SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM N-PX

                     ANNUAL REPORT OF PROXY VOTING RECORD OF
                   REGISTERED MANAGEMENT INVESTMENT COMPANIES


                Investment Company Act file number: 811-06730

                  AllianceBernstein Large Cap Growth Fund, Inc.
               (Exact name of registrant as specified in charter)

                             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
                              1200 G Street, N.W.
                             Washington, D.C. 20005

                        Date of fiscal year end: July 31

             Date of reporting period: July 1, 2009 - June 30, 2010



Item 1.  Proxy Voting Record.

******************************* FORM N-PX REPORT *******************************

ICA File Number: 811-06730
Reporting Period: 07/01/2009 - 06/30/2010
AllianceBernstein Large Cap Growth Fund, Inc.









============== AllianceBernstein Large Cap Growth Fund, Inc. ===================


AIR PRODUCTS AND CHEMICALS, INC.

Ticker:       APD            Security ID:  009158106
Meeting Date: JAN 28, 2010   Meeting Type: Annual
Record Date:  NOV 30, 2009

#     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
3     Amend Omnibus Stock Plan                For       For          Management


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ALCON INC.

Ticker:       ACL            Security ID:  H01301102
Meeting Date: MAY 20, 2010   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Allocation of Income and        For       For          Management
      Dividends of CHF 3.95 per Share
3     Approve Discharge of Board and Senior   For       For          Management
      Management
4     Ratify KPMG AG as Auditors              For       For          Management
5     Ratify OBT AG as Special Auditors       For       For          Management
6.1   Amend Articles Re: Share Certificates   For       For          Management
      due to New Swiss Federal Act on
      Intermediated Securities
6.2   Amend Articles Re: Increase Board Terms For       For          Management
      to Four Years
7.1   Reelect Werner Bauer as Director        For       For          Management
7.2   Reelect Francisco Castaner as Director  For       For          Management
7.3   Reelect Lodewijk J.R. de Wink as        For       For          Management
      Director


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ANHEUSER-BUSCH INBEV

Ticker:       ABI            Security ID:  03524A108
Meeting Date: APR 27, 2010   Meeting Type: Annual/Special
Record Date:  MAR 18, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Articles Re: Terms of Board       For       For          Management
      Mandates
2     Amend Articles Re: Shareholder Rights   For       For          Management
      Directive
3a    Receive Special Board Report            None      None         Management
3b    Receive Special Auditor Report          None      None         Management
3c    Exclude Preemptive Rights for Issuance  For       Against      Management
      under Item 3d
3d    Approve Issuance of Stock Options for   For       Against      Management
      Board Members
3e    Amend Articles to Reflect Changes in    For       Against      Management
      Capital
1     Receive Directors' Report (Non-Voting)  None      None         Management
2     Receive Directors' Report (Non-Voting)  None      None         Management
3     Receive Consolidated Financial          None      None         Management
      Statements and Statutory Reports
      (Non-Voting)
4     Approve Financial Statements,           For       For          Management
      Allocation of Income, and Dividends of
      EUR 0.38 per Share
5     Approve Discharge of Directors          For       For          Management
6     Approve Discharge of Auditors           For       For          Management
7a    Reelect Alexandre Van Damme as Director For       For          Management
7b    Reelect Gregoire de Spoelberch as       For       For          Management
      Director
7c    Reelect Carlos Alberto da Veiga         For       For          Management
      Sicupira as Director
7d    Reelect Jorge Paulo Lemann as Director  For       For          Management
7e    Reelect Roberto Moses Thompson Motta as For       For          Management
      Director
7f    Reelect Marcel Herrman Telles as        For       For          Management
      Director
7g    Reelect Jean-Luc Dehaene as Independent For       For          Management
      Director
7h    Reelect Mark Winkelman as Independent   For       For          Management
      Director
8     Approve PwC as Statutory Auditor and    For       For          Management
      Approve Auditor's Remuneration
9a    Approve Remuneration Report             For       Against      Management
9b    Approve Stock Option Grants and Share   For       Against      Management
      Grants
10a   Approve Change-of-Control Provision Re: For       For          Management
      Updated EMTN Program
10b   Approve Change-of-Control Provision Re: For       For          Management
      US Dollar Notes
10c   Approve Change-of-Control Provision Re: For       For          Management
      Senior Facilities Agreement
10d   Approve Change-of-Control Provision Re: For       For          Management
      Term Facilities Agreement
1     Authorize Implementation of Approved    For       For          Management
      Resolutions and Filing of Required
      Documents/Formalities at Trade Registry


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APPLE INC.

Ticker:       AAPL           Security ID:  037833100
Meeting Date: FEB 25, 2010   Meeting Type: Annual
Record Date:  DEC 28, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William V. Campbell      For       For          Management
1.2   Elect Director Millard S. Drexler       For       For          Management
1.3   Elect Director Albert A. Gore, Jr.      For       For          Management
1.4   Elect Director Steven P. Jobs           For       For          Management
1.5   Elect Director Andrea Jung              For       For          Management
1.6   Elect Director Arthur D. Levinson       For       For          Management
1.7   Elect Director Jerome B. York           For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Amend Non-Employee Director Omnibus     For       For          Management
      Stock Plan
4     Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
5     Ratify Auditors                         For       For          Management
6     Prepare Sustainability Report           Against   Against      Shareholder
7     Establish Other Board Committee         Against   Against      Shareholder


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ARCELORMITTAL

Ticker:       MT             Security ID:  03938L104
Meeting Date: MAY 11, 2010   Meeting Type: Annual
Record Date:  APR 1, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive and Approve Directors' and      None      Did Not Vote Management
      Auditors' Reports
2     Accept Consolidated Financial           For       Did Not Vote Management
      Statements
3     Accept Financial Statements             For       Did Not Vote Management
4     Approve Allocation of Income and        For       Did Not Vote Management
      Dividends of USD 0.75 per Share
5     Approve Remuneration of Directors       For       Did Not Vote Management
6     Approve Discharge of Directors          For       Did Not Vote Management
7     Acknowledge Cooptation of Jeannot       For       Did Not Vote Management
      Krecke as Director
8     Reelect Vanisha Mittal Bhatia as        For       Did Not Vote Management
      Director
9     Elect Jeannot Krecke as Director        For       Did Not Vote Management
10    Approve Share Repurchase Program        For       Did Not Vote Management
11    Ratify Deloitte SA as Auditors          For       Did Not Vote Management
12    Approve Share Plan Grant                For       Did Not Vote Management
13    Approve Employee Stock Purchase Plan    For       Did Not Vote Management
14    Waive Requirement for Mandatory Offer   For       Did Not Vote Management
      to All Shareholders


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BANK OF AMERICA CORP.

