Management
10 Ratify Auditors For For Management
11 Cease Product Sales that Can Be Used to Against Against Shareholder
Violate Human Rights
12 Amend EEO Statement to Not Reference Against Against Shareholder
Sexual Orientation
13 Establish Shareholder Advisory Committee Against Against Shareholder
- --------------------------------------------------------------------------------
NORTHERN TRUST CORP.
Ticker: NTRS Security ID: 665859104
Meeting Date: APR 17, 2007 Meeting Type: Annual
Record Date: FEB 26, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Linda Walker Bynoe For For Management
1.2 Elect Director Nicholas D. Chabraja 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 Enrique J. Sosa For For Management
1.13 Elect Director Charles A. Tribbett III For For Management
1.14 Elect Director Frederick H. Waddell For For Management
2 Amend Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
PROCTER & GAMBLE COMPANY, THE
Ticker: PG Security ID: 742718109
Meeting Date: OCT 10, 2006 Meeting Type: Annual
Record Date: AUG 11, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Norman R. Augustine For For Management
1.2 Elect Director A.G. Lafley For For Management
1.3 Elect Director Johnathan A. Rodgers For For Management
1.4 Elect Director John F. Smith, Jr. For For Management
1.5 Elect Director Margaret C. Whitman For For Management
2 Approve Decrease in Size of Board For For Management
3 Ratify Auditors For For Management
4 Amend Omnibus Stock Plan For For Management
5 Put Repricing of Stock Options to Against Against Shareholder
Shareholder Vote
- --------------------------------------------------------------------------------
SCHERING-PLOUGH CORP.
Ticker: SGP Security ID: 806605101
Meeting Date: MAY 18, 2007 Meeting Type: Annual
Record Date: MAR 28, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Hans W. Becherer For For Management
1.2 Elect Director Thomas J. Colligan For For Management
1.3 Elect Director Fred Hassan For For Management
1.4 Elect Director C. Robert Kidder For For Management
1.5 Elect Director Philip Leder, M.D. For For Management
1.6 Elect Director Eugene R. McGrath For For Management
1.7 Elect Director Carl E. Mundy, Jr. For For Management
1.8 Elect Director Antonio M. Perez For For Management
1.9 Elect Director Patricia F. Russo For For Management
1.10 Elect Director Jack L. Stahl For For Management
1.11 Elect Director Kathryn C. Turner For For Management
1.12 Elect Director Robert F.W. van Oordt For For Management
1.13 Elect Director Arthur F. Weinbach For For Management
2 Ratify Auditors For For Management
3 Reduce Supermajority Vote Requirement For For Management
4 Company Specific--Adopt Majority Voting For Against Management
5 Performance-Based and/or Time-Based Against Against Shareholder
Equity Awards
- --------------------------------------------------------------------------------
SOUTHWEST AIRLINES CO.
Ticker: LUV Security ID: 844741108
Meeting Date: MAY 16, 2007 Meeting Type: Annual
Record Date: MAR 21, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Colleen C. Barrett For For Management
1.2 Elect Director David W. Biegler For For Management
1.3 Elect Director Louis E. Caldera For For Management
1.4 Elect Director C. Webb Crockett For For Management
1.5 Elect Director William H. Cunningham, For For Management
Ph.D.
1.6 Elect Director Travis C. Johnson For For Management
1.7 Elect Director Herbert D. Kelleher For For Management
1.8 Elect Director Gary C. Kelly For For Management
1.9 Elect Director Nancy B. Loeffler For For Management
1.10 Elect Director John T. Montford For For Management
2 Reduce Supermajority Vote Requirement For For Management
3 Approve Omnibus Stock Plan For For Management
4 Ratify Auditors For For Management
5 Company Specific-Adopt Simple Majority Against Against Shareholder
Vote
- --------------------------------------------------------------------------------
SUN MICROSYSTEMS, INC.
