UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-06221
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BRANDYWINE BLUE FUND, INC.
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(Exact name of registrant as specified in charter)
3711 KENNETT PIKE, GREENVILLE, DE 19807
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(Address of principal executive offices) (Zip code)
WILLIAM F. D'ALONZO, 3711 KENNETT PIKE, GREENVILLE, DE 19807
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(Name and address of agent for service)
Registrant's telephone number, including area code: 302-656-3017
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Date of fiscal year end: SEPTEMBER 30
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Date of reporting period: JULY 1, 2006 - JUNE 30, 2007
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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 30b1-4 thereunder (17 CFR 270.30b1-4). 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, 100 F Street, NE, Washington, DC
20549. The OMB has reviewed this collection of information under the
clearance requirements of 44 U.S.C. ss. 3507.
******************************* FORM N-Px REPORT ******************************
ICA File Number: 811-06221
Reporting Period: 07/01/2006 - 06/30/2007
Brandywine Blue Fund Inc
=========================== BRANDYWINE ADVISORS FUND ===========================
AERCAP HOLDINGS N.V.
Ticker: AER Security ID: N00985106
Meeting Date: MAY 11, 2007 Meeting Type: Annual
Record Date: APR 10, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 ADOPTION OF THE ANNUAL ACCOUNTS FOR THE For For Management
FINANCIAL YEAR 2006.
2 DISCHARGE OF THE DIRECTORS (LEDEN RAAD For For Management
VAN BESTUUR) IN RESPECT OF THEIR
MANAGEMENT DURING FISCAL YEAR 2006.
3 CONFIRMATION (BEVESTIGING) TERM OF For For Management
APPOINTMENT OF THE DIRECTORS.
4 DESIGNATION OF MR. KEITH A. HELMING, AS For For Management
THE PERSON REFERRED TO IN ARTICLE 16,
PARAGRAPH 8 OF THE ARTICLES OF
ASSOCIATION OF THE COMPANY.
5 APPOINTMENT OF PRICEWATERHOUSECOOPERS For For Management
ACCOUNTANTS N.V. AS THE REGISTERED
ACCOUNTANTS OF THE COMPANY.
6 AUTHORIZATION BOARD OF DIRECTORS TO For For Management
REPURCHASE SHARES.
7 AMENDMENT OF ARTICLES OF ASSOCIATION OF For For Management
THE COMPANY AND DESIGNATION OF EACH OF
THE COMPANY S DIRECTORS AND EACH LAWYER
WORKING AT NAUTADUTILH N.V. TO IMPLEMENT
THE AMENDMENT.
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ALLEGHENY TECHNOLOGIES, INC.
Ticker: ATI Security ID: 01741R102
Meeting Date: MAY 2, 2007 Meeting Type: Annual
Record Date: MAR 5, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director H. Kent Bowen For For Management
1.2 Elect Director L. Patrick Hassey For For Management
1.3 Elect Director John D. Turner For For Management
2 Approve Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
4 Prepare a Sustainability Report Against Against Shareholder
Page 1
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ALLIANCE DATA SYSTEMS CORP.
Ticker: ADS Security ID: 018581108
Meeting Date: JUN 6, 2007 Meeting Type: Annual
Record Date: APR 12, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Lawrence M. Benveniste, For For Management
Ph.D.
1.2 Elect Director D. Keith Cobb For For Management
1.3 Elect Director Kenneth R. Jensen For For Management
2 Ratify Auditors For For Management
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ALLIED WASTE INDUSTRIES, INC.
Ticker: AW Security ID: 019589308
Meeting Date: MAY 17, 2007 Meeting Type: Annual
Record Date: MAR 20, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert M. Agate For For Management
1.2 Elect Director Charles H. Cotros For For Management
1.3 Elect Director James W. Crownover For For Management
1.4 Elect Director Stephanie Drescher For For Management
1.5 Elect Director William J. Flynn For For Management
1.6 Elect Director David I. Foley For For Management
1.7 Elect Director Nolan Lehmann For For Management
1.8 Elect Director Steven Martinez For For Management
1.9 Elect Director James A. Quella For For Management
1.10 Elect Director John M. Trani For For Management
1.11 Elect Director John J. Zillmer For For Management
2 Ratify Auditors For For Management
3 Require a Majority Vote for the Election Against Against Shareholder
of Directors
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AMERICAN COMMERCIAL LINES, INC.
Ticker: ACLI Security ID: 025195207
Meeting Date: MAY 21, 2007 Meeting Type: Annual
Record Date: MAR 29, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Clayton K. Yeutter For For Management
1.2 Elect Director Eugene I. Davis For For Management
1.3 Elect Director Mark R. Holden For For Management
1.4 Elect Director Richard L. Huber For For Management
1.5 Elect Director Nils E. Larsen For For Management
1.6 Elect Director Emanuel L. Rouvelas For For Management
1.7 Elect Director R. Christopher Weber For For Management
2 Ratify Auditors For For Management
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Page 2
AMVESCAP PLC
Ticker: AVZ Security ID: 03235E100
Meeting Date: MAY 23, 2007 Meeting Type: Annual
Record Date: APR 2, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 TO RECEIVE AND ADOPT THE ACCOUNTS AND THE For For Management
REPORTS OF THE DIRECTORS AND AUDITORS
THEREON.
2 TO RECEIVE AND ADOPT THE REPORT OF THE For For Management
BOARD ON REMUNERATION.
3 TO DECLARE A FINAL DIVIDEND. For For Management
4 TO RE-ELECT MR JOSEPH R CANION AS A For For Management
DIRECTOR OF THE COMPANY.
5 TO RE-ELECT MR EDWARD LAWRENCE AS A For For Management
DIRECTOR OF THE COMPANY.
6 TO RE-ELECT MR JAMES ROBERTSON AS A For For Management
DIRECTOR OF THE COMPANY.
7 Ratify Auditors For For Management
8 TO APPROVE THE CHANGE OF NAME (SPECIAL For For Management
RESOLUTION).
9 TO AUTHORIZE THE DIRECTORS TO ALLOT For For Management
SHARES PURSUANT TO SECTION 80 OF THE
COMPANIES ACT 1985.
10 TO DISAPPLY STATUTORY PRE-EMPTION RIGHTS For For Management
PURSUANT TO SECTION 95 OF THE COMPANIES
ACT 1985. (SPECIAL RESOLUTION).
11 TO RENEW THE COMPANY S AUTHORITY TO MAKE For For Management
MARKET PURCHASES OF ITS OWN ORDINARY
SHARES (SPECIAL RESOLUTION).
12 TO APPROVE THE AMENDMENTS TO THE ARTICLES For For Management
OF ASSOCIATION (SPECIAL RESOLUTION).
13 TO APPROVE THE AMENDMENT TO ARTICLE 96.1 For For Management
OF THE ARTICLES OF ASSOCIATION.
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APTARGROUP, INC.
Ticker: ATR Security ID: 038336103
Meeting Date: MAY 2, 2007 Meeting Type: Annual
Record Date: MAR 8, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Alain Chevassus For For Management
1.2 Elect Director Stephen J. Hagge For For Management
1.3 Elect Director Carl A. Siebel For For Management
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BARE ESCENTUALS INC
Ticker: BARE Security ID: 067511105
Meeting Date: JUN 4, 2007 Meeting Type: Annual
Record Date: APR 23, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ross M. Jones For For Management
1.2 Elect Director Glen T. Senk For For Management
2 Ratify Auditors For For Management
Page 3
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BEBE STORES, INC.
Ticker: BEBE Security ID: 075571109
Meeting Date: NOV 17, 2006 Meeting Type: Annual
Record Date: OCT 10, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Manny Mashouf For For Management
1.2 Elect Director Neda Mashouf For For Management
1.3 Elect Director Barbara Bass For For Management
1.4 Elect Director Cynthia Cohen For For Management
1.5 Elect Director Corrado Federico For For Management
1.6 Elect Director Caden Wang For For Management
1.7 Elect Director Gregory Scott For For Management
2 Amend Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
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CABOT OIL & GAS CORP.
