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: 811-07916 AllianceBernstein Utility 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: 811-07916 Reporting Period: 07/01/2006 - 06/30/2007 AllianceBernstein Utility Income Fund, Inc. ================= ALLIANCEBERNSTEIN UTILITY INCOME FUND, INC. ================== 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 - -------------------------------------------------------------------------------- AGL RESOURCES INC. Ticker: ATG Security ID: 001204106 Meeting Date: MAY 2, 2007 Meeting Type: Annual Record Date: FEB 23, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Thomas D. Bell, Jr. For For Management 1.2 Elect Director Michael J. Durham For For Management 1.3 Elect Director Charles H. Mctier For For Management 1.4 Elect Director Dean R. O'Hare For For Management 1.5 Elect Director D. Raymond Riddle For For Management 1.6 Elect Director Felker W. Ward, Jr. For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ALLEGHENY ENERGY, INC. Ticker: AYE Security ID: 017361106 Meeting Date: MAY 17, 2007 Meeting Type: Annual Record Date: MAR 12, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director H. Furlong Baldwin For For Management 1.2 Elect Director Eleanor Baum For For Management 1.3 Elect Director Paul J. Evanson For For Management 1.4 Elect Director Cyrus F. Freidheim, Jr For For Management 1.5 Elect Director Julia L. Johnson For For Management 1.6 Elect Director Ted J. Kleisner For For Management 1.7 Elect Director Steven H. Rice For For Management 1.8 Elect Director Gunner E. Sarsten For For Management 1.9 Elect Director Michael H. Sutton For For Management 2 Ratify Auditors For For Management 3 Claw-back of Payments under Restatements Against Against Shareholder 4 Separate Chairman and CEO Positions Against Against Shareholder 5 Require a Majority Vote for the Election Against For Shareholder of Directors 6 Amend Articles/Bylaws/Charter -- Call Against Against Shareholder Special Meetings 7 Performance-Based and/or Time-Based Against Against Shareholder Equity Awards 8 Report on Impact of Utilizing the Against Against Shareholder National Interest Electric Transmission Corridor 9 Report on Power Plant Emissions Against Against Shareholder - -------------------------------------------------------------------------------- AMERICA MOVIL SA DE CV Ticker: AMX Security ID: 02364W105 Meeting Date: DEC 13, 2006 Meeting Type: Special Record Date: NOV 28, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 Ratify Members of the Board of Directors For Did Not Management that Were Elected during the Special Vote Meeting for Class L Shareholders Last April 26, 2006 2 Designate Inspector or Shareholder For Did Not Management Representative(s) of Minutes of Meeting Vote - -------------------------------------------------------------------------------- AMERICA MOVIL SA DE CV Ticker: AMX Security ID: 02364W105 Meeting Date: APR 27, 2007 Meeting Type: Special Record Date: APR 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Representatives of Class L Shares For For Management to the Board of Directors 2 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting - -------------------------------------------------------------------------------- AMERICAN ELECTRIC POWER CO. Ticker: AEP Security ID: 025537101 Meeting Date: APR 24, 2007 Meeting Type: Annual Record Date: MAR 6, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director E.R. Brooks For For Management 1.2 Elect Director Donald M. Carlton For For Management 1.3 Elect Director Ralph D. Crosby, Jr. For For Management 1.4 Elect Director John P. DesBarres For For Management 1.5 Elect Director Robert W. Fri For For Management 1.6 Elect Director Linda A. Goodspeed For For Management 1.7 Elect Director William R. Howell For For Management 1.8 Elect Director Lester A. Hudson, Jr. For For Management 1.9 Elect Director Michael G. Morris For For Management 1.10 Elect Director Lionel L. Nowell III For For Management 1.11 Elect Director Richard L. Sandor For For Management 1.12 Elect Director Donald G. Smith For For Management 1.13 Elect Director Kathryn D. Sullivan For For Management 2 Amend Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- 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 - -------------------------------------------------------------------------------- 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 - -------------------------------------------------------------------------------- BELLSOUTH CORP. Ticker: BLS Security ID: 079860102 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 - -------------------------------------------------------------------------------- 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 - -------------------------------------------------------------------------------- CENTERPOINT ENERGY INC. Ticker: CNP Security ID: 15189T107 Meeting Date: MAY 24, 2007 Meeting Type: Annual Record Date: MAR 26, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael E. Shannon For Withhold Management 1.2 Elect Director Donald R. Campbell For Withhold Management 1.3 Elect Director Milton Carroll For Withhold Management 1.4 Elect Director Peter S. Wareing For Withhold Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors Against For Shareholder 4 Other Business None Against Management - -------------------------------------------------------------------------------- CHINA MOBILE (HONG KONG) LIMITED Ticker: CHL Security ID: 16941M109 Meeting Date: MAY 16, 2007 Meeting Type: Annual Record Date: APR 5, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 TO RECEIVE AND CONSIDER THE AUDITED For For Management FINANCIAL STATEMENTS AND THE REPORTS OF THE DIRECTORS AND AUDITORS. 2a TO DECLARE AN ORDINARY FINAL DIVIDEND FOR For For Management THE YEAR ENDED 31 DECEMBER 2006. 2b TO DECLARE A SPECIAL FINAL DIVIDEND FOR For For Management THE YEAR ENDED 31 DECEMBER 2006. 3a TO RE-ELECT WANG JIANZHOU AS A DIRECTOR. For For Management 3b TO RE-ELECT LI YUE AS A DIRECTOR. For For Management 3c TO RE-ELECT ZHANG CHENSHUANG AS A For For Management DIRECTOR. 