Ticker: SUNW Security ID: 866810104
Meeting Date: NOV 2, 2006 Meeting Type: Annual
Record Date: SEP 6, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Scott G. McNealy For For Management
1.2 Elect Director James L. Barksdale For For Management
1.3 Elect Director Stephen M. Bennett For For Management
1.4 Elect Director Robert J. Finocchio, Jr. For For Management
1.5 Elect Director Patricia E. Mitchell For For Management
1.6 Elect Director M. Kenneth Oshman For For Management
1.7 Elect Director Jonathan I. Schwartz For For Management
1.8 Elect Director Naomi O. Seligman For For Management
2 Ratify Auditors For For Management
3 Approve Executive Incentive Bonus Plan For For Management
4 Approve Report of the Compensation Against For Shareholder
Committee
- --------------------------------------------------------------------------------
TIME WARNER INC
Ticker: TWX Security ID: 887317105
Meeting Date: MAY 18, 2007 Meeting Type: Annual
Record Date: MAR 30, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James L. Barksdale For For Management
1.2 Elect Director Jeffrey L. Bewkes For For Management
1.3 Elect Director Stephen F. Bollenbach 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 Mathias Dopfner For For Management
1.7 Elect Director Jessica P. Einhorn 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 Francis T. Vincent, Jr. For For Management
1.13 Elect Director Deborah C. Wright For For Management
2 Ratify Auditors For For Management
3 Reduce Supermajority Vote Requirement For For Management
4 Advisory Vote to Ratify Named Executive Against Against Shareholder
Officers'Compensation
5 Separate Chairman and CEO Positions Against Against Shareholder
6 Company Specific- Adopt Simple Majority Against For Shareholder
Vote
7 Amend Articles/Bylaws/Charter -- Call Against Against Shareholder
Special Meetings
8 Company-Specific- Stockholder Against Against Shareholder
Ratification of Director Compensation,
When a Stockholder Rights Plan Has Been
Adopted
- --------------------------------------------------------------------------------
TOTAL SA (FORMERLY TOTAL FINA ELF S.A )
Ticker: TOT Security ID: 89151E109
Meeting Date: MAY 11, 2007 Meeting Type: Annual
Record Date: APR 4, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 APPROVAL OF PARENT COMPANY FINANCIAL For For Management
STATEMENTS
2 APPROVAL OF CONSOLIDATED FINANCIAL For For Management
STATEMENTS
3 ALLOCATION OF EARNINGS, DECLARATION OF For For Management
DIVIDEND
4 AGREEMENTS COVERED BY ARTICLE L. 225-38 For For Management
OF THE FRENCH COMMERCIAL CODE
5 AUTHORIZATION FOR THE BOARD OF DIRECTORS For For Management
TO TRADE SHARES OF THE COMPANY
6 RENEWAL OF THE APPOINTMENT OF MR. THIERRY For For Management
DESMAREST AS A DIRECTOR
7 RENEWAL OF THE APPOINTMENT OF MR. THIERRY For For Management
DE RUDDER AS A DIRECTOR
8 RENEWAL OF THE APPOINTMENT OF MR. SERGE For For Management
TCHURUK AS A DIRECTOR
9 APPOINTMENT OF A DIRECTOR REPRESENTING For For Management
EMPLOYEE SHAREHOLDERS IN APPLICATION OF
ARTICLE 11 OF THE ARTICLES OF ASSOCIATION
10 APPOINTMENT OF A DIRECTOR REPRESENTING Against Against Management
EMPLOYEE SHAREHOLDERS IN APPLICATION OF
ARTICLE 11 OF THE ARTICLES OF ASSOCIATION
11 APPOINTMENT OF A DIRECTOR REPRESENTING Against Against Management
EMPLOYEE SHAREHOLDERS IN APPLICATION OF
ARTICLE 11 OF THE ARTICLES OF ASSOCIATION
12 DETERMINATION OF THE TOTAL AMOUNT OF For For Management
DIRECTORS COMPENSATION
13 DELEGATION OF AUTHORITY GRANTED TO THE For For Management
BOARD OF DIRECTORS TO INCREASE CAPITAL BY
ISSUING COMMON SHARES OR ANY SECURITIES
PROVIDING ACCESS TO CAPITAL WHILE
MAINTAINING SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHTS
14 DELEGATION OF AUTHORITY GRANTED TO THE For Against Management
BOARD OF DIRECTORS TO INCREASE CAPITAL BY
ISSUING COMMON SHARES OR ANY SECURITIES
PROVIDING ACCESS TO CAPITAL WITHOUT
PREFERENTIAL SUBSCRIPTION RIGHTS
15 DELEGATION OF AUTHORITY GRANTED TO THE For For Management
BOARD OF DIRECTORS TO INCREASE CAPITAL
UNDER THE CONDITIONS PROVIDED FOR IN
ARTICLE 443-5 OF THE FRENCH LABOR CODE
16 AUTHORIZATION TO GRANT SUBSCRIPTION OR For For Management
PURCHASE OPTIONS FOR THE COMPANY S STOCK
