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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT
INVESTMENT COMPANY
Investment Company Act file number 811-02213
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CASTLE CONVERTIBLE FUND, INC.
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(Exact name of registrant as specified in charter)
111 FIFTH AVENUE - 2ND FLOOR, NEW YORK, NY 10003
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(Address of principal executive offices) (Zip code)
FRED ALGER MANAGEMENT, INC., ATTN: FREDERICK A. BLUM
111 FIFTH AVENUE, NEW YORK, NY 10003
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(Name and address of agent for service)
Registrant's telephone number, including area code: (201) 547-3652
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Date of fiscal year end: 10/31/05
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Date of reporting period: 07/01/05- 06/30/2006
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Form N-PX is to be used by a registered management investment company, other
than a small business investment company registered on Form N-5 (ss.ss. 239.24
and 274.5 of this chapter), to file reports with the Commission, not later than
August 31 of each year, containing the registrant's proxy voting record for the
most recent twelve-month period ended June 30, pursuant to section 30 of the
Investment Company Act of 1940 and rule 30b 1-4 thereunder (17 CFR 270.30b 1-4).
The Commission may use the information provided on Form N-PX in its regulatory,
disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX,
and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-PX
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street,
NW, Washington, DC 20549-0609. The OMB has reviewed this collection of
information under the clearance requirements of44U.S.C. ss. 3507.
******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-02213
Reporting Period: 07/01/2005 - 06/30/2006
Castle Convertible Fund, Inc.
======================== CASTLE CONVERTIBLE FUND, INC. =========================
BANK OF AMERICA CORP.
Ticker: BAC Security ID: 060505104
Meeting Date: APR 26, 2006 Meeting Type: Annual
Record Date: MAR 3, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William Barnet, III For For Management
1.2 Elect Director Frank P. Bramble, Sr. For For Management
1.3 Elect Director John T. Collins For For Management
1.4 Elect Director Gary L. Countryman For For Management
1.5 Elect Director Tommy R. Franks For For Management
1.6 Elect Director Paul Fulton For For Management
1.7 Elect Director Charles K. Gifford For For Management
1.8 Elect Director W. Steven Jones For For Management
1.9 Elect Director Kenneth D. Lewis For For Management
1.10 Elect Director Monica C. Lozano For For Management
1.11 Elect Director Walter E. Massey For For Management
1.12 Elect Director Thomas J. May For For Management
1.13 Elect Director Patricia E. Mitchell For For Management
1.14 Elect Director Thomas M. Ryan For For Management
1.15 Elect Director O. Temple Sloan, Jr. For For Management
1.16 Elect Director Meredith R. Spangler For For Management
1.17 Elect Director Robert L. Tillman For For Management
1.18 Elect Director Jackie M. Ward For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Publish Political Contributions Against Against Shareholder
5 Require a Majority Vote for the Election Against For Shareholder
of Directors
6 Provide for an Independent Chairman Against For Shareholder
7 Exclude Reference to Sexual Orientation Against Against Shareholder
from the Company's EEO Statement
Page 1
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CITIGROUP INC.