3d TO RE-ELECT FRANK WONG KWONG SHING AS A For For Management DIRECTOR. 3e TO RE-ELECT PAUL MICHAEL DONOVAN AS A For For Management DIRECTOR. 4 Ratify Auditors For For Management 5 TO GIVE A GENERAL MANDATE TO THE For For Management DIRECTORS TO REPURCHASE SHARES IN THE COMPANY NOT EXCEEDING 10% OF THE AGGREGATE NOMINAL AMOUNT OF THE EXISTING ISSUED SHARE CAPITAL. 6 TO GIVE A GENERAL MANDATE TO THE For Against Management DIRECTORS TO ISSUE, ALLOT AND DEAL WITH ADDITIONAL SHARES IN THE COMPANY. 7 TO EXTEND THE GENERAL MANDATE GRANTED TO For Against Management THE DIRECTORS TO ISSUE, ALLOT AND DEAL WITH SHARES BY THE NUMBER OF SHARES REPURCHASED. - -------------------------------------------------------------------------------- CHINA SHENHUA ENERGY CO LTD Ticker: Security ID: Y1504C113 Meeting Date: MAY 15, 2007 Meeting Type: Annual Record Date: APR 14, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Report of the Board of Directors For For Management 2 Accept Report of the Board of Supervisors For For Management 3 Accept Financial Statements and Statutory For For Management Reports 4 Approve Profit Distribution Plan For For Management 5 Approve Remuneration of Directors and For For Management Supervisors 6 Reappoint KPMG Hauzhen and KPMG as the For For Management PRC and International Auditors, Respectively, and Authorize Board to Fix Their Remuneration 7 Approve Renewal of Certain Connected For For Management Transactions for 2008 to 2010 and Relevant Annual Caps 8 Approve Adjustments to the Annual Caps For For Management for Certain Connected Transactions in 2007 9 Elect Yun Gongmin as Non-Executive For For Management Director 10 Approve Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights - -------------------------------------------------------------------------------- CHUNGHWA TELECOM CO. LTD. Ticker: CHT Security ID: 17133Q205 Meeting Date: JUN 15, 2007 Meeting Type: Annual Record Date: APR 13, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 THE COMPANY S OPERATION REPORT FOR 2006. None Abstain Management 2 THE SUPERVISORS AUDIT REPORT ON THE None Abstain Management COMPANY FOR 2006. 3 THE AMENDMENT TO THE COMPANY S RULES OF None Abstain Management ORDER OF BOARD OF DIRECTORS MEETING. 4 THE COMPANY S OPERATION REPORT AND For For Management FINANCIAL STATEMENTS FOR 2006. 5 THE COMPANY S DISTRIBUTION OF EARNINGS For For Management FOR 2006. 6 AMENDMENT TO THE COMPANY S ARTICLES OF For For Management INCORPORATION. 7 PROPOSED CONVERSION OF THE CAPITAL For For Management SURPLUS INTO CAPITAL INCREASE OF THE COMPANY AND ISSUANCE OF NEW SHARES. 8 PROPOSED CAPITAL DECREASE IN CASH OF THE For For Management COMPANY. 9 AMENDMENT TO THE COMPANY S PROCESS FOR For For Management ACQUISITIONS AND DISPOSAL OF ASSETS. 10 AMENDMENT TO THE COMPANY S PROCEDURES FOR For For Management ENDORSEMENTS AND GUARANTEES. 11 FORMULATION OF THE COMPANY S PROCEDURES For For Management FOR LENDING OF CAPITAL TO OTHERS. 12 AMENDMENT TO THE COMPANY S REGULATIONS OF For For Management ELECTION OF DIRECTORS AND SUPERVISORS. 13 ELECTION OF THE COMPANY S 5TH TERM For For Management DIRECTORS AND SUPERVISORS. - -------------------------------------------------------------------------------- CLP HOLDINGS (FORMERLY CHINA LIGHT & POWER) Ticker: Security ID: Y1660Q104 Meeting Date: APR 24, 2007 Meeting Type: Annual Record Date: APR 13, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2a Approve Final Dividend of HK$0.89 Per For For Management Share 2b Approve Special Final Dividend of HK$0.02 For For Management Per Share 3a Elect Jason Holroyd Whittle as Director For For Management 3b Elect Lee Ting Chang Peter as Director For For Management 3c Elect Peter William Greenwood as Director For For Management 3d Reelect Vernon Francis Moore as Director For For Management 3e Reelect Rudolf Bischof as Director For For Management 3f Reelect Loh Chung Hon Hansen as Director For For Management 3g Reelect William Elkin Mocatta as Director For For Management 3h Reelect Tse Pak Wing Peter as Director For For Management 3i Reelect Andrew Clifford Winawer Brandler For For Management as Director 4 Reappoint PricewaterhouseCoopers as For For Management Auditors and Authorize Board to Fix Their Remuneration 5 Approve the Revised Levels of For For Management Remuneration Payable to the Non-Executive Directors Including Independent Non-Executive Directors Who Serve on the Board and Board Committees of the Company, Effective from April 25, 2007 6 Approve Issuance of Equity or For Against Management Equity-Linked Securities without Preemptive Rights 7 Authorize Repurchase of Up to 10 Percent For For Management of Issued Share Capital 8 Authorize Reissuance of Repurchased For Against Management Shares - -------------------------------------------------------------------------------- CONSOLIDATED EDISON, INC. Ticker: ED Security ID: 209115104 Meeting Date: MAY 21, 2007 Meeting Type: Annual Record Date: APR 5, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kevin Burke For For Management 1.2 Elect Director Vincent A. Calarco For For Management 1.3 Elect Director George Campbell, Jr. For For Management 1.4 Elect Director Gordon J. Davis For For Management 1.5 Elect Director Michael J. Del Giudice For For Management 1.6 Elect Director Ellen V. Futter For For Management 1.7 Elect Director Sally Hernandez For For Management 1.8 Elect Director Peter W. Likins For For Management 1.9 Elect Director Eugene R. McGrath For For Management 1.10 Elect Director L. Frederick Sutherland For For Management 1.11 Elect Director Stephen R. Volk For For Management 2 Ratify Auditors For For Management 3 Increase Disclosure of Executive Against Against Shareholder Compensation - -------------------------------------------------------------------------------- CONSTELLATION ENERGY GROUP, INC. Ticker: CEG Security ID: 210371100 Meeting Date: MAY 18, 2007 Meeting Type: Annual Record Date: MAR 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Yves C. de Balmann For For Management 2 Elect Director Douglas L. Becker For For Management 3 Elect Director James T. Brady