Ticker:       BAC            Security ID:  060505104
Meeting Date: FEB 23, 2010   Meeting Type: Special
Record Date:  JAN 7, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Increase Authorized Common Stock        For       For          Management
2     Adjourn Meeting                         For       For          Management


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BANK OF AMERICA CORPORATION

Ticker:       BAC            Security ID:  060505104
Meeting Date: APR 28, 2010   Meeting Type: Annual
Record Date:  MAR 3, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Susan S. Bies            For       For          Management
2     Elect Director William P. Boardman      For       For          Management
3     Elect Director Frank P. Bramble, Sr.    For       For          Management
4     Elect Director Virgis W. Colbert        For       For          Management
5     Elect Director Charles K. Gifford       For       For          Management
6     Elect Director Charles O. Holliday, Jr. For       For          Management
7     Elect Director D. Paul Jones, Jr.       For       For          Management
8     Elect Director Monica C. Lozano         For       For          Management
9     Elect Director Thomas J. May            For       For          Management
10    Elect Director Brian T. Moynihan        For       For          Management
11    Elect Director Donald E. Powell         For       For          Management
12    Elect Director Charles O. Rossotti      For       For          Management
13    Elect Director Robert W. Scully         For       For          Management
14    Ratify Auditors                         For       For          Management
15    Increase Authorized Common Stock        For       For          Management
16    Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
17    Amend Omnibus Stock Plan                For       For          Management
18    Report on Government Service of         Against   Against      Shareholder
      Employees
19    TARP Related Compensation               Against   Against      Shareholder
20    Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
21    Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
22    Adopt Policy on Succession Planning     Against   Against      Shareholder
23    Report on Collateral in Derivatives     Against   Against      Shareholder
      Trading
24    Claw-back of Payments under             Against   For          Shareholder
      Restatements


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BAXTER INTERNATIONAL INC.

Ticker:       BAX            Security ID:  071813109
Meeting Date: MAY 4, 2010    Meeting Type: Annual
Record Date:  MAR 8, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Blake E. Devitt          For       For          Management
2     Elect Director John D. Forsyth          For       For          Management
3     Elect Director Gail D. Fosler           For       For          Management
4     Elect Director Carole J. Shapazian      For       For          Management
5     Ratify Auditors                         For       For          Management
6     Reduce Supermajority Vote Requirement   Against   For          Shareholder


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BROADCOM CORPORATION

Ticker:       BRCM           Security ID:  111320107
Meeting Date: MAY 20, 2010   Meeting Type: Annual
Record Date:  MAR 22, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joan L. Amble            For       For          Management
1.2   Elect Director Nancy H. Handel          For       For          Management
1.3   Elect Director Eddy W. Hartenstein      For       For          Management
1.4   Elect Director John E. Major            For       For          Management
1.5   Elect Director Scott A. McGregor        For       For          Management
1.6   Elect Director William T. Morrow        For       For          Management
1.7   Elect Director Robert E. Switz          For       For          Management
2     Ratify Auditors                         For       For          Management


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CAMERON INTERNATIONAL CORPORATION

Ticker:       CAM            Security ID:  13342B105
Meeting Date: MAY 12, 2010   Meeting Type: Annual
Record Date:  MAR 15, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael E. Patrick       For       For          Management
1.2   Elect Director Jon Erik Reinhardsen     For       For          Management
1.3   Elect Director Bruce W. Wilkinson       For       For          Management
2     Ratify Auditors                         For       For          Management


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CELGENE CORPORATION

Ticker:       CELG           Security ID:  151020104
Meeting Date: JUN 16, 2010   Meeting Type: Annual
Record Date:  APR 20, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sol J. Barer             For       For          Management
1.2   Elect Director Robert J. Hugin          For       For          Management
1.3   Elect Director Michael D. Casey         For       For          Management
1.4   Elect Director Carrie S. Cox            For       For          Management
1.5   Elect Director Rodman L. Drake          For       For          Management
1.6   Elect Director Gilla Kaplan             For       For          Management
1.7   Elect Director James J. Loughlin        For       For          Management
1.8   Elect Director Ernest Mario             For       For          Management
1.9   Elect Director Walter L. Robb           For       For          Management
2     Ratify Auditors                         For       For          Management


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CISCO SYSTEMS, INC.

Ticker:       CSCO           Security ID:  17275R102
Meeting Date: NOV 12, 2009   Meeting Type: Annual
Record Date:  SEP 14, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Carol A. Bartz           For       For          Management
2     Elect Director M. Michele Burns         For       For          Management
3     Elect Director Michael D. Capellas      For       For          Management
4     Elect Director Larry R. Carter          For       For          Management
5     Elect Director John T. Chambers         For       For          Management
6     Elect Director Brian L. Halla           For       For          Management
7     Elect Director John L. Hennessy         For       For          Management
8     Elect Director Richard M. Kovacevich    For       For          Management
9     Elect Director Roderick C. McGeary      For       For          Management
10    Elect Director Michael K. Powell        For       For          Management
11    Elect Director Arun Sarin               For       For          Management
12    Elect Director Steven M. West           For       For          Management
13    Elect Director Jerry Yang               For       For          Management
14    Amend Omnibus Stock Plan                For       For          Management
15    Amend Qualified Employee Stock Purchase For       For          Management
      Plan
16    Ratify Auditors                         For       For          Management
17    Amend Bylaws to Establish a Board       Against   Against      Shareholder
      Committee on Human Rights
18    Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
19    Report on Internet Fragmentation        Against   Against      Shareholder


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CME GROUP INC.

Ticker:       CME            Security ID:  12572Q105
Meeting Date: MAY 5, 2010    Meeting Type: Annual
Record Date:  MAR 8, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Terrence A. Duffy        For       For          Management
1.2   Elect Director Charles P. Carey         For       For          Management
1.3   Elect Director Mark E. Cermak           For       For          Management
1.4   Elect Director Martin J. Gepsman        For       For          Management
1.5   Elect Director Leo Melamed              For       For          Management
1.6   Elect Director Joseph Niciforo          For       For          Management
1.7   Elect Director C.C. Odom                For       For          Management
1.8   Elect Director John F. Sandner          For       For          Management
1.9   Elect Director Dennis A. Suskind        For       For          Management
2     Ratify Auditors                         For       For          Management