TO CERTAIN EMPLOYEES OF THE GROUP AS WELL
AS TO THE MANAGEMENT OF THE COMPANY OR OF
OTHER GROUP COMPANIES
17 AUTHORIZATION TO BE GRANTED TO THE BOARD For For Management
OF DIRECTORS TO REDUCE CAPITAL BY
CANCELING SHARES
18 AMENDMENT OF ARTICLE 13, PARAGRAPH 2, OF For For Management
THE COMPANY S ARTICLES OF ASSOCIATION
WITH REGARD TO THE METHODS THAT MAY BE
USED TO PARTICIPATE IN BOARD OF DIRECTORS
MEETINGS
19 AMENDMENT OF ARTICLE 17-2 OF THE COMPANY For For Management
S ARTICLES OF ASSOCIATION TO TAKE INTO
ACCOUNT NEW RULES FROM THE DECREE OF
DECEMBER 11, 2006 RELATING TO THE COMPANY
S BOOK-BASED SYSTEM FOR RECORDING SHARES
FOR SHAREHOLDERS WISHING TO PARTICIPATE
IN ANY FORM WH
20 AMENDMENT OF ARTICLE 17-2 OF THE COMPANY For For Management
S ARTICLES OF ASSOCIATION TO TAKE INTO
ACCOUNT RULES RELATING TO ELECTRONIC
SIGNATURES IN THE EVENT OF A VOTE CAST
VIA TELECOMMUNICATION
21 NEW PROCEDURE TO NOMINATE THE Against For Shareholder
EMPLOYEE-SHAREHOLDER DIRECTOR
22 AUTHORIZATION TO GRANT RESTRICTED SHARES Against For Shareholder
OF THE COMPANY TO GROUP EMPLOYEES
23 AMENDMENT OF ARTICLE 18, PARAGRAPH 7 OF Against For Shareholder
THE COMPANY S ARTICLES OF ASSOCIATION IN
VIEW OF DELETING THE STATUTORY CLAUSE
LIMITING VOTING RIGHTS
- --------------------------------------------------------------------------------
UNITED TECHNOLOGIES CORP.
Ticker: UTX Security ID: 913017109
Meeting Date: APR 11, 2007 Meeting Type: Annual
Record Date: FEB 13, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Louis R. Chenevert For For Management
1.2 Elect Director George David For For Management
1.3 Elect Director John V. Faraci For For Management
1.4 Elect Director Jean-Pierre Garnier For For Management
1.5 Elect Director Jamie S. Gorelick For For Management
1.6 Elect Director Charles R. Lee For For Management
1.7 Elect Director Richard D. Mccormick For For Management
1.8 Elect Director Harold Mcgraw III For For Management
1.9 Elect Director Richard B. Myers For For Management
1.10 Elect Director Frank P. Popoff For For Management
1.11 Elect Director H. Patrick Swygert For For Management
1.12 Elect Director Andre Villeneuve For For Management
1.13 Elect Director H.A. Wagner For For Management
1.14 Elect Director Christine Todd Whitman For For Management
2 Ratify Auditors For For Management
3 Establish Term Limits for Directors Against Against Shareholder
4 Report on Foreign Military Sales Against Against Shareholder
5 Report on Political Contributions Against Against Shareholder
6 Advisory Vote to Ratify Named Executive Against Against Shareholder
Officers' Compensation
7 Pay For Superior Performance Against Against Shareholder
- --------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED
Ticker: UNH Security ID: 91324P102
Meeting Date: MAY 29, 2007 Meeting Type: Annual
Record Date: APR 9, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William C. Ballard, Jr. For For Management
1.2 Elect Director Richard T. Burke For For Management
1.3 Elect Director Stephen J. Hemsley For For Management
1.4 Elect Director Robert J. Darretta For For Management
2 Company Specific--Majority Vote for the For For Management
Election of Directors
3 Declassify the Board of Directors For For Management
4 Reduce Supermajority Vote Requirement for For For Management
Removal of Directors
5 Reduce Supermajority Vote Requirement For For Management
6 Amend Articles-Make Stylistic, Clarifying For For Management
and Conforming Changes
7 Ratify Auditors For For Management
8 Performance-Based and/or Time-Based Against Against Shareholder
Equity Awards
9 Establish SERP Policy Against Against Shareholder
10 Advisory Vote to Ratify Named Executive Against Against Shareholder
Officers' Compensation
11 Equal Access to the Proxy for Purpose of Against Against Shareholder
Electing a Director
- --------------------------------------------------------------------------------
WALT DISNEY COMPANY, THE
Ticker: DIS Security ID: 254687106
Meeting Date: MAR 8, 2007 Meeting Type: Annual
Record Date: JAN 8, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John E. Bryson For For Management
1.2 Elect Director John S. Chen For For Management
1.3 Elect Director Judith L. Estrin For For Management