Ticker: COG Security ID: 127097103
Meeting Date: MAY 2, 2007 Meeting Type: Annual
Record Date: MAR 20, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John G.L. Cabot For For Management
1.2 Elect Director David M. Carmichael For For Management
1.3 Elect Director Robert L. Keiser For For Management
2 Ratify Auditors For For Management
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CARPENTER TECHNOLOGY CORP.
Ticker: CRS Security ID: 144285103
Meeting Date: OCT 16, 2006 Meeting Type: Annual
Record Date: AUG 18, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Carl G. Anderson For For Management
1.2 Elect Director Robert J. Torcolini For For Management
1.3 Elect Director Jeffrey Wadsworth For For Management
2 Approve Non-Employee Director Omnibus For For Management
Stock Plan
3 Approve Omnibus Stock Plan For For Management
4 Amend Executive Incentive Bonus Plan For For Management
5 Ratify Auditors For For Management
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CF INDUSTRIES HOLDINGS INC
Ticker: CF Security ID: 125269100
Meeting Date: MAY 9, 2007 Meeting Type: Annual
Record Date: MAR 13, 2007
Page 4
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert C. Arzbaecher For For Management
1.2 Elect Director Edward A. Schmitt For For Management
2 Ratify Auditors For For Management
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CHICAGO BRIDGE & IRON CO.
Ticker: CBI Security ID: 167250109
Meeting Date: MAY 10, 2007 Meeting Type: Annual
Record Date: APR 2, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 TO ELECT A) JERRY H. BALLENGEE AS MEMBER Against Against Management
OF THE SUPERVISORY BOARD SELECT THE FOR
OPTION. TO ELECT B) DAVID P. BORDAGES AS
MEMBER OF THE SUPERVISORY BOARD SELECT
THE AGAINST OPTION. TO ABSTAIN FROM
VOTING ON EITHER NOMINEE SELECT THE
ABSTAIN OPTION.
2 TO ELECT C) MICHAEL L. UNDERWOOD AS Against Against Management
MEMBER OF THE SUPERVISORY BOARD SELECT
THE FOR OPTION. TO ELECT D) SAMUEL C.
LEVENTRY AS MEMBER OF THE SUPERVISORY
BOARD SELECT THE AGAINST OPTION. TO
ABSTAIN FROM VOTING ON EITHER NOMINEE
SELECT THE ABSTAIN OPTION.
3 TO AUTHORIZE THE PREPARATION OF THE For For Management
ANNUAL ACCOUNTS AND THE ANNUAL REPORT AND
TO ADOPT THE DUTCH STATUTORY ANNUAL
ACCOUNTS.
4 TO DISCHARGE THE MEMBERS OF THE For For Management
MANAGEMENT BOARD FROM LIABILITY IN
RESPECT OF THE EXERCISE OF THEIR DUTIES.
5 TO DISCHARGE THE MEMBERS OF THE For For Management
SUPERVISORY BOARD FROM LIABILITY IN
RESPECT OF THE EXERCISE OF THEIR DUTIES.
6 TO RESOLVE ON THE FINAL DIVIDEND FOR THE For For Management
YEAR ENDED DECEMBER 31, 2006.
7 TO APPROVE THE EXTENSION OF THE AUTHORITY For For Management
OF THE MANAGEMENT BOARD TO REPURCHASE UP
TO 10% OF THE ISSUED SHARE CAPITAL OF THE
COMPANY UNTIL NOVEMBER 10, 2008.
8 TO APPROVE THE EXTENSION OF THE AUTHORITY For For Management
OF THE SUPERVISORY BOARD TO ISSUE AND/OR
GRANT RIGHTS TO ACQUIRE SHARES
9 TO APPOINT ERNST & YOUNG LLP OUR For For Management
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE YEAR ENDING DECEMBER 31,
2007.
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CIENA CORPORATION
Ticker: CIEN Security ID: 171779309
Meeting Date: MAR 14, 2007 Meeting Type: Annual
Record Date: JAN 19, 2007
Page 5
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Lawton W. Fitt For For Management
1.2 Elect Director Patrick H. Nettles For For Management
1.3 Elect Director Michael J. Rowny For For Management
2 Elect Director Bruce L. Claflin For For Management
3 Ratify Auditors For For Management
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COLDWATER CREEK INC.
Ticker: CWTR Security ID: 193068103
Meeting Date: JUN 9, 2007 Meeting Type: Annual
Record Date: APR 19, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James R. Alexander For For Management
1.2 Elect Director Jerry Gramaglia For For Management
1.3 Elect Director Kay Isaacson-Leibowitz For For Management
2 Ratify Auditors For For Management
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COVANCE INC.
Ticker: CVD Security ID: 222816100
Meeting Date: MAY 3, 2007 Meeting Type: Annual
Record Date: MAR 13, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Joseph L. Herring For For Management
1.2 Elect Director Irwin Lerner For For Management
2 Approve Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
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CROWN HOLDINGS, INC.
Ticker: CCK Security ID: 228368106
Meeting Date: APR 26, 2007 Meeting Type: Annual
Record Date: MAR 13, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jenne K. Britell, Ph.D. For For Management
1.2 Elect Director ohn W. Conway For For Management
1.3 Elect Director Arnold W. Donald For For Management
1.4 Elect Director William G. Little For For Management
1.5 Elect Director Hans J. Loliger For For Management
1.6 Elect Director Thomas A. Ralph For For Management
1.7 Elect Director Hugues du Rouret For For Management
1.8 Elect Director Alan W. Rutherford For For Management
1.9 Elect Director Jim L. Turner For For Management
1.10 Elect Director William S. Urkiel For For Management
2 Ratify Auditors For For Management
3 Limit Executive Compensation Against Against Shareholder
Page 6
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DAVITA INC.
Ticker: DVA Security ID: 23918K108
Meeting Date: MAY 29, 2007 Meeting Type: Annual
Record Date: APR 13, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Charles G. Berg For For Management
2 Elect Director Willard W. Brittain, Jr. For For Management
3 Elect Director Nancy-Ann DeParle For For Management
4 Elect Director Peter T. Grauer For For Management
5 Elect Director John M. Nehra For For Management
6 Elect Director William L. Roper, M.D. For For Management
7 Elect Director Kent J. Thiry For For Management
8 Elect Director Roger J. Valine For For Management
9 Elect Director Richard C. Vaughan For For Management
10 Increase Authorized Common Stock For For Management
11 Amend Qualified Employee Stock Purchase For For Management
Plan
12 Amend Omnibus Stock Plan For For Management
13 Ratify Auditors For For Management
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FIDELITY NATIONAL INFORMATION SERVICES INC
Ticker: FIS Security ID: 31620M106
Meeting Date: OCT 23, 2006 Meeting Type: Annual
Record Date: SEP 11, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For Did Not Management
Vote
2 Amend Omnibus Stock Plan For Did Not Management
Vote
3 Approve Nonqualified Employee Stock For Did Not Management
Purchase Plan Vote
4 Approve Executive Incentive Bonus Plan For Did Not Management
Vote
5.1 Elect Director Robert M. Clements For Did Not Management
Vote
5.2 Elect Director William P. Foley, II For Did Not Management
Vote
5.3 Elect Director Thomas M. Hagerty For Did Not Management
Vote
5.4 Elect Director Daniel D. (Ron) Lane For Did Not Management
Vote
6 Ratify Auditors For Did Not Management
Vote
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FIDELITY NATIONAL INFORMATION SERVICES INC
Ticker: FIS Security ID: 31620M106
Meeting Date: MAY 23, 2007 Meeting Type: Annual
Record Date: APR 16, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Lee A. Kennedy For For Management
1.2 Elect Director Keith W. Hughes For For Management
Page 7
1.3 Elect Director James K. Hunt For For Management
1.4 Elect Director Richard N. Massey For For Management
2 Ratify Auditors For For Management
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FISHER SCIENTIFIC INTERNATIONAL INC.