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COMCAST CORPORATION

Ticker:       CMCSA          Security ID:  20030N101
Meeting Date: MAY 20, 2010   Meeting Type: Annual
Record Date:  MAR 11, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director S. Decker Anstrom        For       For          Management
1.2   Elect Director Kenneth J. Bacon         For       For          Management
1.3   Elect Director Sheldon M. Bonovitz      For       For          Management
1.4   Elect Director Edward D. Breen          For       For          Management
1.5   Elect Director Julian A. Brodsky        For       For          Management
1.6   Elect Director Joseph J. Collins        For       For          Management
1.7   Elect Director J. Michael Cook          For       For          Management
1.8   Elect Director Gerald L. Hassell        For       For          Management
1.9   Elect Director Jeffrey A. Honickman     For       For          Management
1.10  Elect Director Brian L. Roberts         For       For          Management
1.11  Elect Director Ralph J. Roberts         For       For          Management
1.12  Elect Director Judith Rodin             For       For          Management
1.13  Elect Director Michael I. Sovern        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     Adopt Policy on Succession Planning     Against   Against      Shareholder
6     Require Independent Board Chairman      Against   Against      Shareholder


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COOPER INDUSTRIES PLC

Ticker:       CBE            Security ID:  G24140108
Meeting Date: APR 27, 2010   Meeting Type: Annual
Record Date:  FEB 26, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Reelect Stephen G. Butler as Director   For       For          Management
1b    Reelect Dan F. Smith  as Director       For       For          Management
1c    Reelect Gerald B. Smith as Director     For       For          Management
1d    Reelect Mark S. Thompson as Director    For       For          Management
2     Accept Financial Statements and         For       For          Management
      Statutory Reports
3     Approve Ernst & Young as Auditors and   For       For          Management
      Authorize the Audit Committee to Fix
      Their Remuneration
4     Authorize Share Repurchase of any       For       For          Management
      Subsidiary of the Company
5     Authorise Reissuance of Repurchased     For       For          Management
      Shares


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COSTCO WHOLESALE CORPORATION

Ticker:       COST           Security ID:  22160K105
Meeting Date: JAN 28, 2010   Meeting Type: Annual
Record Date:  NOV 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director B.S. Carson, Sr., M.D.   For       For          Management
1.2   Elect Director William H. Gates         For       For          Management
1.3   Elect Director Hamilton E. James        For       For          Management
1.4   Elect Director Jill S. Ruckelshaus      For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management


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COVIDIEN PLC

Ticker:       COV            Security ID:  G2554F105
Meeting Date: MAR 16, 2010   Meeting Type: Annual
Record Date:  JAN 13, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2a    Elect Craig Arnold as Director          For       For          Management
2b    Elect Robert H. Brust as Director       For       For          Management
2c    Elect John M. Connors, Jr. as Director  For       For          Management
2d    Elect Christopher J. Coughlin as        For       For          Management
      Director
2e    Elect Timothy M. Donahue as Director    For       For          Management
2f    Elect Kathy J. Herbert as Director      For       For          Management
2g    Elect Randall J. Hogan, III as Director For       For          Management
2h    Elect Richard J. Meelia as Director     For       For          Management
2i    Elect Dennis H. Reilley as Director     For       For          Management
2j    Elect Tadataka Yamada as Director       For       For          Management
2k    Elect Joseph A. Zaccagnino as Director  For       For          Management
3     Approve Deloitte & Touche LLP as        For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration Auditors
4     Authorize Share Repurchase Program      For       For          Management
5     Authorize Reissuance of Treasury Shares For       For          Management


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CVS CAREMARK CORPORATION

Ticker:       CVS            Security ID:  126650100
Meeting Date: MAY 12, 2010   Meeting Type: Annual
Record Date:  MAR 15, 2010

#     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 David W. Dorman          For       For          Management
4     Elect Director Kristen Gibney Williams  For       For          Management
5     Elect Director Marian L. Heard          For       For          Management
6     Elect Director William H. Joyce         For       For          Management
7     Elect Director Jean-Pierre Millon       For       For          Management
8     Elect Director Terrence Murray          For       For          Management
9     Elect Director C.A. Lance Piccolo       For       For          Management
10    Elect Director Sheli Z. Rosenberg       For       For          Management
11    Elect Director Thomas M. Ryan           For       For          Management
12    Elect Director Richard J. Swift         For       For          Management
13    Ratify Auditors                         For       For          Management
14    Approve Omnibus Stock Plan              For       For          Management
15    Provide Right to Call Special Meeting   For       For          Management
16    Report on Political Contributions       Against   Against      Shareholder
17    Adopt Global Warming Principles         Against   Against      Shareholder


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DANAHER CORPORATION

Ticker:       DHR            Security ID:  235851102
Meeting Date: MAY 11, 2010   Meeting Type: Annual
Record Date:  MAR 12, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Steven M. Rales          For       For          Management
2     Elect Director John T. Schwieters       For       For          Management
3     Elect Director Alan G. Spoon            For       For          Management
4     Ratify Auditors                         For       For          Management
5     Declassify the Board of Directors       Against   For          Shareholder


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DOVER CORPORATION

Ticker:       DOV            Security ID:  260003108
Meeting Date: MAY 6, 2010    Meeting Type: Annual
Record Date:  MAR 9, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director David H. Benson          For       For          Management
2     Elect Director Robert W. Cremin         For       For          Management
3     Elect Director Jean-Pierre M. Ergas     For       For          Management
4     Elect Director Peter T. Francis         For       For          Management
5     Elect Director Kristiane C. Graham      For       For          Management
6     Elect Directors James L. Koley          For       For          Management
7     Elect Director Robert A. Livingston     For       For          Management
8     Elect Director Richard K. Lochridge     For       For          Management
9     Elect Director Bernard G. Rethore       For       For          Management
10    Elect Director Michael B. Stubbs        For       For          Management
11    Elect Director Mary A. Winston          For       For          Management
12    Ratify Auditors                         For       For          Management


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DOW CHEMICAL COMPANY, THE

Ticker:       DOW            Security ID:  260543103
Meeting Date: MAY 13, 2010   Meeting Type: Annual
Record Date:  MAR 15, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Arnold A. Allemang       For       For          Management
2     Elect Director Jacqueline K. Barton     For       For          Management
3     Elect Director James A. Bell            For       For          Management
4     Elect Director Jeff M. Fettig           For       For          Management
5     Elect Director Barbara H. Franklin      For       For          Management
6     Elect Director John B. Hess             For       For          Management
7     Elect Director Andrew N. Liveris        For       For          Management
8     Elect Director Paul Polman              For       For          Management
9     Elect Director Dennis H. Reilley        For       For          Management
10    Elect Director James M. Ringler         For       For          Management
11    Elect Director Ruth G. Shaw             For       For          Management
12    Elect Director Paul G. Stern            For       For          Management
13    Ratify Auditors                         For       For          Management
14    Provide Right to Call Special Meeting   For       For          Management
15    Report on Environmental Remediation in  Against   Against      Shareholder
      Midland Area
16    Stock Retention/Holding Period          Against   Against      Shareholder
17    Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation


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EMC CORPORATION

Ticker:       EMC            Security ID:  268648102
Meeting Date: APR 29, 2010   Meeting Type: Annual
Record Date:  FEB 23, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Michael W. Brown         For       For          Management
2     Elect Director Randolph L. Cowen        For       For          Management
3     Elect Director Michael J. Cronin        For       For          Management
4     Elect Director Gail Deegan              For       For          Management
5     Elect Director James S. DiStasio        For       For          Management
6     Elect Director John R. Egan             For       For          Management
7     Elect Director Edmund F. Kelly          For       For          Management
8     Elect Director Windle B. Priem          For       For          Management
9     Elect Director Paul Sagan               For       For          Management
10    Elect Director David N. Strohm          For       For          Management
11    Elect Director Joseph M. Tucci          For       For          Management
12    Ratify Auditors                         For       For          Management
13    Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
14    Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation


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EOG RESOURCES, INC.