For For Management 4 Elect Director Edward A. Crooke For For Management 5 Elect Director James R. Curtiss For For Management 6 Elect Director Freeman A. Hrabowski, III For For Management 7 Elect Director Nancy Lampton For For Management 8 Elect Director Robert J. Lawless For For Management 9 Elect Director Lynn M. Martin For For Management 10 Elect Director Mayo A. Shattuck, III For For Management 11 Elect Director Michael D. Sullivan For For Management 12 Ratify Auditors For For Management 13 Approve Omnibus Stock Plan For For Management 14 Approve Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- CPFL ENERGIA S A Ticker: CPL Security ID: 126153105 Meeting Date: DEC 18, 2006 Meeting Type: Special Record Date: NOV 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 ELECTION OF STATUTORY MEMBERS AND For For Management ALTERNATES TO THE BOARD OF DIRECTORS FOR THE REMAINING TERM OF OFFICE, UNTIL THE ORDINARY GENERAL SHAREHOLDERS MEETING THAT WILL BE HELD IN APRIL 2007, AS ARRANGED IN ARTICLE 17 OF THE COMPANY BYLAWS, AND PURSUANT TO PA 2 ELECTION OF EFFECTIVE MEMBER TO THE For For Management FISCAL COUNCIL FOR THE REMAINING TERM OF OFFICE, UNTIL THE ORDINARY GENERAL SHAREHOLDERS MEETING THAT WILL BE HELD IN APRIL 2007. - -------------------------------------------------------------------------------- CPFL ENERGIA S A Ticker: CPL Security ID: 126153105 Meeting Date: APR 10, 2007 Meeting Type: Annual Record Date: MAR 8, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 PRESENTATION OF THE MANAGEMENT REPORT, For For Management EXAMINE, DISCUSS AND VOTE ON THE COMPANY S FINANCIAL STATEMENTS, THE REPORT OF THE INDEPENDENT AUDITORS AND THE REPORT OF THE FISCAL COUNCIL FOR THE FISCAL YEAR ENDING DECEMBER 31, 2006. 2 APPROVE THE PROPOSAL FOR THE For For Management APPROPRIATION OF THE NET INCOME FOR THE FISCAL YEAR 2006 AND THE DIVIDEND DISTRIBUTION. 3 ELECTION OF STATUTORY MEMBERS AND For For Management ALTERNATES TO THE BOARD OF DIRECTORS AND FIX THE GLOBAL REMUNERATION OF THE BOARD MEMBERS. 4 ELECTION OF EFFECTIVE MEMBERS AND For For Management ALTERNATES TO THE FISCAL COUNCIL AND FIX ITS FEES. - -------------------------------------------------------------------------------- DOMINION RESOURCES, INC. Ticker: D Security ID: 25746U109 Meeting Date: APR 27, 2007 Meeting Type: Annual Record Date: FEB 23, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Peter W. Brown For For Management 1.2 Elect Director George A. Davidson, Jr. For For Management 1.3 Elect Director Thomas F. Farrell, II For For Management 1.4 Elect Director John W. Harris For For Management 1.5 Elect Director Robert S. Jepson, Jr. For For Management 1.6 Elect Director Mark J. Kington For For Management 1.7 Elect Director Benjamin J. Lambert, III For For Management 1.8 Elect Director Margaret A. McKenna For For Management 1.9 Elect Director Frank S. Royal, M.D. For For Management 1.10 Elect Director David A. Wollard For For Management 2 Ratify Auditors For For Management 3 Report on Greenhouse Gas Emissions Against Against Shareholder 4 Report on Impact of Utilizing National Against Against Shareholder Interest Electric Transmission Corridor - -------------------------------------------------------------------------------- DUKE ENERGY CORP. Ticker: DUK Security ID: 26441C105 Meeting Date: OCT 24, 2006 Meeting Type: Annual Record Date: AUG 25, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Roger Agnelli For For Management 1.2 Elect Director Paul M. Anderson For For Management 1.3 Elect Director William Barnet, III For For Management 1.4 Elect Director G. Alex Bernhardt, Sr. For For Management 1.5 Elect Director Michael G. Browning For For Management 1.6 Elect Director Phillip R. Cox For For Management 1.7 Elect Director William T. Esrey For For Management 1.8 Elect Director Ann Maynard Gray For For Management 1.9 Elect Director James H. Hance, Jr. For For Management 1.10 Elect Director Dennis R. Hendrix For For Management 1.11 Elect Director Michael E.J. Phelps For For Management 1.12 Elect Director James T. Rhodes For For Management 1.13 Elect Director James E. Rogers For For Management 1.14 Elect Director Mary L. Schapiro For For Management 1.15 Elect Director Dudley S. Taft For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- DUKE ENERGY CORP. Ticker: DUK Security ID: 26441C105 Meeting Date: MAY 10, 2007 Meeting Type: Annual Record Date: MAR 26, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William Barnet, III For For Management 1.2 Elect Director G. Alex Bernhardt, Sr. For For Management 1.3 Elect Director Michael G. Browning For For Management 1.4 Elect Director Phillip R. Cox For For Management 1.5 Elect Director Ann Maynard Gray For For Management 1.6 Elect Director James H. Hance, Jr For For Management 1.7 Elect Director James T. Rhodes For For Management 1.8 Elect Director James E. Rogers For For Management 1.9 Elect Director Mary L. Schapiro For For Management 1.10 Elect Director Dudley S. Taft For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- EDISON INTERNATIONAL Ticker: EIX Security ID: 281020107 Meeting Date: APR 26, 2007 Meeting Type: Annual Record Date: FEB 26, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John E. Bryson For For Management 1.2 Elect Director Vanessa C.L. Chang For For Management 1.3 Elect Director France A. Cordova For For Management 1.4 Elect Director Charles B. Curtis For For Management 1.5 Elect Director Bradford M. Freeman For For Management 1.6 Elect Director Luis G. Nogales For For Management 1.7 Elect Director Ronald L. Olson For For Management 1.8 Elect Director James M. Rosser For For Management 1.9 Elect Director Richard T. Schlosberg, III For For Management 1.10 Elect Director Robert H. Smith For For Management 1.11 Elect Director Thomas C. Sutton 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 - -------------------------------------------------------------------------------- ENEL SPA Ticker: EN Security ID: 29265W108 Meeting Date: MAY 23, 2007 Meeting Type: Annual Record Date: APR 30, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 FINANCIAL STATEMENTS OF ENEL FOR THE YEAR For Did Not Management ENDED DECEMBER 31, 2006. REPORTS OF THE Vote BOARD OF DIRECTORS, THE BOARD OF STATUTORY AUDITORS, AND THE EXTERNAL AUDITORS. RELATED RESOLUTIONS, PRESENTATION OF THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDE 2 ALLOCATION OF NET INCOME FOR THE YEAR. For Did Not Management Vote 3 ELECTION OF THE BOARD OF STATUTORY For Did Not Management AUDITORS. Vote 4 DETERMINATION OF THE COMPENSATION OF THE For Did Not Management REGULAR MEMBERS OF THE BOARD OF STATUTORY Vote AUDITORS. 