Ticker: C Security ID: 172967101
Meeting Date: APR 18, 2006 Meeting Type: Annual
Record Date: FEB 24, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director C. Michael Armstrong For For Management
1.2 Elect Director Alain J.P. Belda For For Management
1.3 Elect Director George David For For Management
1.4 Elect Director Kenneth T. Derr For For Management
1.5 Elect Director John M. Deutch For For Management
1.6 Elect Director Roberto Hernandez Ramirez For For Management
1.7 Elect Director Ann Dibble Jordan For For Management
1.8 Elect Director Klaus Kleinfeld For For Management
1.9 Elect Director Andrew N. Liveris For For Management
1.10 Elect Director Dudley C. Mecum For For Management
1.11 Elect Director Anne M. Mulcahy For For Management
1.12 Elect Director Richard D. Parsons For For Management
1.13 Elect Director Charles Prince For For Management
1.14 Elect Director Dr. Judith Rodin For For Management
1.15 Elect Director Robert E. Rubin For For Management
1.16 Elect Director Franklin A. Thomas For For Management
2 Ratify Auditors For For Management
3 Reduce Supermajority Vote Requirement For For Management
4 Reduce Supermajority Vote Requirement For For Management
5 Reduce Supermajority Vote Requirement For For Management
6 End Issuance of Options and Prohibit Against Against Shareholder
Repricing
7 Report on Political Contributions Against Against Shareholder
8 Report on Charitable Contributions Against Against Shareholder
9 Performance-Based Equity Awards Against For Shareholder
10 Reimbursement of Expenses Incurred by Against Against Shareholder
Shareholder(s)
11 Separate Chairman and CEO Positions Against Against Shareholder
12 Clawback of Payments Under Restatement Against Against Shareholder
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CONOCOPHILLIPS
Ticker: COP Security ID: 20825C104
Meeting Date: MAY 10, 2006 Meeting Type: Annual
Record Date: MAR 10, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Richard L. Armitage For For Management
1.2 Elect Director Richard H. Auchinleck For For Management
1.3 Elect Director Harald J. Norvik For For Management
1.4 Elect Director William K. Reilly For For Management
1.5 Elect Director Victoria J. Tschinkel For For Management
1.6 Elect Director Kathryn C. Turner For For Management
2 Ratify Auditors For For Management
3 Report Damage Resulting From Drilling Against For Shareholder
Inside the National Petroleum Reserve
4 Require a Majority Vote for the Election Against For Shareholder
of Directors
5 Submit Supplemental Executive Retirement Against For Shareholder
Plans to Shareholder vote
6 Report Accountability for Company's Against Against Shareholder
Environmental Impacts due to Operation
7 Non-Employee Director Compensation Against Against Shareholder
Page 2
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E*TRADE FINANCIAL CORP.
Ticker: ET Security ID: 269246104
Meeting Date: MAY 25, 2006 Meeting Type: Annual
Record Date: APR 3, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michael K. Parks For For Management
1.2 Elect Director Lewis E. Randall For For Management
1.3 Elect Director Stephen H. Willard For For Management
2 Ratify Auditors For For Management
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ENTERGY CORP.
Ticker: ETR Security ID: 29364G103
Meeting Date: MAY 12, 2006 Meeting Type: Annual
Record Date: MAR 14, 2006
# 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 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 Robert v.d. Luft For For Management
1.10 Elect Director James R. Nichols For For Management
1.11 Elect Director William A. Percy, II For For Management
1.12 Elect Director W. J. Tauzin For For Management
1.13 Elect Director Steven V. Wilkinson For For Management
2 Reduce Supermajority Vote Requirement For For Management
3 Approve Omnibus Stock Plan For For Management
4 Ratify Auditors For For Management
5 Require a Majority Vote for the Election Against For Shareholder
of Directors
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GLAXOSMITHKLINE PLC (FORMERLY GLAXO WELLCOME PLC )
Ticker: GSK Security ID: 37733W105
Meeting Date: MAY 17, 2006 Meeting Type: Annual
Record Date: MAR 10, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 TO RECEIVE AND ADOPT THE DIRECTORS For For Management
REPORT AND THE FINANCIAL STATEMENTS
2 TO APPROVE THE REMUNERATION REPORT For For Management
3 TO ELECT DR MONCEF SLAOUI AS A DIRECTOR For For Management
4 TO ELECT MR TOM DE SWAAN AS A DIRECTOR For For Management
5 TO RE-ELECT MR LARRY CULP AS A DIRECTOR For For Management
6 TO RE-ELECT SIR CRISPIN DAVIS AS A For For Management
DIRECTOR
7 TO RE-ELECT DR RONALDO SCHMITZ AS A For For Management
DIRECTOR
8 Ratify Auditors For For Management
9 REMUNERATION OF AUDITORS For For Management
10 TO AUTHORISE THE COMPANY TO MAKE For For Management
DONATIONS TO EU POLITICAL ORGANISATIONS
AND INCUR EU POLITICAL EXPENDITURE
11 AUTHORITY TO ALLOT SHARES For For Management
12 DISAPPLICATION OF PRE-EMPTION RIGHTS For For Management
(INDICATES A SPECIAL RESOLUTION)
13 AUTHORITY FOR THE COMPANY TO PURCHASE ITS For For Management
OWN SHARES (INDICATES A SPECIAL
RESOLUTION)
Page 3
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JPMORGAN CHASE & CO.