Ticker:       EOG            Security ID:  26875P101
Meeting Date: APR 28, 2010   Meeting Type: Annual
Record Date:  MAR 1, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director George A. Alcorn         For       For          Management
2     Elect Director Charles R. Crisp         For       For          Management
3     Elect Director James C. Day             For       For          Management
4     Elect Director Mark G. Papa             For       For          Management
5     Elect Director H. Leighton Steward      For       For          Management
6     Elect Director Donald F. Textor         For       For          Management
7     Elect Director  Frank G. Wisner         For       For          Management
8     Ratify Auditors                         For       For          Management
9     Amend Omnibus Stock Plan                For       For          Management
10    Amend Qualified Employee Stock Purchase For       For          Management
      Plan
11    Amend Executive Incentive Bonus Plan    For       For          Management
12    Report on Environmental Impacts of      Against   Against      Shareholder
      Natural Gas Fracturing
13    Stock Retention/Holding Period          Against   Against      Shareholder
14    Double Trigger on Equity Plans          Against   Against      Shareholder


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FEDEX CORPORATION

Ticker:       FDX            Security ID:  31428X106
Meeting Date: SEP 28, 2009   Meeting Type: Annual
Record Date:  AUG 3, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James L. Barksdale       For       For          Management
1.2   Elect Director John A. Edwardson        For       For          Management
1.3   Elect DirectorJudith L. Estrin          For       For          Management
1.4   Elect Director J.R. Hyde, III           For       For          Management
1.5   Elect Director Shirley A. Jackson       For       For          Management
1.6   Elect Director Steven R. Loranger       For       For          Management
1.7   Elect Director Gary W. Loveman          For       For          Management
1.8   Elect Director Susan C. Schwab          For       For          Management
1.9   Elect Director Frederick W. Smith       For       For          Management
1.10  Elect Director Joshua I. Smith          For       For          Management
1.11  Elect Director David P. Steiner         For       For          Management
1.12  Elect Director Paul S. Walsh            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Require Independent Board Chairman      Against   Against      Shareholder
4     Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
5     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
6     Adopt Principles for Health Care Reform Against   Against      Shareholder


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FORD MOTOR COMPANY

Ticker:       F              Security ID:  345370860
Meeting Date: MAY 13, 2010   Meeting Type: Annual
Record Date:  MAR 17, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stephen G. Butler        For       For          Management
1.2   Elect Director Kimberly A. Casiano      For       For          Management
1.3   Elect Director Anthony F. Earley, Jr.   For       For          Management
1.4   Elect Director Edsel B. Ford II         For       For          Management
1.5   Elect Director William Clay Ford, Jr.   For       For          Management
1.6   Elect Director Richard A. Gephardt      For       For          Management
1.7   Elect Director Irvine O. Hockaday, Jr.  For       For          Management
1.8   Elect Director Richard A. Manoogian     For       For          Management
1.9   Elect Director Ellen R. Marram          For       For          Management
1.10  Elect Director Alan Mulally             For       For          Management
1.11  Elect Director Homer A. Neal            For       For          Management
1.12  Elect Director Gerald L. Shaheen        For       For          Management
1.13  Elect Director John L. Thornton         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Adopt NOL Rights Plan (NOL Pill)        For       For          Management
4     Disclose Prior Government Service       Against   Against      Shareholder
5     Adopt Recapitalization Plan             Against   For          Shareholder
6     Report on Political Contributions       Against   Against      Shareholder
7     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
8     Prohibit Energy Projects Only Concerned Against   Against      Shareholder
      With CO2 Reduction


- --------------------------------------------------------------------------------

FRANKLIN RESOURCES, INC.

Ticker:       BEN            Security ID:  354613101
Meeting Date: MAR 16, 2010   Meeting Type: Annual
Record Date:  JAN 19, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Samuel H. Armacost       For       For          Management
1.2   Elect Director Charles Crocker          For       For          Management
1.3   Elect Director Joseph R. Hardiman       For       For          Management
1.4   Elect Director Robert D. Joffe          For       For          Management
1.5   Elect Director Charles B. Johnson       For       For          Management
1.6   Elect Director Gregory E. Johnson       For       For          Management
1.7   Elect Director Rupert H. Johnson, Jr.   For       For          Management
1.8   Elect Director Thomas H. Kean           For       For          Management
1.9   Elect Director Chutta Ratnathicam       For       For          Management
1.10  Elect Director Peter M. Sacerdote       For       For          Management
1.11  Elect Director Laura Stein              For       For          Management
1.12  Elect Director Anne M. Tatlock          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management


- --------------------------------------------------------------------------------

FREEPORT-MCMORAN COPPER & GOLD INC.

Ticker:       FCX            Security ID:  35671D857
Meeting Date: JUN 9, 2010    Meeting Type: Annual
Record Date:  APR 13, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard C. Adkerson      For       For          Management
1.2   Elect Director Robert J. Allison, Jr.   For       For          Management
1.3   Elect Director Robert A. Day            For       For          Management
1.4   Elect Director Gerald J. Ford           For       For          Management
1.5   Elect Director H. Devon Graham, Jr.     For       For          Management
1.6   Elect Director Charles C. Krulak        For       For          Management
1.7   Elect Director Bobby Lee Lackey         For       For          Management
1.8   Elect Director Jon C. Madonna           For       For          Management
1.9   Elect Director Dustan E. McCoy          For       For          Management
1.10  Elect Director James R. Moffett         For       For          Management
1.11  Elect Director B.M. Rankin, Jr.         For       For          Management
1.12  Elect Director Stephen H. Siegele       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Request Director Nominee with           Against   Against      Shareholder
      Environmental Qualifications
5     Stock Retention/Holding Period          Against   Against      Shareholder


- --------------------------------------------------------------------------------

GENERAL MILLS, INC.