Ticker: FSH Security ID: 338032204
Meeting Date: AUG 30, 2006 Meeting Type: Special
Record Date: JUL 24, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Adjourn Meeting For For Management
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FLEXTRONICS INTERNATIONAL LTD.
Ticker: FLEX Security ID: Y2573F102
Meeting Date: OCT 4, 2006 Meeting Type: Annual
Record Date: AUG 11, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 RE-ELECTION OF MR. MICHAEL E. MARKS AS A For For Management
DIRECTOR OF THE COMPANY.
2 RE-ELECTION OF MR. RICHARD SHARP AS A For For Management
DIRECTOR OF THE COMPANY.
3 RE-ELECTION OF MR. H. RAYMOND BINGHAM AS For For Management
A DIRECTOR OF THE COMPANY.
4 RE-ELECTION OF MR. MICHAEL MCNAMARA AS A For For Management
DIRECTOR OF THE COMPANY.
5 RE-ELECTION OF MR. ROCKWELL A. SCHNABEL For For Management
AS A DIRECTOR OF THE COMPANY.
6 RE-ELECTION OF MR. AJAY B. SHAH AS A For For Management
DIRECTOR OF THE COMPANY.
7 Ratify Auditors For For Management
8 TO APPROVE THE AUTHORIZATION FOR THE For For Management
DIRECTORS OF THE COMPANY TO ALLOT AND
ISSUE ORDINARY SHARES.
9 TO APPROVE AUTHORIZATION TO PROVIDE For For Management
DIRECTOR CASH COMPENSATION AND ADDITIONAL
CASH COMPENSATION FOR CHAIRMAN OF AUDIT
COMMITTEE
10 TO APPROVE THE COMPANY S AMENDED AND For For Management
RESTATED ARTICLES OF ASSOCIATION.
11 APPROVE THE RENEWAL OF THE SHARE PURCHASE For For Management
MANDATE RELATING TO ACQUISITIONS BY THE
COMPANY OF ITS OWN ISSUED ORDINARY
SHARES.
12 AMENDMENT TO 2001 EQUITY INCENTIVE PLAN For For Management
TO ELIMINATE TWO MILLION SHARE SUB-LIMIT
ON ISSUED AND OUTSTANDING SHARE BONUS
AWARDS.
13 AMENDMENT TO 2001 EQUITY INCENTIVE PLAN For For Management
PROVIDING THE AUTOMATIC OPTION GRANT TO
NON-EMPLOYEE DIRECTORS WILL NOT BE
PRO-RATED.
14 APPROVE AN AMENDMENT TO THE COMPANY S For For Management
2001 EQUITY INCENTIVE PLAN TO INCREASE
Page 8
THE NUMBER OF SHARES RESERVED FOR
ISSUANCE.
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FMC TECHNOLOGIES, INC.
Ticker: FTI Security ID: 30249U101
Meeting Date: MAY 4, 2007 Meeting Type: Annual
Record Date: MAR 5, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Asbjorn Larsen For For Management
1.2 Elect Director Joseph H. Netherland For For Management
1.3 Elect Director James R. Thompson For For Management
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GENLYTE GROUP, INC. (THE)
Ticker: GLYT Security ID: 372302109
Meeting Date: APR 19, 2007 Meeting Type: Annual
Record Date: FEB 27, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Larry K. Powers For For Management
1.2 Elect Director Zia Eftekhar For For Management
1.3 Elect Director William A. Trotman For For Management
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GOODRICH CORPORATION
Ticker: GR Security ID: 382388106
Meeting Date: APR 24, 2007 Meeting Type: Annual
Record Date: MAR 5, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Diane C. Creel For For Management
1.2 Elect Director George A. Davidson, Jr. For For Management
1.3 Elect Director Harris E. DeLoach, Jr. For For Management
1.4 Elect Director James W. Griffith For For Management
1.5 Elect Director William R. Holland For For Management
1.6 Elect Director John P. Jumper For For Management
1.7 Elect Director Marshall O. Larsen For For Management
1.8 Elect Director Lloyd W. Newton For For Management
1.9 Elect Director Douglas E. Olesen For For Management
1.10 Elect Director Alfred M. Rankin, Jr. For For Management
1.11 Elect Director A. Thomas Young For For Management
2 Ratify Auditors For For Management
3 Pay For Superior Performance Against Against Shareholder
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GRANITE CONSTRUCTION INC.
Ticker: GVA Security ID: 387328107
Meeting Date: MAY 21, 2007 Meeting Type: Annual
Record Date: MAR 23, 2007
Page 9
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William G. Dorey For For Management
1.2 Elect Director Rebecca A. McDonald For For Management
1.3 Elect Director William H. Powell For For Management
1.4 Elect Director Claes G. Bjork For For Management
2 Company Specific- Majority Vote for the For For Management
Election of Directors
3 Ratify Auditors For For Management
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HARRIS CORP.
Ticker: HRS Security ID: 413875105
Meeting Date: OCT 27, 2006 Meeting Type: Annual
Record Date: SEP 1, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Terry D. Growcock For For Management
1.2 Elect Director Leslie F. Kenne For For Management
1.3 Elect Director David B. Rickard For For Management
1.4 Elect Director Gregory T. Swienton For For Management
2 Ratify Auditors For For Management
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HCC INSURANCE HOLDINGS, INC.
Ticker: HCC Security ID: 404132102
Meeting Date: MAY 10, 2007 Meeting Type: Annual
Record Date: APR 2, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Frank J. Bramanti For For Management
1.2 Elect Director Patrick B. Collins For For Management
1.3 Elect Director James R. Crane For For Management
1.4 Elect Director J. Robert Dickerson For For Management
1.5 Elect Director Walter M. Duer For For Management
1.6 Elect Director Edward H. Ellis, Jr. For For Management
1.7 Elect Director James C. Flagg, Ph.D. For For Management
1.8 Elect Director Allan W. Fulkerson For For Management
1.9 Elect Director John N. Molbeck, Jr. For For Management
1.10 Elect Director Michael A.F. Roberts For For Management
2 Approve Executive Incentive Bonus Plan For For Management
3 Ratify Auditors For For Management
4 Amend EEO Statement to Include Reference Against Against Shareholder
to Sexual Orientation
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HOLOGIC, INC.
Ticker: HOLX Security ID: 436440101
Meeting Date: MAR 6, 2007 Meeting Type: Annual
Record Date: JAN 12, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John W. Cumming For For Management
1.2 Elect Director Laurie L. Fajardo For For Management
Page 10
1.3 Elect Director Irwin Jacobs For For Management
1.4 Elect Director David R. Lavance, Jr. For For Management
1.5 Elect Director Nancy L. Leaming For For Management
1.6 Elect Director Arthur G. Lerner For For Management
1.7 Elect Director Lawrence M. Levy For For Management
1.8 Elect Director Glenn P. Muir For For Management
1.9 Elect Director Jay A. Stein For For Management
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INTEGRATED DEVICE TECHNOLOGY, INC.
Ticker: IDTI Security ID: 458118106
Meeting Date: SEP 14, 2006 Meeting Type: Annual
Record Date: JUL 25, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Gregory S. Lang For For Management
1.2 Elect Director John Howard For For Management
1.3 Elect Director Nam P. Suh, Ph.D. For For Management
2 Amend Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
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J CREW GROUP INC
Ticker: JCG Security ID: 46612H402
Meeting Date: JUN 12, 2007 Meeting Type: Annual
Record Date: APR 18, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Heather Reisman For For Management
1.2 Elect Director Stuart Sloan For For Management
2 Approve Qualified Employee Stock Purchase For For Management
Plan
3 Ratify Auditors For For Management
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JACK HENRY & ASSOCIATES, INC.