5 EXTENSION OF THE EXTERNAL AUDITORS For Did Not Management MANDATE TO THE YEARS 2008, 2009, AND Vote 2010. 6 2007 STOCK - OPTION PLAN FOR THE For Did Not Management EXECUTIVES OF ENEL AND/OR SUBSIDIARIES Vote THEREOF PURSUANT TO ARTICLE 2359 OF THE CIVIL CODE. 7 HARMONIZATION OF THE BYLAWS WITH THE For Did Not Management PROVISIONS OF LAW N. 262 OF DECEMBER 28, Vote 2005 AND LEGISLATIVE DECREE N. 303 OF DECEMBER 29, 2006. AMENDMENT OF ARTICLES 14.3, 14.5, AND 20.4 OF THE BYLAWS. 8 DELEGATION TO THE BOARD OF DIRECTORS OF For Did Not Management THE POWER TO INCREASE THE SHARE CAPITAL Vote IN CONNECTION WITH THE 2007 STOCK-OPTION PLAN. - -------------------------------------------------------------------------------- ENTERGY CORP. Ticker: ETR Security ID: 29364G103 Meeting Date: MAY 4, 2007 Meeting Type: Annual Record Date: MAR 6, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Maureen Scannell Bateman For For Management 1.2 Elect Director W. Frank Blount For For Management 1.3 Elect Director Simon D. DeBree For For Management 1.4 Elect Director Gary W. Edwards For For Management 1.5 Elect Director Alexis M. Herman For For Management 1.6 Elect Director Donald C. Hintz For For Management 1.7 Elect Director J. Wayne Leonard For For Management 1.8 Elect Director Stuart L. Levenick For For Management 1.9 Elect Director James R. Nichols For For Management 1.10 Elect Director William A. Percy, II For For Management 1.11 Elect Director W.J. Tauzin For For Management 1.12 Elect Director Steven V. Wilkinson For For Management 2 Ratify Auditors For For Management 3 Report on Political Contributions Against Against Shareholder 4 Limit Executive Compensation Against Against Shareholder - -------------------------------------------------------------------------------- EQUITABLE RESOURCES, INC. Ticker: EQT Security ID: 294549100 Meeting Date: APR 11, 2007 Meeting Type: Annual Record Date: FEB 12, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Vicky A. Bailey For For Management 1.2 Elect Director Murry S. Gerber For For Management 1.3 Elect Director George L. Miles, Jr. For For Management 1.4 Elect Director James W. Whalen For For Management 2 Ratify Auditors For For Management 3 Amend Articles/Bylaws/Charter General For For Management Matters 4 Pay For Superior Performance Against Against Shareholder - -------------------------------------------------------------------------------- EXELON CORP. Ticker: EXC Security ID: 30161N101 Meeting Date: MAY 8, 2007 Meeting Type: Annual Record Date: MAR 19, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Nicholas DeBenedictis For For Management 2 Elect Director Sue L. Gin For For Management 3 Elect Director William C. Richardson, For For Management Ph.D. 4 Elect Director Thomas J. Ridge For For Management 5 Elect Director Don Thompson For For Management 6 Elect Director Stephen D. Steinour For For Management 7 Ratify Auditors For For Management 8 Declassify the Board of Directors For For Management 9 Submit Severance Agreement (Change in Against For Shareholder Control) to shareholder Vote - -------------------------------------------------------------------------------- FIRSTENERGY CORPORATION Ticker: FE Security ID: 337932107 Meeting Date: MAY 15, 2007 Meeting Type: Annual Record Date: MAR 21, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paul T. Addison For Withhold Management 1.2 Elect Director Anthony J. Alexander For Withhold Management 1.3 Elect Director Michael J. Anderson For For Management 1.4 Elect Director Carol A. Cartwright For Withhold Management 1.5 Elect Director William T. Cottle For Withhold Management 1.6 Elect Director Robert B. Heisler, Jr. For Withhold Management 1.7 Elect Director Ernest J. Novak, Jr. For Withhold Management 1.8 Elect Director Catherine A. Rein For Withhold Management 1.9 Elect Director George M. Smart For Withhold Management 1.10 Elect Director Wes M. Taylor For Withhold Management 1.11 Elect Director Jesse T. Williams, Sr. For Withhold Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Reincorporate in Another State [Ohio to Against Against Shareholder Delaware ] 5 Adopt a Policy Establishing an Engagement Against Against Shareholder Process to Shareholder Proposals 6 Adopt Simple Majority Vote Against For Shareholder - -------------------------------------------------------------------------------- FLUOR CORP. Ticker: FLR Security ID: 343412102 Meeting Date: MAY 2, 2007 Meeting Type: Annual Record Date: MAR 7, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director James T. Hackett For For Management 2 Elect Director Kent Kresa For For Management 3 Elect Director Lord Robin W. Renwick For For Management 4 Elect Director Peter S. Watson For For Management 5 Ratify Auditors For For Management - -------------------------------------------------------------------------------- FPL GROUP, INC. Ticker: FPL Security ID: 302571104 Meeting Date: DEC 15, 2006 Meeting Type: Annual Record Date: OCT 25, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Sherry S. Barrat For For Management 1.2 Elect Director Robert M. Beall, II For For Management 1.3 Elect Director J. Hyatt Brown For For Management 1.4 Elect Director James L. Camaren For For Management 1.5 Elect Director J. Brian Ferguson For For Management 1.6 Elect Director Lewis Hay, III For For Management 1.7 Elect Director Rudy E. Schupp For For Management 1.8 Elect Director Michael H. Thaman For For Management 1.9 Elect Director Hansel E. Tookes, II For For Management 1.10 Elect Director Paul R. Tregurtha For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- FPL