Ticker:       GIS            Security ID:  370334104
Meeting Date: SEP 21, 2009   Meeting Type: Annual
Record Date:  JUL 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Bradbury H. Anderson     For       For          Management
2     Elect Director R. Kerry Clark           For       For          Management
3     Elect Director Paul Danos               For       For          Management
4     Elect Director William T. Esrey         For       For          Management
5     Elect Director Raymond V. Gilmartin     For       For          Management
6     Elect Director Judith Richards Hope     For       For          Management
7     Elect Director Heidi G. Miller          For       For          Management
8     Elect Director Hilda Ochoa-Brillembourg For       For          Management
9     Elect Director Steve Odland             For       For          Management
10    Elect Director Kendall J. Powell        For       For          Management
11    Elect Director Lois E. Quam             For       For          Management
12    Elect Director Michael D. Rose          For       For          Management
13    Elect Director Robert L. Ryan           For       For          Management
14    Elect Director Dorothy A. Terrell       For       For          Management
15    Approve Omnibus Stock Plan              For       For          Management
16    Ratify Auditors                         For       For          Management
17    Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation


- --------------------------------------------------------------------------------

GILEAD SCIENCES, INC.

Ticker:       GILD           Security ID:  375558103
Meeting Date: MAY 11, 2010   Meeting Type: Annual
Record Date:  MAR 15, 2010

#     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 Kevin E. Lofton          For       For          Management
1.7   Elect Director John W. Madigan          For       For          Management
1.8   Elect Director John C. Martin           For       For          Management
1.9   Elect Director Gordon E. Moore          For       For          Management
1.10  Elect Director Nicholas G. Moore        For       For          Management
1.11  Elect Director Richard J. Whitley       For       For          Management
1.12  Elect Director Gayle E. Wilson          For       For          Management
1.13  Elect Director Per Wold-Olsen           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Reduce Supermajority Vote Requirement   Against   For          Shareholder


- --------------------------------------------------------------------------------

GOLDMAN SACHS GROUP, INC., THE

Ticker:       GS             Security ID:  38141G104
Meeting Date: MAY 7, 2010    Meeting Type: Annual
Record Date:  MAR 8, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Lloyd C. Blankfein       For       For          Management
1.2   Elect Director John H. Bryan            For       For          Management
1.3   Elect Director Gary D. Cohn             For       For          Management
1.4   Elect Director Claes Dahlback           For       For          Management
1.5   Elect Director Stephen Friedman         For       For          Management
1.6   Elect Director William W. George        For       For          Management
1.7   Elect Director James A. Johnson         For       For          Management
1.8   Elect Director Lois D. Juliber          For       For          Management
1.9   Elect Director Lakshmi N. Mittal        For       For          Management
1.10  Elect Director James J. Schiro          For       For          Management
1.11  Elect Director H. Lee Scott, Jr.        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
4     Reduce Supermajority Vote Requirement   For       For          Management
5     Provide Right to Call Special Meeting   For       For          Management
6     Provide for Cumulative Voting           Against   Against      Shareholder
7     Report on Collateral in Derivatives     Against   Against      Shareholder
      Trading
8     Require Independent Board Chairman      Against   Against      Shareholder
9     Report on Political Contributions       Against   Against      Shareholder
10    Report on Global Warming Science        Against   Against      Shareholder
11    Report on Pay Disparity                 Against   Against      Shareholder
12    Stock Retention/Holding Period          Against   Against      Shareholder


- --------------------------------------------------------------------------------

GOOGLE INC.

Ticker:       GOOG           Security ID:  38259P508
Meeting Date: MAY 13, 2010   Meeting Type: Annual
Record Date:  MAR 15, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Eric Schmidt             For       For          Management
1.2   Elect Director Sergey Brin              For       For          Management
1.3   Elect Director Larry Page               For       For          Management
1.4   Elect Director L. John Doerr            For       For          Management
1.5   Elect Director John L. Hennessy         For       For          Management
1.6   Elect Director Ann Mather               For       For          Management
1.7   Elect Director Paul S. Otellini         For       For          Management
1.8   Elect Director K. Ram Shriram           For       For          Management
1.9   Elect Director Shirley M. Tilghman      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       Against      Management
4     Prepare Sustainability Report           Against   Against      Shareholder
5     Adopt Principles for Online Advertising Against   Against      Shareholder
6     Amend Human Rights Policies Regarding   Against   Against      Shareholder
      Chinese Operations


- --------------------------------------------------------------------------------

HEWLETT-PACKARD COMPANY

Ticker:       HPQ            Security ID:  428236103
Meeting Date: MAR 17, 2010   Meeting Type: Annual
Record Date:  JAN 19, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Marc L. Andreessen       For       For          Management
1.2   Elect Director Lawrence T. Babbio, Jr.  For       For          Management
1.3   Elect Director Sari M. Baldauf          For       For          Management
1.4   Elect Director Rajiv L. Gupta           For       For          Management
1.5   Elect Director John H. Hammergren       For       For          Management
1.6   Elect Director Mark V. Hurd             For       For          Management
1.7   Elect Director Joel Z. Hyatt            For       For          Management
1.8   Elect Director John R. Joyce            For       For          Management
1.9   Elect Director Robert L. Ryan           For       For          Management
1.10  Elect Director Lucille S. Salhany       For       For          Management
1.11  Elect Director G. Kennedy Thompson      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Company Request on Advisory Vote on     For       For          Management
      Executive Compensation


- --------------------------------------------------------------------------------

HOME DEPOT, INC., THE

Ticker:       HD             Security ID:  437076102
Meeting Date: MAY 20, 2010   Meeting Type: Annual
Record Date:  MAR 22, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director F. Duane Ackerman        For       For          Management
2     Elect Director David H. Batchelder      For       For          Management
3     Elect Director Francis S. Blake         For       For          Management
4     Elect Director Ari Bousbib              For       For          Management
5     Elect Director Gregory D. Brenneman     For       For          Management
6     Elect Director Albert P. Carey          For       For          Management
7     Elect Director Armando Codina           For       For          Management
8     Elect Director Bonnie G. Hill           For       For          Management
9     Elect Director Karen L. Katen           For       For          Management
10    Ratify Auditors                         For       For          Management
11    Amend Omnibus Stock Plan                For       For          Management
12    Provide for Cumulative Voting           Against   Against      Shareholder
13    Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
14    Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
15    Provide Right to Act by Written Consent Against   For          Shareholder
16    Require Independent Board Chairman      Against   Against      Shareholder
17    Prepare Employment Diversity Report     Against   Against      Shareholder
18    Reincorporate in Another State [from    Against   Against      Shareholder
      Delaware to North Dakota]


- --------------------------------------------------------------------------------

HYATT HOTELS CORPORATION

Ticker:       H              Security ID:  448579102
Meeting Date: JUN 9, 2010    Meeting Type: Annual
Record Date:  APR 12, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Bernard W. Aronson       For       For          Management
1.2   Elect Director Mark S. Hoplamazian      For       For          Management
1.3   Elect Director Penny Pritzker           For       For          Management
1.4   Elect Director Michael A. Rocca         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan


- --------------------------------------------------------------------------------

ILLINOIS TOOL WORKS INC.