Ticker: JKHY Security ID: 426281101
Meeting Date: OCT 31, 2006 Meeting Type: Annual
Record Date: SEP 22, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director J. Henry For For Management
1.2 Elect Director J. Hall For For Management
1.3 Elect Director M. Henry For For Management
1.4 Elect Director J. Ellis For For Management
1.5 Elect Director C. Curry For For Management
1.6 Elect Director J. Maliekel For For Management
1.7 Elect Director W. Brown For For Management
2 Approve Qualified Employee Stock Purchase For For Management
Plan
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Page 11
LYONDELL CHEMICAL CO.
Ticker: LYO Security ID: 552078107
Meeting Date: MAY 3, 2007 Meeting Type: Annual
Record Date: MAR 5, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Carol A. Anderson For For Management
1.2 Elect Director Susan K. Carter For For Management
1.3 Elect Director Stephen I. Chazen For For Management
1.4 Elect Director Travis Engen For For Management
1.5 Elect Director Paul S. Halata For For Management
1.6 Elect Director Danny W. Huff For For Management
1.7 Elect Director David J. Lesar For For Management
1.8 Elect Director David J.P. Meachin For For Management
1.9 Elect Director Daniel J. Murphy For For Management
1.10 Elect Director Dan F. Smith For For Management
1.11 Elect Director William R. Spivey For For Management
2 Ratify Auditors For For Management
3 Report on Political Contributions Against Against Shareholder
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MCDERMOTT INTERNATIONAL, INC.
Ticker: MDR Security ID: 580037109
Meeting Date: MAY 4, 2007 Meeting Type: Annual
Record Date: MAR 26, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John F. Bookout III For For Management
1.2 Elect Director Ronald C. Cambre For For Management
1.3 Elect Director Bruce DeMars For For Management
1.4 Elect Director Robert W. Goldman For For Management
2 APPROVE AMENDMENT TO ARTICLES OF For For Management
INCORPORATION TO DECLASSIFY BOARD OF
DIRECTORS.
3 APPROVE AMENDMENT TO ARTICLES OF For For Management
INCORPORATION TO INCREASE NUMBER OF
AUTHORIZED SHARES OF COMMON STOCK.
4 RATIFICATION OF APPOINTMENT OF MCDERMOTT For For Management
S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2007.
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MEDICIS PHARMACEUTICAL CORP.
Ticker: MRX Security ID: 584690309
Meeting Date: MAY 22, 2007 Meeting Type: Annual
Record Date: MAR 30, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jonah Shacknai For For Management
1.2 Elect Director Michael A. Pietrangelo For For Management
1.3 Elect Director Lottie H. Shackelford For For Management
2 Amend Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
Page 12
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NII HOLDINGS, INC.
Ticker: NIHD Security ID: 62913F201
Meeting Date: MAY 16, 2007 Meeting Type: Annual
Record Date: APR 5, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John Donovan For For Management
1.2 Elect Director Steven P. Dussek For For Management
1.3 Elect Director Steven M. Shindler For For Management
2 Ratify Auditors For For Management
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NUTRI/SYSTEMS, INC.
Ticker: NTRI Security ID: 67069D108
Meeting Date: MAY 1, 2007 Meeting Type: Annual
Record Date: MAR 7, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ian J. Berg For For Management
1.2 Elect Director Robert F. Bernstock For For Management
1.3 Elect Director Michael A. Dipiano For For Management
1.4 Elect Director Michael J. Hagan For For Management
1.5 Elect Director Warren V. Musser For For Management
1.6 Elect Director Brian P. Tierney For For Management
1.7 Elect Director Stephen T. Zarrilli For For Management
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NVIDIA CORPORATION
Ticker: NVDA Security ID: 67066G104
Meeting Date: JUN 21, 2007 Meeting Type: Annual
Record Date: APR 23, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James C. Gaither For For Management
1.2 Elect Director Jen-Hsun Huang For For Management
1.3 Elect Director A. Brooke Seawell For For Management
2 Approve Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
OCEANEERING INTERNATIONAL, INC.
Ticker: OII Security ID: 675232102
Meeting Date: MAY 4, 2007 Meeting Type: Annual
Record Date: MAR 12, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director David S. Hooker For For Management
1.2 Elect Director Harris J. Pappas For For Management
2 Ratify Auditors For For Management
Page 13
- --------------------------------------------------------------------------------
PHARMACEUTICAL PRODUCT DEVELOPMENT, INC.
Ticker: PPDI Security ID: 717124101
Meeting Date: MAY 16, 2007 Meeting Type: Annual
Record Date: MAR 21, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Stuart Bondurant, M.D. For For Management
1.2 Elect Director Frederick Frank For For Management
1.3 Elect Director Terry Magnuson, Ph.D. For For Management
1.4 Elect Director Frederic N. Eshelman, For For Management
Pharm.D.
1.5 Elect Director General David L. Grange For For Management
1.6 Elect Director Ernest Mario, Ph.D. For For Management
1.7 Elect Director Marye Anne Fox, Ph.D. For For Management
1.8 Elect Director Catherine M. Klema For For Management
1.9 Elect Director John A. McNeill, Jr. For For Management
2 Other Business For For Management
- --------------------------------------------------------------------------------
PHILLIPS-VAN HEUSEN CORP.
Ticker: PVH Security ID: 718592108
Meeting Date: JUN 19, 2007 Meeting Type: Annual
Record Date: APR 23, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mary Baglivo For For Management
1.2 Elect Director Emanuel Chirico For For Management
1.3 Elect Director Edward H. Cohen For For Management
1.4 Elect Director Joseph B. Fuller For For Management
1.5 Elect Director Margaret L. Jenkins For For Management
1.6 Elect Director Bruce Maggin For For Management
1.7 Elect Director V. James Marino For For Management
1.8 Elect Director Henry Nasella For For Management
1.9 Elect Director Rita M. Rodriguez For For Management
1.10 Elect Director Craig Rydin For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
PRECISION CASTPARTS CORP.
Ticker: PCP Security ID: 740189105
Meeting Date: AUG 16, 2006 Meeting Type: Annual
Record Date: JUN 23, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mark Donegan For For Management
1.2 Elect Director Vernon E. Oechsle For For Management
2 Increase Authorized Common Stock For For Management
3 Approve Omnibus Stock Plan For For Management
- --------------------------------------------------------------------------------
RANGE RESOURCES CORPORATION
Page 14
Ticker: RRC Security ID: 75281A109
Meeting Date: MAY 23, 2007 Meeting Type: Annual
Record Date: APR 2, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Charles L. Blackburn For For Management
1.2 Elect Director Anthony V. Dub For For Management
1.3 Elect Director V. Richard Eales For For Management
1.4 Elect Director Allen Finkelson For For Management
1.5 Elect Director Jonathan S. Linker For For Management
1.6 Elect Director Kevin S. McCarthy For For Management
1.7 Elect Director John H. Pinkerton For For Management
1.8 Elect Director Jeffrey L. Ventura For For Management
2 Amend Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
RELIANCE STEEL & ALUMINUM CO.
Ticker: RS Security ID: 759509102
Meeting Date: MAY 16, 2007 Meeting Type: Annual
Record Date: APR 5, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Douglas M. Haynes For For Management
1.2 Elect Director Franklin R. Johnson For For Management
1.3 Elect Director Richard J. Slater For For Management
1.4 Elect Director Leslie A. Waite For For Management
2 Ratify Auditors For For Management
3 Other Business For For Management
- --------------------------------------------------------------------------------
REPUBLIC SERVICES, INC.