Ticker: JPM Security ID: 46625H100
Meeting Date: MAY 16, 2006 Meeting Type: Annual
Record Date: MAR 17, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John H. Biggs For For Management
1.2 Elect Director Stephen B. Burke For For Management
1.3 Elect Director James S. Crown For For Management
1.4 Elect Director James Dimon For For Management
1.5 Elect Director Ellen V. Futter For For Management
1.6 Elect Director William H. Gray, III For For Management
1.7 Elect Director William B. Harrison, Jr. For For Management
1.8 Elect Director Laban P. Jackson, Jr. For For Management
1.9 Elect Director John W. Kessler For For Management
1.10 Elect Director Robert I. Lipp For For Management
1.11 Elect Director Richard A. Manoogian For For Management
1.12 Elect Director David C. Novak For For Management
1.13 Elect Director Lee R. Raymond For For Management
1.14 Elect Director William C. Weldon For For Management
2 Ratify Auditors For For Management
3 Put Repricing of Stock Options to Against Against Shareholder
Shareholder Vote
4 Performance-Based Equity Awards Against For Shareholder
5 Separate Chairman and CEO Positions Against For Shareholder
6 Remove Reference to Sexual Orientation Against Against Shareholder
from EEO Statement
7 Amend Articles/Bylaws/Charter -- Call Against For Shareholder
Special Meetings
8 Report on Lobbying Activities Against For Shareholder
9 Report on Political Contributions Against For Shareholder
10 Approve Terms of Existing Poison Pill Against Against Shareholder
11 Provide for Cumulative Voting Against For Shareholder
12 Claw-back of Payments under Restatements Against Against Shareholder
13 Require Director Nominee Qualifications Against Against Shareholder
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ROYAL DUTCH SHELL PLC
Ticker: RDS Security ID: 780259206
Meeting Date: MAY 16, 2006 Meeting Type: Annual
Record Date: MAR 30, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 ADOPTION OF ANNUAL REPORT AND ACCOUNTS For For Management
2 APPROVAL OF REMUNERATION REPORT For For Management
3.1 Elect Director Jorma Ollila For For Management
3.2 Elect Director Nick Land For For Management
3.3 Elect Director Lord Kerr For For Management
3.4 Elect Director Jeroen Van Der Veer For For Management
3.5 Elect Director Rob Routs For For Management
3.6 Elect Director Wim Kok For For Management
4 Ratify Auditors For For Management
5 REMUNERATION OF AUDITORS For For Management
6 AUTHORITY TO ALLOT SHARES For For Management
7 DISAPPLICATION OF PRE-EMPTION RIGHTS For For Management
8 AUTHORITY TO PURCHASE OWN SHARES For For Management
9 AUTHORITY FOR CERTAIN DONATIONS AND For For Management
EXPENDITURE
10 SHAREHOLDER RESOLUTION Against Against Shareholder
Page 4
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TXU CORP.
Ticker: TXU Security ID: 873168108
Meeting Date: MAY 19, 2006 Meeting Type: Annual
Record Date: MAR 21, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director E. Gail de Planque For For Management
1.2 Elect Director Leldon E. Echols For For Management
1.3 Elect Director Kerney Laday For For Management
1.4 Elect Director Jack E. Little For For Management
1.5 Elect Director Gerardo I. Lopez For For Management
1.6 Elect Director J.E. Oesterreicher For For Management
1.7 Elect Director Michael W. Ranger For For Management
1.8 Elect Director Leonard H. Roberts For For Management
1.9 Elect Director Glenn F. Tilton For For Management
1.10 Elect Director C. John Wilder For For Management
2 Ratify Auditors For For Management
3 Establish Range For Board Size For For Management
4 Amend Articles/Bylaws/Charter-Non-Routine For For Management
5 Require a Majority Vote for the Election Against For Shareholder
of Directors
========== END NPX REPORT
Page 5
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) Castle Convertible Fund, Inc.
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By (Signature and Title)* /s/ Daniel C. Chung
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Daniel C. Chung, Principal Executive Officer
Date 8/21/2006
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* Print the name and title of each signing officer under his or her signature.