Ticker:       ITW            Security ID:  452308109
Meeting Date: MAY 7, 2010    Meeting Type: Annual
Record Date:  MAR 9, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Marvin D. Brailsford     For       For          Management
2     Elect Director Susan Crown              For       For          Management
3     Elect Director Don H. Davis, Jr.        For       For          Management
4     Elect Director Robert C. McCormack      For       For          Management
5     Elect Director Robert S. Morrison       For       For          Management
6     Elect Director James A. Skinner         For       For          Management
7     Elect Director David B. Smith, Jr.      For       For          Management
8     Elect Director David B. Speer           For       For          Management
9     Elect Director Pamela B. Strobel        For       For          Management
10    Ratify Auditors                         For       For          Management
11    Report on Political Contributions       Against   Against      Shareholder


- --------------------------------------------------------------------------------

INTEL CORPORATION

Ticker:       INTC           Security ID:  458140100
Meeting Date: MAY 19, 2010   Meeting Type: Annual
Record Date:  MAR 22, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Charlene Barshefsky      For       For          Management
2     Elect Director Susan L. Decker          For       For          Management
3     Elect Director John J. Donahoe          For       For          Management
4     Elect Director Reed E. Hundt            For       For          Management
5     Elect Director Paul S. Otellini         For       For          Management
6     Elect Director James D. Plummer         For       For          Management
7     Elect Director David S. Pottruck        For       For          Management
8     Elect Director Jane E. Shaw             For       For          Management
9     Elect Director Frank D. Yeary           For       For          Management
10    Elect Director David B. Yoffie          For       For          Management
11    Ratify Auditors                         For       For          Management
12    Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation


- --------------------------------------------------------------------------------

JOHNSON CONTROLS, INC.

Ticker:       JCI            Security ID:  478366107
Meeting Date: JAN 27, 2010   Meeting Type: Annual
Record Date:  NOV 19, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David P. Abney           For       For          Management
1.2   Elect Director Robert L. Barnett        For       For          Management
1.3   Elect Director Eugenio Clariond         For       For          Management
      Reyes-Retana
1.4   Elect Director Jeffrey A. Joerres       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


- --------------------------------------------------------------------------------

JPMORGAN CHASE & CO.

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 18, 2010   Meeting Type: Annual
Record Date:  MAR 19, 2010

#     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 David M. Cote            For       For          Management
1.4   Elect Director James S. Crown           For       For          Management
1.5   Elect Director James Dimon              For       For          Management
1.6   Elect Director Ellen V. Futter          For       For          Management
1.7   Elect Director William H. Gray, III     For       For          Management
1.8   Elect Director Laban P. Jackson, Jr.    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     Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
4     Affirm Political Non-Partisanship       Against   Against      Shareholder
5     Amend Bylaws-- Call Special Meetings    Against   For          Shareholder
6     Report on Collateral in Derivatives     Against   Against      Shareholder
      Trading
7     Provide Right to Act by Written Consent Against   For          Shareholder
8     Require Independent Board Chairman      Against   Against      Shareholder
9     Report on Pay Disparity                 Against   Against      Shareholder
10    Stock Retention/Holding Period          Against   Against      Shareholder


- --------------------------------------------------------------------------------

KLA-TENCOR CORP.

Ticker:       KLAC           Security ID:  482480100
Meeting Date: NOV 4, 2009    Meeting Type: Annual
Record Date:  SEP 15, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert P. Akins          For       For          Management
1.2   Elect Director Robert T. Bond           For       For          Management
1.3   Elect Director Kiran M. Patel           For       For          Management
1.4   Elect Director David C. Wang            For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Ratify Auditors                         For       For          Management


- --------------------------------------------------------------------------------

KOHL'S CORPORATION

Ticker:       KSS            Security ID:  500255104
Meeting Date: MAY 13, 2010   Meeting Type: Annual
Record Date:  MAR 10, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Peter Boneparth          For       For          Management
2     Elect Director Steven A. Burd           For       For          Management
3     Elect Director John F. Herma            For       For          Management
4     Elect Director Dale E. Jones            For       For          Management
5     Elect Director William S. Kellogg       For       For          Management
6     Elect Director Kevin Mansell            For       For          Management
7     Elect Director Frank V. Sica            For       For          Management
8     Elect Director Peter M. Sommerhauser    For       For          Management
9     Elect Director Stephanie A. Streeter    For       For          Management
10    Elect Director Nina G. Vaca             For       For          Management
11    Elect Director Stephen E. Watson        For       For          Management
12    Ratify Auditors                         For       For          Management
13    Approve Omnibus Stock Plan              For       For          Management
14    Reduce Supermajority Vote Requirement   Against   For          Shareholder
15    Require Independent Board Chairman      Against   Against      Shareholder


- --------------------------------------------------------------------------------

MEDCO HEALTH SOLUTIONS, INC.

Ticker:       MHS            Security ID:  58405U102
Meeting Date: MAY 12, 2010   Meeting Type: Annual
Record Date:  MAR 15, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Howard W. Barker, Jr.    For       For          Management
2     Elect Director John L. Cassis           For       For          Management
3     Elect Director Michael Goldstein        For       For          Management
4     Elect Director Charles M. Lillis        For       For          Management
5     Elect Director Myrtle S. Potter         For       For          Management
6     Elect Director William L. Roper         For       For          Management
7     Elect Director David B. Snow, Jr.       For       For          Management
8     Elect Director David D. Stevens         For       For          Management
9     Elect Director Blenda J. Wilson         For       For          Management
10    Ratify Auditors                         For       For          Management
11    Provide Right to Call Special Meeting   For       For          Management


- --------------------------------------------------------------------------------

NIKE, INC.

Ticker:       NKE            Security ID:  654106103
Meeting Date: SEP 21, 2009   Meeting Type: Annual
Record Date:  JUL 24, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jill K. Conway           For       For          Management
1.2   Elect Director Alan B. Graf, Jr.        For       For          Management
1.3   Elect Director John C. Lechleiter       For       For          Management
2     Amend Qualified Employee Stock Purchase For       For          Management
      Plan
3     Ratify Auditors                         For       For          Management


- --------------------------------------------------------------------------------

NOBLE ENERGY, INC.