Ticker: RSG Security ID: 760759100
Meeting Date: MAY 17, 2007 Meeting Type: Annual
Record Date: MAR 28, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James E. O'Connor For For Management
1.2 Elect Director Harris W. Hudson For For Management
1.3 Elect Director John W. Croghan For For Management
1.4 Elect Director W. Lee Nutter For For Management
1.5 Elect Director Ramon A. Rodriguez For For Management
1.6 Elect Director Allan C. Sorensen For For Management
1.7 Elect Director Michael W. Wickham For For Management
2 Approve Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
RESPIRONICS, INC.
Ticker: RESP Security ID: 761230101
Meeting Date: NOV 14, 2006 Meeting Type: Annual
Record Date: SEP 29, 2006
# Proposal Mgt Rec Vote Cast Sponsor
Page 15
1.1 Elect Director Joseph C. Lawyer For For Management
1.2 Elect Director Sean C. Mcdonald For For Management
1.3 Elect Director Mylle H. Mangum For For Management
1.4 Elect Director John C. Miles Ii For For Management
2 Ratify Auditors For For Management
3 Approve Qualified Employee Stock Purchase For For Management
Plan
- --------------------------------------------------------------------------------
REYNOLDS & REYNOLDS CO. (THE)
Ticker: REY Security ID: 761695105
Meeting Date: OCT 23, 2006 Meeting Type: Special
Record Date: SEP 20, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Adjourn Meeting For For Management
- --------------------------------------------------------------------------------
ROCKWELL COLLINS, INC.
Ticker: COL Security ID: 774341101
Meeting Date: FEB 13, 2007 Meeting Type: Annual
Record Date: DEC 15, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director D.R. Beall For For Management
1.2 Elect Director M. Donegan For For Management
1.3 Elect Director A.J. Policano For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
SPIRIT AEROSYSTEMS HOLDINGS, INC
Ticker: SPR Security ID: 848574109
Meeting Date: MAY 1, 2007 Meeting Type: Annual
Record Date: MAR 20, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ivor (Ike) Evans For For Management
1.2 Elect Director Paul Fulchino For For Management
1.3 Elect Director Richard Gephardt For For Management
1.4 Elect Director Robert Johnson For For Management
1.5 Elect Director Ronald Kadish For For Management
1.6 Elect Director Cornelius (Connie Mack) For For Management
McGillicuddy, III
1.7 Elect Director Seth Mersky For For Management
1.8 Elect Director Francis Raborn For For Management
1.9 Elect Director Jeffrey L. Turner For For Management
1.10 Elect Director Nigel Wright For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
TEKTRONIX, INC.
Page 16
Ticker: TEK Security ID: 879131100
Meeting Date: SEP 21, 2006 Meeting Type: Annual
Record Date: JUL 17, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Pauline Lo Alker For For Management
1.2 Elect Director A. Gary Ames For For Management
1.3 Elect Director Gerry B. Cameron For For Management
1.4 Elect Director David N. Campbell For For Management
1.5 Elect Director Frank C. Gill For For Management
1.6 Elect Director Robin L. Washington For For Management
1.7 Elect Director Richard H. Wills For For Management
1.8 Elect Director Cyril J. Yansouni For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
THERMO FISHER SCIENTIFIC INC.
Ticker: TMO Security ID: 883556102
Meeting Date: MAY 15, 2007 Meeting Type: Annual
Record Date: MAR 29, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Marijn E. Dekkers For For Management
2 Approve Qualified Employee Stock Purchase For For Management
Plan
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
URS CORP.
Ticker: URS Security ID: 903236107
Meeting Date: MAY 24, 2007 Meeting Type: Annual
Record Date: APR 6, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director H. Jesse Arnelle For For Management
2 Elect Director Armen Der Marderosian For For Management
3 Elect Director Mickey P. Foret For For Management
4 Elect Director Martin M. Koffel For For Management
5 Elect Director Joseph W. Ralston For For Management
6 Elect Director John D. Roach For For Management
7 Elect Director Douglas W. Stotlar For For Management
8 Elect Director William P. Sullivan For For Management
9 Elect Director William D. Walsh For For Management
10 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
WARNER CHILCOTT LTD
Ticker: WCRX Security ID: G9435N108
Meeting Date: MAY 24, 2007 Meeting Type: Annual
Record Date: MAR 30, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.a Elect Director John P. Connaughton For For Management
Page 17
1b Elect Director Stephen P. Murray For For Management
1c Elect Director Steven C. Rattner For For Management
2 Ratify Auditors For For Management
============================= BRANDYWINE BLUE FUND =============================
ACCENTURE LTD BERMUDA
Ticker: ACN Security ID: G1150G111
Meeting Date: FEB 7, 2007 Meeting Type: Annual
Record Date: DEC 11, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 APPOINTMENT OF THE FOLLOWING NOMINEE TO For For Management
THE BOARD OF DIRECTORS: NOBUYUKI IDEI.
2 APPOINTMENT OF THE FOLLOWING NOMINEE TO For For Management
THE BOARD OF DIRECTORS: MARJORIE MAGNER.
3 APPOINTMENT OF THE FOLLOWING NOMINEE TO For For Management
THE BOARD OF DIRECTORS: DENNIS F.
HIGHTOWER.
4 APPOINTMENT OF THE FOLLOWING NOMINEE TO For For Management
THE BOARD OF DIRECTORS: WILLIAM L.
KIMSEY.
5 APPOINTMENT OF THE FOLLOWING NOMINEE TO For For Management
THE BOARD OF DIRECTORS: ROBERT I. LIPP.
6 APPOINTMENT OF THE FOLLOWING NOMINEE TO For For Management
THE BOARD OF DIRECTORS: WULF VON
SCHIMMELMANN.
7 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
ADOBE SYSTEMS INC.
Ticker: ADBE Security ID: 00724F101
Meeting Date: APR 5, 2007 Meeting Type: Annual
Record Date: FEB 12, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert K. Burgess For For Management
1.2 Elect Director Carol Mills For For Management
1.3 Elect Director Colleen M. Pouliot For For Management
1.4 Elect Director Robert Sedgewick For For Management
1.5 Elect Director John E. Warnock For For Management
2 Amend Stock Option Plan For For Management
3 Stock Retention/Holding Period Against Against Shareholder
4 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
AGILENT TECHNOLOGIES INC.
Ticker: A Security ID: 00846U101
Meeting Date: FEB 27, 2007 Meeting Type: Annual
Record Date: JAN 2, 2007
# Proposal Mgt Rec Vote Cast Sponsor
Page 18
1.1 Elect Director Paul N. Clark For For Management
1.2 Elect Director James G. Cullen For For Management
1.3 Elect Director Robert L. Joss For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
ALLEGHENY TECHNOLOGIES, INC.
Ticker: ATI Security ID: 01741R102
Meeting Date: MAY 2, 2007 Meeting Type: Annual
Record Date: MAR 5, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director H. Kent Bowen For For Management
1.2 Elect Director L. Patrick Hassey For For Management
1.3 Elect Director John D. Turner For For Management
2 Approve Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
4 Prepare a Sustainability Report Against Against Shareholder
- --------------------------------------------------------------------------------
AMVESCAP PLC
Ticker: AVZ Security ID: 03235E100
Meeting Date: MAY 23, 2007 Meeting Type: Annual
Record Date: APR 2, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 TO RECEIVE AND ADOPT THE ACCOUNTS AND THE For For Management
REPORTS OF THE DIRECTORS AND AUDITORS
THEREON.
2 TO RECEIVE AND ADOPT THE REPORT OF THE For For Management
BOARD ON REMUNERATION.
3 TO DECLARE A FINAL DIVIDEND. For For Management
4 TO RE-ELECT MR JOSEPH R CANION AS A For For Management
DIRECTOR OF THE COMPANY.
5 TO RE-ELECT MR EDWARD LAWRENCE AS A For For Management
DIRECTOR OF THE COMPANY.
6 TO RE-ELECT MR JAMES ROBERTSON AS A For For Management
DIRECTOR OF THE COMPANY.
7 Ratify Auditors For For Management
8 TO APPROVE THE CHANGE OF NAME (SPECIAL For For Management
RESOLUTION).