1.4 Elect Director Robert A. Iger For For Management
1.5 Elect Director Steven P. Jobs For For Management
1.6 Elect Director Fred H. Langhammer For For Management
1.7 Elect Director Aylwin B. Lewis For For Management
1.8 Elect Director Monica C. Lozano For For Management
1.9 Elect Director Robert W. Matschullat For For Management
1.10 Elect Director John E. Pepper, Jr. For For Management
1.11 Elect Director Orin C. Smith For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Amend Executive Incentive Bonus Plan For For Management
5 Company-Specific--Governance-Related - No Against Against Shareholder
Greenmail payments
6 Approve/Amend Terms of Existing Poison Against For Shareholder
Pill
- --------------------------------------------------------------------------------
WELLPOINT INC
Ticker: WLP Security ID: 94973V107
Meeting Date: MAY 16, 2007 Meeting Type: Annual
Record Date: MAR 15, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Sheila P. Burke For For Management
1.2 Elect Director Victor S. Liss For For Management
1.3 Elect Director Jane G. Pisano, Ph.D. For For Management
1.4 Elect Director George A. Schaefer, Jr. For For Management
1.5 Elect Director Jackie M. Ward For For Management
1.6 Elect Director John E. Zuccotti For For Management
2 Company Specific--Approve Majority Voting For For Management
for the Non- Contested Election of
Directors
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
WILLIS GROUP HOLDINGS LTD
Ticker: WSH Security ID: G96655108
Meeting Date: APR 25, 2007 Meeting Type: Annual
Record Date: MAR 9, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 ELECTION OF DIRECTOR: GORDON M. BETHUNE. For For Management
2 ELECTION OF DIRECTOR: WILLIAM W. BRADLEY. For For Management
3 ELECTION OF DIRECTOR: JOSEPH A. CALIFANO For For Management
JR.
4 ELECTION OF DIRECTOR: ANNA C. CATALANO. For For Management
5 ELECTION OF DIRECTOR: ERIC G. FRIBERG. For For Management
6 ELECTION OF DIRECTOR: SIR ROY GARDNER. For For Management
7 ELECTION OF DIRECTOR: SIR JEREMY HANLEY. For For Management
8 ELECTION OF DIRECTOR: WENDY E. LANE. For For Management
9 ELECTION OF DIRECTOR: JAMES F. MCCANN. For For Management
10 ELECTION OF DIRECTOR: JOSEPH J. PLUMERI. For For Management
11 ELECTION OF DIRECTOR: DOUGLAS B. ROBERTS. For For Management
12 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
WYETH
Ticker: WYE Security ID: 983024100
Meeting Date: APR 26, 2007 Meeting Type: Annual
Record Date: MAR 2, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Robert Essner For For Management
2 Elect Director John D. Feerick For For Management
3 Elect Director Frances D. Fergusson For For Management
4 Elect Director Victor F. Ganzi For For Management
5 Elect Director Robert Langer For For Management
6 Elect Director John P. Mascotte For For Management
7 Elect Director Raymond J. McGuire For For Management
8 Elect Director Mary Lake Polan For For Management
9 Elect Director Bernard Poussot For For Management
10 Elect Director Gary L. Rogers For For Management
11 Elect Director Ivan G. Seidenberg For For Management
12 Elect Director Walter V. Shipley For For Management
13 Elect Director John R. Torell III For For Management
14 Ratify Auditors For For Management
15 Reduce Supermajority Vote Requirement For For Management
16 Amend Omnibus Stock Plan For For Management
17 Adopt Animal Welfare Policy Against Against Shareholder
18 Report on Policy to Limit Drug Supply to Against Against Shareholder
Canada
19 Report on Political Contributions Against Against Shareholder
20 Claw-back of Payments under Restatements Against For Shareholder
21 Company-Specific - Interlocking Against Against Shareholder
Directorship
22 Disclose Information-Proposal Withdrawn. Against Abstain Shareholder
No Vote Required
23 Separate Chairman and CEO Positions Against For Shareholder
24 Advisory Vote to Ratify Named Executive Against Against Shareholder
Officers' Compensation
========== 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 Focused Growth &
Income Fund, Inc.
By: Marc O. Mayer*
-----------------------
Chief Executive Officer
Date: August 30, 2007
*By: /s/ Emilie D. Wrapp
-------------------
Emilie D. Wrapp
Secretary