Ticker:       NBL            Security ID:  655044105
Meeting Date: APR 27, 2010   Meeting Type: Annual
Record Date:  MAR 9, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Jeffrey L. Berenson      For       For          Management
2     Elect Director Michael A. Cawley        For       For          Management
3     Elect Director Edward F. Cox            For       For          Management
4     Elect Director Charles D. Davidson      For       For          Management
5     Elect Director Thomas J. Edelman        For       For          Management
6     Elect Director Eric P. Grubman          For       For          Management
7     Elect Director Kirby L. Hedrick         For       For          Management
8     Elect Director Scott D. Urban           For       For          Management
9     Elect Director William T. Van Kleef     For       For          Management
10    Ratify Auditors                         For       For          Management


- --------------------------------------------------------------------------------

OCCIDENTAL PETROLEUM CORPORATION

Ticker:       OXY            Security ID:  674599105
Meeting Date: MAY 7, 2010    Meeting Type: Annual
Record Date:  MAR 15, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Spencer Abraham          For       Against      Management
2     Elect Director John S. Chalsty          For       Against      Management
3     Elect Director Stephen I. Chazen        For       For          Management
4     Elect Director Edward P. Djerejian      For       Against      Management
5     Elect Director John E. Feick            For       Against      Management
6     Elect Director Carlos M. Gutierrez      For       Against      Management
7     Elect Director Ray R. Irani             For       Against      Management
8     Elect Director Irvin W. Maloney         For       Against      Management
9     Elect Director Avedick B. Poladian      For       Against      Management
10    Elect Director Rodolfo Segovia          For       Against      Management
11    Elect Director Aziz D. Syriani          For       Against      Management
12    Elect Director Rosemary Tomich          For       Against      Management
13    Elect Director Walter L. Weisman        For       Against      Management
14    Ratify Auditors                         For       For          Management
15    Amend Omnibus Stock Plan                For       For          Management
16    Advisory Vote to Ratify Named Executive For       Against      Management
      Officers' Compensation
17    Limit Executive Compensation            Against   Against      Shareholder
18    Require Independent Board Chairman      Against   Against      Shareholder
19    Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
20    Report on Host Country Social and       Against   Against      Shareholder
      Environmental Laws
21    Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors
22    Report on Policy for Increasing Safety  Against   Against      Shareholder
      by Reducing Hazardous Substance Usage
      and Re-locating Facilities
23    Double Trigger on Equity Plans          Against   Against      Shareholder


- --------------------------------------------------------------------------------

PEPSICO, INC.

Ticker:       PEP            Security ID:  713448108
Meeting Date: MAY 5, 2010    Meeting Type: Annual
Record Date:  MAR 5, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Shona L. Brown           For       For          Management
2     Elect Director Ian M. Cook              For       For          Management
3     Elect Director Dina Dublon              For       For          Management
4     Elect Director Victor J. Dzau           For       For          Management
5     Elect Director Ray L. Hunt              For       For          Management
6     Elect Director Alberto Ibarguen         For       For          Management
7     Elect Director Arthur C. Martinez       For       For          Management
8     Elect Director Indra K. Nooyi           For       For          Management
9     Elect Director Sharon P. Rockefeller    For       For          Management
10    Elect Director James J. Schiro          For       For          Management
11    Elect Director Lloyd G. Trotter         For       For          Management
12    Elect Director Daniel Vasella           For       For          Management
13    Ratify Auditors                         For       For          Management
14    Amend Omnibus Stock Plan                For       For          Management
15    Report on Charitable Contributions      Against   Against      Shareholder
16    Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
17    Report on  Public Policy Advocacy       Against   Against      Shareholder
      Process


- --------------------------------------------------------------------------------

PRINCIPAL FINANCIAL GROUP, INC.

Ticker:       PFG            Security ID:  74251V102
Meeting Date: MAY 18, 2010   Meeting Type: Annual
Record Date:  MAR 22, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Michael T. Dan           For       For          Management
2     Elect Director C. Daniel Gelatt         For       For          Management
3     Elect Director Sandra L. Helton         For       For          Management
4     Elect Director Larry D. Zimpleman       For       For          Management
5     Amend Omnibus Stock Plan                For       For          Management
6     Ratify Auditors                         For       For          Management


- --------------------------------------------------------------------------------

QUALCOMM INCORPORATED

Ticker:       QCOM           Security ID:  747525103
Meeting Date: MAR 2, 2010    Meeting Type: Annual
Record Date:  JAN 4, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Barbara T. Alexander     For       For          Management
1.2   Elect Director Stephen M. Bennett       For       For          Management
1.3   Elect Director Donald G. Cruickshank    For       For          Management
1.4   Elect Director Raymond V. Dittamore     For       For          Management
1.5   Elect Director Thomas W. Horton         For       For          Management
1.6   Elect Director Irwin Mark Jacobs        For       For          Management
1.7   Elect Director Paul E. Jacobs           For       For          Management
1.8   Elect Director Robert E. Kahn           For       For          Management
1.9   Elect Director Sherry Lansing           For       For          Management
1.10  Elect Director Duane A. Nelles          For       For          Management
1.11  Elect Director Brent Scowcroft          For       For          Management
1.12  Elect Director Marc I. Stern            For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management


- --------------------------------------------------------------------------------

SCHLUMBERGER LTD.

Ticker:       SLB            Security ID:  806857108
Meeting Date: APR 7, 2010    Meeting Type: Annual
Record Date:  FEB 17, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect P. Camus as Director              For       For          Management
1.2   Elect P. Currie as Director             For       For          Management
1.3   Elect J.S. Gorelick as Director         For       For          Management
1.4   Elect A. Gould as Director              For       For          Management
1.5   Elect T. Isaac as Director              For       For          Management
1.6   Elect K.V. Kamath as Director           For       For          Management
1.7   Elect N. Kudryavtsev as Director        For       For          Management
1.8   Elect A. Lajous as Director             For       For          Management
1.9   Elect M.E. Marks as Director            For       For          Management
1.10  Elect L.R. Reif as Director             For       For          Management
1.11  Elect T.I. Sandvold as Director         For       For          Management
1.12  Elect H. Seydoux as Director            For       For          Management
2     Adopt and Approve Financials and        For       For          Management
      Dividends
3     Approve 2010 Omnibus Stock Incentive    For       For          Management
      Plan
4     Amend Qualified Employee Stock Purchase For       For          Management
      Plan
5     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


- --------------------------------------------------------------------------------