9 TO AUTHORIZE THE DIRECTORS TO ALLOT For For Management
SHARES PURSUANT TO SECTION 80 OF THE
COMPANIES ACT 1985.
10 TO DISAPPLY STATUTORY PRE-EMPTION RIGHTS For For Management
PURSUANT TO SECTION 95 OF THE COMPANIES
ACT 1985. (SPECIAL RESOLUTION).
11 TO RENEW THE COMPANY S AUTHORITY TO MAKE For For Management
MARKET PURCHASES OF ITS OWN ORDINARY
SHARES (SPECIAL RESOLUTION).
12 TO APPROVE THE AMENDMENTS TO THE ARTICLES For For Management
OF ASSOCIATION (SPECIAL RESOLUTION).
13 TO APPROVE THE AMENDMENT TO ARTICLE 96.1 For For Management
OF THE ARTICLES OF ASSOCIATION.
- --------------------------------------------------------------------------------
Page 19
APPLE, INC.
Ticker: AAPL Security ID: 037833100
Meeting Date: MAY 10, 2007 Meeting Type: Annual
Record Date: MAR 20, 2007
# 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 Arthur D. Levinson, Ph.D. For For Management
1.6 Elect Director Eric E. Schmidt, Ph.D. For For Management
1.7 Elect Director Jerome B. York For For Management
2 Amend Omnibus Stock Plan For For Management
3 Amend Qualified Employee Stock Purchase For For Management
Plan
4 Amend Non-Employee Director Stock Option For For Management
Plan
5 Ratify Auditors For For Management
6 Compensation Specific--Option Dating Against Against Shareholder
Policy
7 Pay For Superior Performance Against Against Shareholder
8 Report on Feasibility of Adopting a Toxic Against Against Shareholder
Chemical Elimination Policy
9 Stock Retention/Holding Period Against Against Shareholder
10 Report on Computer Recycling Policy Against Against Shareholder
11 Advisory Vote to Ratify Named Executive Against Against Shareholder
Officers' Compensation
- --------------------------------------------------------------------------------
AT&T INC
Ticker: T Security ID: 00206R102
Meeting Date: APR 27, 2007 Meeting Type: Annual
Record Date: FEB 28, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director William F. Aldinger III For For Management
2 Elect Director Gilbert F. Amelio For For Management
3 Elect Director Reuben V. Anderson For For Management
4 Elect Director James H. Blanchard For For Management
5 Elect Director August A. Busch III For For Management
6 Elect Director James P. Kelly For For Management
7 Elect Director Charles F. Knight For For Management
8 Elect Director Jon C. Madonna For For Management
9 Elect Director Lynn M. Martin For For Management
10 Elect Director John B. McCoy For For Management
11 Elect Director Mary S. Metz For For Management
12 Elect Director Toni Rembe For For Management
13 Elect Director Joyce M. Roche For For Management
14 Elect Director Randall L. Stephenson For For Management
15 Elect Director Laura D' Andrea Tyson For For Management
16 Elect Director Patricia P. Upton For For Management
17 Elect Director Edward E. Whitacre, Jr. For For Management
18 Ratify Auditors For For Management
19 Compensation Specific-Severance Payments For For Management
to Executives
20 Report on Political Contributions Against Against Shareholder
21 Amend Articles/Bylaws/Charter - Call Against Against Shareholder
Page 20
Special Meetings
22 Pay For Superior Performance Against Against Shareholder
23 Advisory Vote to Ratify Named Executive Against Against Shareholder
Officers' Compensation
24 Establish SERP Policy Against Against Shareholder
- --------------------------------------------------------------------------------
BAXTER INTERNATIONAL INC.
Ticker: BAX Security ID: 071813109
Meeting Date: MAY 1, 2007 Meeting Type: Annual
Record Date: MAR 2, 2007
# 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 Approve Omnibus Stock Plan For For Management
- --------------------------------------------------------------------------------
CAMERON INTERNATIONAL CORP
Ticker: CAM Security ID: 13342B105
Meeting Date: MAY 9, 2007 Meeting Type: Annual
Record Date: MAR 12, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michael E. Patrick For For Management
1.2 Elect Director Bruce W. Wilkinson For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
COACH, INC.
Ticker: COH Security ID: 189754104
Meeting Date: NOV 2, 2006 Meeting Type: Annual
Record Date: SEP 14, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Lew Frankfort For For Management
1.2 Elect Director Susan Kropf For For Management
1.3 Elect Director Gary Loveman For For Management
1.4 Elect Director Ivan Menezes For For Management
1.5 Elect Director Irene Miller For For Management
1.6 Elect Director Keith Monda For For Management
1.7 Elect Director Michael Murphy For For Management
1.8 Elect Director Jide Zeitlin For For Management
- --------------------------------------------------------------------------------
COMCAST CORP.
Ticker: CMCSA Security ID: 20030N101
Meeting Date: MAY 23, 2007 Meeting Type: Annual
Page 21
Record Date: MAR 15, 2007
# 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 Jeffrey A. Honickman For For Management
1.9 Elect Director Brian L. Roberts For For Management
1.10 Elect Director Ralph J. Roberts For For Management
1.11 Elect Director Judith Rodin For For Management
1.12 Elect Director Michael I. Sovern For For Management
2 Ratify Auditors For For Management
3 Prohibit Executive Stock-Based Awards Against Against Shareholder
4 Separate Chairman and CEO Positions Against Against Shareholder
5 Prepare Sustainability Report Against Against Shareholder
6 Company-Specific -- Adopt Against Against Shareholder
Recapitalization Plan
7 Advisory Vote to Ratify Named Executive Against Against Shareholder
Officers' Compensation
8 Report on Pay Disparity Against Against Shareholder
9 Report on Political Contributions Against Against Shareholder
- --------------------------------------------------------------------------------
DAVITA INC.
Ticker: DVA Security ID: 23918K108
Meeting Date: MAY 29, 2007 Meeting Type: Annual
Record Date: APR 13, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Charles G. Berg For For Management
2 Elect Director Willard W. Brittain, Jr. For For Management
3 Elect Director Nancy-Ann DeParle For For Management
4 Elect Director Peter T. Grauer For For Management
5 Elect Director John M. Nehra For For Management
6 Elect Director William L. Roper, M.D. For For Management
7 Elect Director Kent J. Thiry For For Management
8 Elect Director Roger J. Valine For For Management
9 Elect Director Richard C. Vaughan For For Management
10 Increase Authorized Common Stock For For Management
11 Amend Qualified Employee Stock Purchase For For Management
Plan
12 Amend Omnibus Stock Plan For For Management
13 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
DOVER CORPORATION
Ticker: DOV Security ID: 260003108
Meeting Date: APR 17, 2007 Meeting Type: Annual
Record Date: FEB 28, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director D. H. Benson For For Management
1.2 Elect Director R. W. Cremin For For Management
Page 22
1.3 Elect Director J-P. M. Ergas For For Management
1.4 Elect Directors K. C. Graham For For Management
1.5 Elect Director R. L. Hoffman For For Management
1.6 Elect Director J. L. Koley For For Management
1.7 Elect Director R. K. Lochridge For For Management
1.8 Elect Director T. L. Reece For For Management
1.9 Elect Director B. G. Rethore For For Management
1.10 Elect Director M. B. Stubbs For For Management
1.11 Elect Director M. A. Winston For For Management
2 Sustainability Report Against Against Shareholder
3 Other Business For For Management
- --------------------------------------------------------------------------------
EMERSON ELECTRIC CO.