GROUP, INC. Ticker: FPL Security ID: 302571104 Meeting Date: MAY 25, 2007 Meeting Type: Annual Record Date: MAR 26, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Sherry S. Barrat For For Management 1.2 Elect Director Robert M. Beall, II For For Management 1.3 Elect Director J. Hyatt Brown For For Management 1.4 Elect Director James L. Camaren For For Management 1.5 Elect Director J. Brian Ferguson For For Management 1.6 Elect Director Lewis Hay, III For For Management 1.7 Elect Director Toni Jennings For For Management 1.8 Elect Director Oliver D. Kingsley, Jr. For For Management 1.9 Elect Director Rudy E. Schupp For For Management 1.10 Elect Director Michael H. Thaman For For Management 1.11 Elect Director Hansel E. Tookes, II For For Management 1.12 Elect Director Paul R. Tregurtha For For Management 2 Ratify Auditors For For Management 3 Approve Non-Employee Director Stock For For Management Option Plan - -------------------------------------------------------------------------------- GREAT PLAINS ENERGY, INC. Ticker: GXP Security ID: 391164100 Meeting Date: MAY 1, 2007 Meeting Type: Annual Record Date: FEB 23, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David L. Bodde For For Management 1.2 Elect Director Michael J. Chesser For For Management 1.3 Elect Director William H. Downey For For Management 1.4 Elect Director Mark A. Ernst For For Management 1.5 Elect Director Randall C. Ferguson, Jr. For For Management 1.6 Elect Director William K. Hall For For Management 1.7 Elect Director Luis A. Jimenez For For Management 1.8 Elect Director James A. Mitchell For For Management 1.9 Elect Director William C. Nelson For For Management 1.10 Elect Director Linda H. Talbott For For Management 1.11 Elect Director Robert H. West For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- HONG KONG AND CHINA GAS CO. LTD. Ticker: Security ID: Y33370100 Meeting Date: MAY 21, 2007 Meeting Type: Annual Record Date: MAY 9, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Final Dividend For For Management 3a Reelect Colin Lam Ko Yin as Director For For Management 3b Reelect Lee Ka Kit as Director For For Management 3c Reelect Lee Ka Shing as Director For For Management 3d Reelect Alfred Chan Wing Kin as Director For For Management 4 Reappoint PricewaterhouseCoopers as For For Management Auditors and Authorize Board to Fix Their Remuneration 5a Authorize Capitalization of an Amount For For Management Standing to the Credit of the Share Premium Amount and Application of Such Amount for Payment in Full of New Shares of HK$0.25 Each on the Basis of One Bonus Share for Every Ten Existing Shares Held 5b Authorize Repurchase of Up to 10 Percent For For Management of Issued Share Capital 5c Approve Issuance of Equity or For Against Management Equity-Linked Securities without Preemptive Rights 5d Authorize Reissuance of Repurchased For Against Management Shares - -------------------------------------------------------------------------------- INTERNATIONAL POWER PLC Ticker: IPR Security ID: 46018M104 Meeting Date: MAY 15, 2007 Meeting Type: Annual Record Date: APR 5, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 TO RECEIVE THE ANNUAL REPORT AND ACCOUNTS For For Management FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2006 2 TO RE-APPOINT SIR NEVILLE SIMMS AS A For For Management DIRECTOR 3 TO RE-APPOINT TONY CONCANNON AS A For For Management DIRECTOR 4 TO RE-APPOINT STEVE RILEY AS A DIRECTOR For For Management 5 TO RE-APPOINT JOHN ROBERTS AS A DIRECTOR For For Management 6 TO DECLARE A FINAL DIVIDEND OF 7.9P PER For For Management ORDINARY SHARE 7 Ratify Auditors For For Management 8 TO APPROVE THE DIRECTORS REMUNERATION For For Management REPORT FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2006 9 GENERAL AUTHORITY TO ALLOT SHARES For For Management 10 DISAPPLICATION OF PRE-EMPTION RIGHTS For For Management 11 AUTHORITY TO PURCHASE OWN SHARES For For Management 12 AMEND ARTICLES OF ASSOCIATION For For Management - -------------------------------------------------------------------------------- ITC HOLDINGS CORP Ticker: ITC Security ID: 465685105 Meeting Date: JUN 8, 2007 Meeting Type: Annual Record Date: APR 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William J. Museler For For Management 1.2 Elect Director Gordon Bennett Stewart, For For Management III 1.3 Elect Director Lee C. Stewart For For Management 1.4 Elect Director Edward G. Jepsen For For Management 1.5 Elect Director Joseph L. Welch For For Management 2 Classify the Board of Directors For Against Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- KINDER MORGAN, INC. Ticker: KMI Security ID: 49455P101 Meeting Date: DEC 19, 2006 Meeting Type: Special Record Date: NOV 8, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- MTN GROUP LTD.(FORMERLY M-CELL) Ticker: Security ID: S8039R108 Meeting Date: JUN 13, 2007 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports for Year Ended 12-31-06 2.1 Reelect M.C. Ramaphosa as Director For For Management 2.2 Reelect P.F. Nhleko as Director For For Management 2.3 Reelect R.S. Dabengwa as Director For For Management 2.4 Reelect A.F. van Biljon as Director For For Management 2.5 Reelect D.D.B. Band as Director For For Management 2.6 Reelect A.T. Mikati as Director Appointed For For Management During the Year 2.7 Reelect J. van Rooyen as Director For For Management Appointed During the Year 3 Place Authorized But Unissued Shares For For Management under Control of Directors 4 Approve Issuance of Shares without For For Management Preemptive Rights up to a Maximum of 10 Percent of Issued Capital 5 Amend Incentive Share Scheme to Allow for For Against Management Accelerated Vesting 6 Authorize Board to Ratify and Execute For For Management Approved Resolutions 7 Authorize Repurchase of Up to 20 Percent For For Management of Issued Share Capital - -------------------------------------------------------------------------------- NEW JERSEY RESOURCES CORP. Ticker: NJR Security ID: 646025106 Meeting Date: JAN 24, 2007 Meeting Type: Annual Record Date: DEC 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lawrence R. Codey For For Management 1.2 Elect Director Laurence M. Downes For For Management 1.3 Elect Director Alfred C. Koeppe For For Management 1.4 Elect Director William H. Turner For For Management 1.5 Elect Director Jane M. Kenny For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NORTHEAST UTILITIES Ticker: NU Security ID: 664397106 Meeting Date: MAY 8, 2007 Meeting Type: Annual Record Date: MAR 9, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard H. Booth For For Management 1.2 Elect Director Cotton Mather Cleveland For For Management 1.3 Elect Director Sanford Cloud, Jr. For For Management 1.4 Elect Director James F. Cordes For For Management 1.5 Elect Director E. Gail de Planque For For Management 1.6 Elect Director John G. Graham For For Management 1.7 Elect Director Elizabeth T. Kennan For For Management 1.8 Elect Director Kenneth R. Leibler For For Management 1.9 Elect Director Robert E. Patricelli For For Management 1.10 Elect Director Charles W. Shivery For For Management 1.11 Elect Director John F. Swope For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- NRG ENERGY INC Ticker: NRG Security ID: 629377508 Meeting Date: APR 25, 2007 Meeting Type: Annual Record Date: MAR 12, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David Crane For For Management 1.2 Elect Director Stephen L. Cropper For For Management 1.3 Elect Director Maureen Miskovic For For Management 1.4 Elect Director Thomas H. Weidemeyer For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NSTAR Ticker: NST Security ID: 67019E107 Meeting Date: MAY 3, 2007 Meeting Type: Annual Record Date: MAR 6, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gary L. Countryman For For Management 1.2 Elect Director Daniel Dennis For For Management 1.3 Elect Director Thomas J. May For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ONEOK, INC. Ticker: OKE Security ID: 682680103 Meeting Date: MAY 17, 2007 Meeting Type: Annual Record Date: MAR 19, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William M. Bell For For Management 1.2 Elect Director John W. Gibson For For Management 1.3 Elect Director Pattye L. Moore For For Management 1.4 Elect Director David J. Tippeconnic For For Management 2 Separate Chairman and CEO Positions Against Against Shareholder - -------------------------------------------------------------------------------- ORASCOM TELECOM HOLDING Ticker: ORSMY Security ID: 68554W205 Meeting Date: JAN 25, 2007 Meeting Type: Special Record Date: JAN 8, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 AMEND ARTICLES 6 AND 7 RE: STOCK SPLIT For For Management AND ADJUSTMENT TO PAR VALUE 2 AMEND ARTICLE 25 RE: ALLOW MEETINGS VIA For For Management CONFERENCE CALL AND RESOLUTIONS IN WRITTEN FORM 3 AMEND ARTICLE 38 RE: ESTABLISH BOTH GIZA For For Management AND EGYPT AS VENUES FOR SHAREHOLDER MEETINGS - -------------------------------------------------------------------------------- ORASCOM TELECOM HOLDING Ticker: ORSMY Security ID: 68554W205 Meeting Date: APR 18, 2007 Meeting Type: Annual/Special Record Date: APR 4, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve BOD Report for Fiscal Year 2006 For Did Not Management Vote 2 Approve Financial Statements for Fiscal For Did Not Management Year 2006 Vote 3 Approve Audit Reports for Fiscal Year For Did Not Management 2006 Vote 4 Approve Allocation of Income for Fiscal For Did Not Management Year 2006 Vote 5 Approve Discharge of Management Board For Did Not Management Vote 6 Approve Director Remuneration for Fiscal For Did Not Management Year 2007 Vote 7 Approve Auditors and Fix Their For Did Not Management Remuneration for Fiscal Year 2007 Vote 8 Authorize Board of Directors to Sign For Did Not Management Mutual Refund Contracts with Subsidiaries Vote and Sister Companies 9 Authorize Board of Directors to Sign Loan For Did Not Management and Mortgage Contracts and also to Issue Vote Guarantees to Lenders for the Company, Subsidiaries and Sister Companies 10 Ratification of the Donations made during For Did Not Management the financial year ending 31 December, Vote 2006 and Authorize Directors to Make Donations for Fiscal Year 2007 11 Ratify the Changes Made to the Board of For Did Not Management Directors During Fiscal Year Ended 2006 Vote 1 Approve Shares Write-Off For Did Not Management Vote 2 Approve Amendments to Article of For Did Not Management Incorporation Vote - -------------------------------------------------------------------------------- ORMAT TECHNOLOGIES, INC. Ticker: ORA Security ID: 686688102 Meeting Date: MAY 8, 2007 Meeting Type: Annual Record Date: APR 2, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lucien Bronicki For For Management 1.2 Elect Director Dan Falk For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- PEABODY ENERGY CORP. Ticker: BTU Security ID: 704549104 Meeting Date: MAY 1, 2007 Meeting Type: Annual Record Date: MAR 9, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William A. Coley For Withhold Management 1.2 Elect Director Irl F. Engelhardt For Withhold Management 1.3 Elect Director William C. Rusnack For Withhold Management 1.4 Elect Director John F. Turner For Withhold Management 1.5 Elect Director Alan H. Washkowitz For Withhold Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors Against For Shareholder - -------------------------------------------------------------------------------- PG&E CORP. Ticker: PCG Security ID: 69331C108 Meeting Date: APR 18, 2007 Meeting Type: Annual Record Date: FEB 20, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David R. Andrews For For Management 1.2 Elect Director Leslie S. Biller For For Management 1.3 Elect Director David A. Coulter For For Management 1.4 Elect Director C. Lee Cox For For Management 1.5 Elect Director Peter A. Darbee For For Management 1.6 Elect Director Maryellen C. Herringer For For Management 1.7 Elect Director Richard A. Meserve For For Management 1.8 Elect Director Mary S. Metz For For Management 1.9 Elect Director Barbara L. Rambo For For Management 1.10 Elect