SUNCOR ENERGY INC

Ticker:       SU             Security ID:  867224107
Meeting Date: MAY 4, 2010    Meeting Type: Annual
Record Date:  MAR 5, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mel E. Benson            For       For          Management
1.2   Elect Director Brian A. Canfield        For       For          Management
1.3   Elect Director Dominic D'Alessandro     For       For          Management
1.4   Elect Director John T. Ferguson         For       For          Management
1.5   Elect Director W. Douglas Ford          For       For          Management
1.6   Elect Director Richard L. George        For       For          Management
1.7   Elect Director Paul Haseldonckx         For       For          Management
1.8   Elect Director John R. Huff             For       For          Management
1.9   Elect Director Jacques Lamarre          For       For          Management
1.10  Elect Director Brian F. MacNeill        For       For          Management
1.11  Elect Director Maureen McCaw            For       For          Management
1.12  Elect Director Michael W. O'Brien       For       For          Management
1.13  Elect Director James W. Simpson         For       For          Management
1.14  Elect Director Eira Thomas              For       For          Management
2     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration


- --------------------------------------------------------------------------------

TARGET CORPORATION

Ticker:       TGT            Security ID:  87612E106
Meeting Date: JUN 9, 2010    Meeting Type: Annual
Record Date:  APR 12, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Calvin Darden            For       For          Management
2     Elect Director Anne M. Mulcahy          For       For          Management
3     Elect Director Stephen W. Sanger        For       For          Management
4     Elect Director Gregg W. Steinhafel      For       For          Management
5     Ratify Auditors                         For       For          Management
6     Declassify the Board of Directors       For       For          Management
7     Reduce Supermajority Vote Requirement   For       For          Management
8     Amend Articles of Incorporation         For       For          Management
9     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation


- --------------------------------------------------------------------------------

TEVA PHARMACEUTICAL INDUSTRIES LTD.

Ticker:       TEVA           Security ID:  881624209
Meeting Date: JUN 29, 2010   Meeting Type: Annual
Record Date:  MAY 24, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Final Dividend of NIS 2.50 (USD For       For          Management
      0.642) Per Share
2     Election Of Director: Mr. Abraham E.    For       For          Management
      Cohen
3     Election Of Director: Mr. Amir Elstein  For       For          Management
4     Election Of Director: Prof. Roger       For       For          Management
      Kornberg
5     Election Of Director: Prof. Moshe Many  For       For          Management
6     Election Of Director: Mr. Dan Propper   For       For          Management
7     Approve Auditors and Authorize Board to For       For          Management
      Fix Their Remuneration
8     Approve Stock Option Plan               For       For          Management
9     Approve Compensation of Board Chairman  For       For          Management
10    Approve Compensation of Director        For       For          Management
11    Approve Compensation of Director        For       For          Management
12    Increase Authorized Share Capital       For       For          Management


- --------------------------------------------------------------------------------

VALE S.A.

Ticker:       VALE.P         Security ID:  91912E105
Meeting Date: JAN 22, 2010   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Ratify Nomination of Alternate Member   For       For          Management
      of Board of Directors
2     Approve Agreement to Absorb Mineracao   For       For          Management
      Estrela de Apolo and Mineracao Vale
      Corumba
3     Appoint Domingues e Pinho Contadores to For       For          Management
      Appraise Proposed Merger
4     Approve Appraisal of Proposed Merger    For       For          Management
5     Approve Absorption of Mineracao Estrela For       For          Management
      de Apolo and Mineracao Vale Corumba


- --------------------------------------------------------------------------------

VALE S.A.

Ticker:       VALE3          Security ID:  91912E105
Meeting Date: APR 27, 2010   Meeting Type: Annual/Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year Ended
      Dec. 31, 2009
2     Approve Allocation of Income and        For       For          Management
      Dividends
3     Elect Fiscal Council Members            For       For          Management
4     Approve Remuneration of Executive       For       Abstain      Management
      Officers, Non-Executive Directors, and
      Fiscal Council Members
1     Authorize Capitalization of Reserves    For       For          Management
2     Elect Director                          For       Abstain      Management


- --------------------------------------------------------------------------------

VERTEX PHARMACEUTICALS INCORPORATED

Ticker:       VRTX           Security ID:  92532F100
Meeting Date: MAY 13, 2010   Meeting Type: Annual
Record Date:  MAR 17, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joshua Boger             For       For          Management
1.2   Elect Director Charles A. Sanders       For       For          Management
1.3   Elect Director Elaine S. Ullian         For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management


- --------------------------------------------------------------------------------

VISA INC.

Ticker:       V              Security ID:  92826C839
Meeting Date: JAN 20, 2010   Meeting Type: Annual
Record Date:  NOV 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert W. Matschullat    For       For          Management
1.2   Elect Director Cathy E. Minehan         For       For          Management
1.3   Elect Director David J. Pang            For       For          Management
1.4   Elect Director William S. Shanahan      For       For          Management
1.5   Elect Director John A. Swainson         For       For          Management
2     Ratify Auditors                         For       For          Management


- --------------------------------------------------------------------------------

WALT DISNEY COMPANY, THE

Ticker:       DIS            Security ID:  254687106
Meeting Date: MAR 10, 2010   Meeting Type: Annual
Record Date:  JAN 11, 2010

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Susan E. Arnold          For       For          Management
2     Elect Director John E. Bryson           For       For          Management
3     Elect Director John S. Chen             For       For          Management
4     Elect Director Judith L. Estrin         For       For          Management
5     Elect Director Robert A. Iger           For       For          Management
6     Elect Director Steven P. Jobs           For       For          Management
7     Elect Director Fred H. Langhammer       For       For          Management
8     Elect Director Aylwin B. Lewis          For       For          Management
9     Elect Director Monica C. Lozano         For       For          Management
10    Elect Director Robert W. Matschullat    For       For          Management
11    Elect Director John E. Pepper, Jr.      For       For          Management
12    Elect Director Sheryl Sandberg          For       For          Management
13    Elect Director Orin C. Smith            For       For          Management
14    Ratify Auditors                         For       For          Management
15    Amend Omnibus Stock Plan                For       For          Management
16    Reduce Supermajority Vote Requirement   For       For          Management
17    Reduce Supermajority Vote Requirement   For       For          Management
18    Amend Articles of Incorporation to      For       For          Management
      Delete Certain Tracking Stock
      Provisions
19    Amend Articles of Incorporation to      For       For          Management
      Delete Classified Board Transition
      Provisions
20    Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
21    Amend EEO Policy to Prohibit            Against   Against      Shareholder
      Discrimination Based on Ex-Gay Status

========== END NPX REPORT


                                   SIGNATURES

     Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.


                              Registrant:  AllianceBernstein Large Cap
                                           Growth Fund, Inc.



                              By: Robert M. Keith*
                                  -----------------------
                                  Chief Executive Officer



                              Date:  August 30, 2010


*By: /s/ Emilie D. Wrapp
     -------------------
         Emilie D. Wrapp
         Secretary