Ticker: EMR Security ID: 291011104
Meeting Date: FEB 6, 2007 Meeting Type: Annual
Record Date: NOV 28, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director C. Fernandez G For For Management
1.2 Elect Director W. J. Galvin For For Management
1.3 Elect Director R. L. Ridgway For For Management
1.4 Elect Director R. L. Stephenson For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
FIDELITY NATIONAL INFORMATION SERVICES INC
Ticker: FIS Security ID: 31620M106
Page 23
Meeting Date: OCT 23, 2006 Meeting Type: Annual
Record Date: SEP 11, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For Did Not Management
Vote
2 Amend Omnibus Stock Plan For Did Not Management
Vote
3 Approve Nonqualified Employee Stock For Did Not Management
Purchase Plan Vote
4 Approve Executive Incentive Bonus Plan For Did Not Management
Vote
5.1 Elect Director Robert M. Clements For Did Not Management
Vote
5.2 Elect Director William P. Foley, II For Did Not Management
Vote
5.3 Elect Director Thomas M. Hagerty For Did Not Management
Vote
5.4 Elect Director Daniel D. (Ron) Lane For Did Not Management
Vote
6 Ratify Auditors For Did Not Management
Vote
- --------------------------------------------------------------------------------
FIDELITY NATIONAL INFORMATION SERVICES INC
Ticker: FIS Security ID: 31620M106
Meeting Date: MAY 23, 2007 Meeting Type: Annual
Record Date: APR 16, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Lee A. Kennedy For For Management
1.2 Elect Director Keith W. Hughes For For Management
1.3 Elect Director James K. Hunt For For Management
1.4 Elect Director Richard N. Massey For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
FISHER SCIENTIFIC INTERNATIONAL INC.
Ticker: FSH Security ID: 338032204
Meeting Date: AUG 30, 2006 Meeting Type: Special
Record Date: JUL 24, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Adjourn Meeting For For Management
- --------------------------------------------------------------------------------
FLEXTRONICS INTERNATIONAL LTD.
Ticker: FLEX Security ID: Y2573F102
Meeting Date: OCT 4, 2006 Meeting Type: Annual
Record Date: AUG 11, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 RE-ELECTION OF MR. MICHAEL E. MARKS AS A For For Management
DIRECTOR OF THE COMPANY.
2 RE-ELECTION OF MR. RICHARD SHARP AS A For For Management
DIRECTOR OF THE COMPANY.
3 RE-ELECTION OF MR. H. RAYMOND BINGHAM AS For For Management
A DIRECTOR OF THE COMPANY.
4 RE-ELECTION OF MR. MICHAEL MCNAMARA AS A For For Management
DIRECTOR OF THE COMPANY.
5 RE-ELECTION OF MR. ROCKWELL A. SCHNABEL For For Management
AS A DIRECTOR OF THE COMPANY.
6 RE-ELECTION OF MR. AJAY B. SHAH AS A For For Management
DIRECTOR OF THE COMPANY.
7 Ratify Auditors For For Management
8 TO APPROVE THE AUTHORIZATION FOR THE For For Management
DIRECTORS OF THE COMPANY TO ALLOT AND
ISSUE ORDINARY SHARES.
9 TO APPROVE AUTHORIZATION TO PROVIDE For For Management
DIRECTOR CASH COMPENSATION AND ADDITIONAL
CASH COMPENSATION FOR CHAIRMAN OF AUDIT
COMMITTEE
10 TO APPROVE THE COMPANY S AMENDED AND For For Management
RESTATED ARTICLES OF ASSOCIATION.
11 APPROVE THE RENEWAL OF THE SHARE PURCHASE For For Management
MANDATE RELATING TO ACQUISITIONS BY THE
COMPANY OF ITS OWN ISSUED ORDINARY
SHARES.
12 AMENDMENT TO 2001 EQUITY INCENTIVE PLAN For For Management
TO ELIMINATE TWO MILLION SHARE SUB-LIMIT
ON ISSUED AND OUTSTANDING SHARE BONUS
AWARDS.
Page 24
13 AMENDMENT TO 2001 EQUITY INCENTIVE PLAN For For Management
PROVIDING THE AUTOMATIC OPTION GRANT TO
NON-EMPLOYEE DIRECTORS WILL NOT BE
PRO-RATED.
14 APPROVE AN AMENDMENT TO THE COMPANY S For For Management
2001 EQUITY INCENTIVE PLAN TO INCREASE
THE NUMBER OF SHARES RESERVED FOR
ISSUANCE.
- --------------------------------------------------------------------------------
FLUOR CORP.
Ticker: FLR Security ID: 343412102
Meeting Date: MAY 2, 2007 Meeting Type: Annual
Record Date: MAR 7, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director James T. Hackett For For Management
2 Elect Director Kent Kresa For For Management
3 Elect Director Lord Robin W. Renwick For For Management
4 Elect Director Peter S. Watson For For Management
5 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
GILEAD SCIENCES, INC.
Ticker: GILD Security ID: 375558103
Meeting Date: MAY 9, 2007 Meeting Type: Annual
Record Date: MAR 22, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Paul Berg For For Management
1.2 Elect Director John F. Cogan For For Management
1.3 Elect Director Etienne F. Davignon For For Management
1.4 Elect Director James M. Denny For For Management
1.5 Elect Director Carla A. Hills For For Management
1.6 Elect Director John W. Madigan For For Management
1.7 Elect Director John C. Martin For For Management
1.8 Elect Director Gordon E. Moore For For Management
1.9 Elect Director Nicholas Moore For For Management
1.10 Elect Director Gayle E. Wilson For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Amend Qualified Employee Stock Purchase For For Management
Plan
- --------------------------------------------------------------------------------
GOODRICH CORPORATION
Ticker: GR Security ID: 382388106
Meeting Date: APR 24, 2007 Meeting Type: Annual
Record Date: MAR 5, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Diane C. Creel For For Management
1.2 Elect Director George A. Davidson, Jr. For For Management
1.3 Elect Director Harris E. DeLoach, Jr. For For Management
Page 25
1.4 Elect Director James W. Griffith For For Management
1.5 Elect Director William R. Holland For For Management
1.6 Elect Director John P. Jumper For For Management
1.7 Elect Director Marshall O. Larsen For For Management
1.8 Elect Director Lloyd W. Newton For For Management
1.9 Elect Director Douglas E. Olesen For For Management
1.10 Elect Director Alfred M. Rankin, Jr. For For Management
1.11 Elect Director A. Thomas Young For For Management
2 Ratify Auditors For For Management
3 Pay For Superior Performance Against Against Shareholder
- --------------------------------------------------------------------------------
HEWLETT-PACKARD CO.
Ticker: HPQ Security ID: 428236103
Meeting Date: MAR 14, 2007 Meeting Type: Annual
Record Date: JAN 16, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director L.T. Babbio, Jr. For For Management
2 Elect Director S.M. Baldauf For For Management
3 Elect Director R.A. Hackborn For For Management
4 Elect Director J.H. Hammergren For For Management
5 Elect Director M.V. Hurd For For Management
6 Elect Director R.L. Ryan For For Management
7 Elect Director L.S. Salhany For For Management
8 Elect Director G.K.Thompson For For Management
9 Ratify Auditors For For Management
10 Require Director Nominee Qualifications Against Against Shareholder
11 Separate Chairman and CEO Positions Against Against Shareholder
12 Submit Shareholder Rights Plan (Poison Against Against Shareholder
Pill) to Shareholder Vote
13 Performance-Based Equity Awards Against Against Shareholder
- --------------------------------------------------------------------------------
LYONDELL CHEMICAL CO.
Ticker: LYO Security ID: 552078107
Meeting Date: MAY 3, 2007 Meeting Type: Annual
Record Date: MAR 5, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Carol A. Anderson For For Management
1.2 Elect Director Susan K. Carter For For Management
1.3 Elect Director Stephen I. Chazen For For Management
1.4 Elect Director Travis Engen For For Management
1.5 Elect Director Paul S. Halata For For Management
1.6 Elect Director Danny W. Huff For For Management
1.7 Elect Director David J. Lesar For For Management
1.8 Elect Director David J.P. Meachin For For Management
1.9 Elect Director Daniel J. Murphy For For Management
1.10 Elect Director Dan F. Smith For For Management
1.11 Elect Director William R. Spivey For For Management
2 Ratify Auditors For For Management
3 Report on Political Contributions Against Against Shareholder
- --------------------------------------------------------------------------------
Page 26
MEMC ELECTRONIC MATERIALS, INC.