irector Barry Lawson Williams For For Management 2 Ratify Auditors For For Management 3 Performance-Based and/or Time-Based Against Against Shareholder Equity Awards 4 Restore or Provide for Cumulative Voting Against Against Shareholder - -------------------------------------------------------------------------------- PPL CORP. Ticker: PPL Security ID: 69351T106 Meeting Date: MAY 23, 2007 Meeting Type: Annual Record Date: FEB 28, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Stuart Heydt For For Management 1.2 Elect Director Craig A. Rogerson For For Management 1.3 Elect Director W. Keith Smith For For Management 2 Ratify Auditors For For Management 3 Adopt Simple Majority Vote Against For Shareholder - -------------------------------------------------------------------------------- PROGRESS ENERGY, INC. Ticker: PGN Security ID: 743263105 Meeting Date: MAY 9, 2007 Meeting Type: Annual Record Date: MAR 2, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director James E. Bostic, Jr. For For Management 2 Elect Director David L. Burner For For Management 3 Elect Director Richard L. Daugherty For For Management 4 Elect Director Harris E. DeLoach, Jr. For For Management 5 Elect Director Robert W. Jones For For Management 6 Elect Director W. Steven Jones For For Management 7 Elect Director Robert B. McGehee For For Management 8 Elect Director E. Marie McKee For For Management 9 Elect Director John H. Mullin, III For For Management 10 Elect Director Carlos A. Saladrigas For For Management 11 Elect Director Theresa M. Stone For For Management 12 Elect Director Alfred C. Tollison, Jr. For For Management 13 Ratify Auditors For For Management 14 Approve Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- PUBLIC SERVICE ENTERPRISE GROUP INC. Ticker: PEG Security ID: 744573106 Meeting Date: APR 17, 2007 Meeting Type: Annual Record Date: FEB 19, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ernest H. Drew For For Management 1.2 Elect Director William V. Hickey For For Management 1.3 Elect Director Ralph Izzo For For Management 1.4 Elect Director Richard J. Swift For For Management 2 Increase Authorized Common Stock For For Management 3 Approve Non-Employee Director Stock For For Management Option Plan 4 Declassify the Board of Directors For For Management 5 Eliminate Cumulative Voting For For Management 6 Eliminate Preemptive Rights For For Management 7 Ratify Auditors For For Management - -------------------------------------------------------------------------------- QUESTAR CORP. Ticker: STR Security ID: 748356102 Meeting Date: MAY 15, 2007 Meeting Type: Annual Record Date: MAR 19, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Teresa Beck For For Management 1.2 Elect Director R.D. Cash For For Management 1.3 Elect Director Robert E. McKee For For Management 1.4 Elect Director Gary G. Michael For For Management 1.5 Elect Director Charles B. Stanley For For Management - -------------------------------------------------------------------------------- RWE AG Ticker: Security ID: D6629K109 Meeting Date: APR 18, 2007 Meeting Type: Annual Record Date: MAR 28, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Financial Statements, Statutory None None Management Reports, and Supervisory Board Report for Fiscal 2006 2 Approve Allocation of Income and For For Management Dividends of EUR 3.50 per Share 3 Approve Discharge of Management Board for For For Management Fiscal 2006 4 Approve Discharge of Supervisory Board For For Management for Fiscal 2006 5 Ratify PricewaterhouseCoopers AG as For For Management Auditors for Fiscal 2007 6 Authorize Share Repurchase Program and For For Management Reissuance or Cancellation of Repurchased Shares; Authorize Use of Financial Derivatives when Repurchasing Shares 7 Amend Articles Re: Allow Electronic For For Management Distribution of Company Communications - -------------------------------------------------------------------------------- SCOTTISH & SOUTHERN ENERGY PLC (FRM.HYDRO ELECTRIC POWER PLC Ticker: SSEZF Security ID: G7885V109 Meeting Date: JUL 27, 2006 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 32.7 Pence Per For For Management Ordinary Share 4 Re-elect Gregor Alexander as Director For For Management 5 Re-elect David Payne as Director For For Management 6 Re-elect Susan Rice as Director For For Management 7 Reappoint KPMG Audit Plc as Auditors of For For Management the Company 8 Authorise Board to Fix Remuneration of For For Management Auditors 9 Authorise Issue of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 143,380,318 10 Authorise Issue of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 21,507,047 11 Authorise 86,028,191 Ordinary Shares for For For Management Market Purchase 12 Approve Scottish and Southern Energy Plc For For Management Performance Share Plan - -------------------------------------------------------------------------------- SEMPRA ENERGY Ticker: SRE Security ID: 816851109 Meeting Date: APR 26, 2007 Meeting Type: Annual Record Date: MAR 2, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Wilford D. Godbold, Jr. For For Management 1.2 Elect Director Richard G. Newman For For Management 1.3 Elect Director Neal E. Schmale For For Management 2 Ratify Auditors For For Management 3 Amend Vote Requirements to Amend Against For Shareholder Articles/Bylaws/Charter 4 Require a Majority Vote for the Election Against For Shareholder of Directors 5 Establish SERP Policy Against Against Shareholder - -------------------------------------------------------------------------------- SOUTHERN COMPANY Ticker: SO Security ID: 842587107 Meeting Date: MAY 23, 2007 Meeting Type: Annual Record Date: MAR 26, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Juanita Powell Baranco For For Management 1.2 Elect Director Dorrit J. Bern For For Management 1.3 Elect Director Francis S. Blake For For Management 1.4 Elect Director Thomas F. Chapman For For Management 1.5 Elect Director H.William Habermeyer, Jr. For For Management 1.6 Elect Director Donald M. James For For Management 1.7 Elect Director J.Neal Purcell For For Management 