Ticker: WFR Security ID: 552715104
Meeting Date: OCT 25, 2006 Meeting Type: Annual
Record Date: SEP 13, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert J. Boehlke For For Management
1.2 Elect Director C. Douglas Marsh For For Management
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NEWELL RUBBERMAID INC.
Ticker: NWL Security ID: 651229106
Meeting Date: MAY 8, 2007 Meeting Type: Annual
Record Date: MAR 15, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Scott S. Cowen For For Management
1.2 Elect Director Cynthia A. Montgomery For For Management
1.3 Elect Director Gordon R. Sullivan For For Management
1.4 Elect Director Michael A. Todman For For Management
2 Ratify Auditors For For Management
3 Adopt Simple Majority Vote Against Against Shareholder
4 Require a Majority Vote for the Election Against Against Shareholder
of Directors
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NII HOLDINGS, INC.
Ticker: NIHD Security ID: 62913F201
Meeting Date: MAY 16, 2007 Meeting Type: Annual
Record Date: APR 5, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John Donovan For For Management
1.2 Elect Director Steven P. Dussek For For Management
1.3 Elect Director Steven M. Shindler For For Management
2 Ratify Auditors For For Management
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NVIDIA CORPORATION
Ticker: NVDA Security ID: 67066G104
Meeting Date: JUN 21, 2007 Meeting Type: Annual
Record Date: APR 23, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James C. Gaither For For Management
1.2 Elect Director Jen-Hsun Huang For For Management
1.3 Elect Director A. Brooke Seawell For For Management
2 Approve Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
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Page 27
ORACLE CORP.
Ticker: ORCL Security ID: 68389X105
Meeting Date: OCT 9, 2006 Meeting Type: Annual
Record Date: AUG 14, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jeffrey O. Henley For For Management
1.2 Elect Director Lawrence J. Ellison For For Management
1.3 Elect Director Donald L. Lucas For For Management
1.4 Elect Director Michael J. Boskin For For Management
1.5 Elect Director Jack F. Kemp For For Management
1.6 Elect Director Jeffrey S. Berg For For Management
1.7 Elect Director Safra A. Catz For For Management
1.8 Elect Director Hector Garcia-Molina For For Management
1.9 Elect Director H. Raymond Bingham For For Management
1.10 Elect Director Charles E Phillips, Jr. For For Management
1.11 Elect Director Naomi O. Seligman For For Management
2 Approve Executive Incentive Bonus Plan For For Management
3 Ratify Auditors For For Management
4 Amend Non-Employee Director Omnibus Stock For For Management
Plan
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PRECISION CASTPARTS CORP.
Ticker: PCP Security ID: 740189105
Meeting Date: AUG 16, 2006 Meeting Type: Annual
Record Date: JUN 23, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mark Donegan For For Management
1.2 Elect Director Vernon E. Oechsle For For Management
2 Increase Authorized Common Stock For For Management
3 Approve Omnibus Stock Plan For For Management
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ROCKWELL COLLINS, INC.
Ticker: COL Security ID: 774341101
Meeting Date: FEB 13, 2007 Meeting Type: Annual
Record Date: DEC 15, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director D.R. Beall For For Management
1.2 Elect Director M. Donegan For For Management
1.3 Elect Director A.J. Policano For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
SEAGATE TECHNOLOGY
Ticker: STX Security ID: G7945J104
Meeting Date: OCT 26, 2006 Meeting Type: Annual
Record Date: SEP 1, 2006
# Proposal Mgt Rec Vote Cast Sponsor
Page 28
1 ELECT FRANK J. BIONDI, JR. AS A DIRECTOR. For For Management
2 ELECT WILLIAM W. BRADLEY AS A DIRECTOR. For For Management
3 ELECT MICHAEL R. CANNON AS A DIRECTOR. For For Management
4 ELECT JAMES A. DAVIDSON AS A DIRECTOR. For For Management
5 ELECT DONALD E. KIERNAN AS A DIRECTOR. For For Management
6 ELECT STEPHEN J. LUCZO AS A DIRECTOR. For For Management
7 ELECT DAVID F. MARQUARDT AS A DIRECTOR. For For Management
8 ELECT LYDIA M. MARSHALL AS A DIRECTOR. For For Management
9 ELECT C.S. PARK AS A DIRECTOR. For For Management
10 ELECT GREGORIO REYES AS A DIRECTOR. For For Management
11 ELECT JOHN W. THOMPSON AS A DIRECTOR. For For Management
12 ELECT WILLIAM D. WATKINS AS A DIRECTOR. For For Management
13 APPROVE AN INCREASE IN SHARES ELIGIBLE For For Management
FOR ISSUANCE UNDER 2004 STOCK
COMPENSATION PLAN IN THE AMOUNT OF 36
MILLION SHARES.
14 APPROVE AN INCREASE IN THE ISSUABLE For For Management
SHARES FOR PURCHASE UNDER EMPLOYEE STOCK
PURCHASE PLAN IN THE AMOUNT OF 10 MILLION
SHARES.
15 RATIFY THE APPOINTMENT OF ERNST & YOUNG For For Management
LLP TO SERVE AS INDEPENDENT REGISTERED
ACCOUNTING FIRM.
- --------------------------------------------------------------------------------
THERMO FISHER SCIENTIFIC INC.
Ticker: TMO Security ID: 883556102
Meeting Date: MAY 15, 2007 Meeting Type: Annual
Record Date: MAR 29, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Marijn E. Dekkers For For Management
2 Approve Qualified Employee Stock Purchase For For Management
Plan
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
WASTE MANAGEMENT, INC.
Ticker: WMI Security ID: 94106L109
Meeting Date: MAY 4, 2007 Meeting Type: Annual
Record Date: MAR 9, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Pastora San Juan Cafferty For For Management
2 Elect Director Frank M. Clark, Jr. For For Management
3 Elect Director Patrick W. Gross For For Management
4 Elect Director Thomas I. Morgan For For Management
5 Elect Director John C. Pope For For Management
6 Elect Director W. Robert Reum For For Management
7 Elect Director Steven G. Rothmeier For For Management
8 Elect Director David P. Steiner For For Management
9 Elect Director Thomas H. Weidemeyer For For Management
10 Ratify Auditors For For Management
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Page 29
YAHOO!, INC.
Ticker: YHOO Security ID: 984332106
Meeting Date: JUN 12, 2007 Meeting Type: Annual
Record Date: APR 16, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Terry S. Semel For For Management
2 Elect Director Jerry Yang For For Management
3 Elect Director Roy J. Bostock For For Management
4 Elect Director Ronald W. Burkle For For Management
5 Elect Director Eric Hippeau For For Management
6 Elect Director Vyomesh Joshi For For Management
7 Elect Director Arthur H. Kern For For Management
8 Elect Director Robert A. Kotick For For Management
9 Elect Director Edward R. Kozel For For Management
10 Elect Director Gary L. Wilson For For Management
11 Amend Omnibus Stock Plan For For Management
12 Amend Qualified Employee Stock Purchase For For Management
Plan
13 Ratify Auditors For For Management
14 Pay For Superior Performance Against Against Shareholder
15 Adopt Policies to Protect Freedom of Against Against Shareholder
Access to the Internet
16 Amend Bylaws to Establish a Board Against Against Shareholder
Committee on Human Rights
========== END NPX REPORT=
Page 30
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 BRANDYWINE BLUE FUND, INC.
------------------------------------------------------------
By (Signature and Title) * WILLIAM F. D'ALONZO, PRESIDENT
-------------------------------------------
Date AUGUST 20, 2007
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