1.8 Elect Director David M. Ratcliffe For For Management 1.9 Elect Director William G. Smith, Jr. For For Management 1.10 Elect Director Gerald J. St. Pe For For Management 2 Ratify Auditors For For Management 3 Report on Emission Reduction Goals Against Against Shareholder - -------------------------------------------------------------------------------- TORTOISE ENERGY CAPITAL CORP. Ticker: TYY Security ID: 89147U100 Meeting Date: APR 13, 2007 Meeting Type: Annual Record Date: JAN 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Trustee H. Kevin Birzer For For Management 2 Approve Issuance of Shares for a Private For For Management Placement 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TRANSCANADA CORPORATION Ticker: TRP Security ID: 89353D107 Meeting Date: APR 27, 2007 Meeting Type: Annual/Special Record Date: MAR 1, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director K. E. Benson For For Management 1.2 Elect Director D. H. Burney For For Management 1.3 Elect Director W. K. Dobson For For Management 1.4 Elect Director E. L. Draper For For Management 1.5 Elect Director P. Gauthier For For Management 1.6 Elect Director K. L. Hawkins For For Management 1.7 Elect Director S. B. Jackson For For Management 1.8 Elect Director P. L. Joskow For For Management 1.9 Elect Director H. N. Kvisle For For Management 1.10 Elect Director J. A. MacNaughton For For Management 1.11 Elect Director D. P. O'Brien For For Management 1.12 Elect Director W. T. Stephens For For Management 1.13 Elect Director D. M. G. Stewart For For Management 2 Approve KPMG LLP as Auditors and For For Management Authorize Board to Fix Remuneration of Auditors 3 Amend Stock Option Plan For For Management 4 Amend Shareholder Rights Plan (Poison For For Management Pill) - -------------------------------------------------------------------------------- VERIZON COMMUNICATIONS Ticker: VZ Security ID: 92343V104 Meeting Date: MAY 3, 2007 Meeting Type: Annual Record Date: MAR 5, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director James R. Barker For For Management 2 Elect Director Richard L. Carrion For For Management 3 Elect Director M. Frances Keeth For For Management 4 Elect Director Robert W. Lane For For Management 5 Elect Director Sandra O. Moose For For Management 6 Elect Director Joseph Neubauer For For Management 7 Elect Director Donald T. Nicolaisen For For Management 8 Elect Director Thomas H. O'Brien For For Management 9 Elect Director Clarence Otis, Jr. For For Management 10 Elect Director Hugh B. Price 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 W. Snow For For Management 14 Elect Director John R. Stafford For For Management 15 Elect Director Robert D. Storey For For Management 16 Ratify Auditors For For Management 17 Limit Executive Compensation Against Against Shareholder 18 Eliminate or Restrict Severance Against For Shareholder Agreements (Change-in-Control) 19 Disclose Information on Compensation Against For Shareholder Consultant 20 Advisory Vote to Ratify Named Executive Against Against Shareholder Officer's Compensation 21 Adopt Policy on Overboarded Director Against Against Shareholder 22 Approve Terms of Existing Poison Pill Against Against Shareholder 23 Report on Charitable Contributions Against Against Shareholder - -------------------------------------------------------------------------------- WILLIAMS COMPANIES, INC., THE Ticker: WMB Security ID: 969457100 Meeting Date: MAY 17, 2007 Meeting Type: Annual Record Date: MAR 26, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Kathleen B. Cooper For For Management 2 Elect Director William R. Granberry For For Management 3 Elect Director Charles M. Lillis For For Management 4 Elect Director William G. Lowrie For For Management 5 Ratify Auditors For For Management 6 Approve Omnibus Stock Plan For For Management 7 Approve Qualified Employee Stock Purchase For For Management Plan - -------------------------------------------------------------------------------- WINDSTREAM CORP. Ticker: WIN Security ID: 97381W104 Meeting Date: MAY 9, 2007 Meeting Type: Annual Record Date: MAR 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Samuel E. Beall, III For For Management 1.2 Elect Director Dennis E. Foster For For Management 1.3 Elect Director Francis X. Frantz For For Management 1.4 Elect Director Jeffery R. Gardner For For Management 1.5 Elect Director Jeffrey T. Hinson For For Management 1.6 Elect Director Judy K. Jones For For Management 1.7 Elect Director William A. Montgomery For For Management 1.8 Elect Director Frank E. Reed For For Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management 4 Stock Retention/Holding Period Against Against Shareholder - -------------------------------------------------------------------------------- XCEL ENERGY INC. Ticker: XEL Security ID: 98389B100 Meeting Date: MAY 23, 2007 Meeting Type: Annual Record Date: MAR 29, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director C. Coney Burgess For For Management 1.2 Elect Director Fredric W. Corrigan For For Management 1.3 Elect Director Richard K. Davis For For Management 1.4 Elect Director Roger R. Hemminghaus For For Management 1.5 Elect Director A. Barry Hirschfeld For For Management 1.6 Elect Director Richard C. Kelly For For Management 1.7 Elect Director Douglas W. Leatherdale For For Management 1.8 Elect Director Albert F. Moreno For For Management 1.9 Elect Director Margaret R. Preska For For Management 1.10 Elect Director A. Patricia Sampson For For Management 1.11 Elect Director Richard H. Truly For For Management 1.12 Elect Director David A. Westerlund For For Management 1.13 Elect Director Timothy V. Wolf For For Management 2 Ratify Auditors For For Management 3 Separate Chairman and CEO Positions Against For Shareholder 4 Pay For Superior Performance Against Against Shareholder ========== 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 Utility Income Fund, Inc. By: Marc O. Mayer* ----------------------- Chief Executive Officer Date: August 30, 2007 *By: /s/ Emilie D. Wrapp -------------------- Emilie D. Wrapp Secretary