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 811-08861 MORGAN STANLEY VALUE FUND (Exact name of registrant as specified in charter) 522 Fifth Avenue, New York, New York 10036 (Address of principal executive offices) (Zip code) Amy Doberman, Esq. Managing Director Morgan Stanley Investment Advisors Inc. 522 Fifth Avenue New York, New York 10036 (Name and address of agent for service) Registrant's telephone number, including area code: 800-869-6397 Date of fiscal year end: 9/30 Date of reporting period: 7/1/07 -- 6/30/08 ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-08861 Reporting Period: 07/01/2007 - 06/30/2008 Morgan Stanley Value Fund ========================== MORGAN STANLEY VALUE FUND =========================== ABBOTT LABORATORIES Ticker: ABT Security ID: 002824100 Meeting Date: APR 25, 2008 Meeting Type: Annual Record Date: FEB 26, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director R.S. Austin For For Management 1.2 Elect Director W.M. Daley For For Management 1.3 Elect Director W.J. Farrell For For Management 1.4 Elect Director H.L. Fuller For For Management 1.5 Elect Director W.A. Osborn For For Management 1.6 Elect Director D.A.L. Owen For For Management 1.7 Elect Director B. Powell, Jr. For For Management 1.8 Elect Director W.A. Reynolds For For Management 1.9 Elect Director R.S. Roberts For For Management 1.10 Elect Director S.C. Scott, III For For Management 1.11 Elect Director W.D. Smithburg For For Management 1.12 Elect Director G.F. Tilton For For Management 1.13 Elect Director M.D. White For For Management 2 Ratify Auditors For For Management 3 Amend Human Rights Policy to Address Against Against Shareholder Access to Medicines 4 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- ALCATEL LUCENT Ticker: ALU Security ID: 013904305 Meeting Date: MAY 30, 2008 Meeting Type: Annual/Special Record Date: APR 23, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Approve Financial Statements and For For Management Statutory Reports 2 Accept Consolidated Financial Statements For For Management and Statutory Reports 3 Approve Treatment of Losses For For Management 4 Appoint Jean-Pierre Desbois as Censor For For Management 5 Appoint Patrick Hauptmann as Censor For For Management 6 Approve Special Auditors' Report For For Management Regarding Related-Party Transactions 7 Approve Transaction with Patricia Russo For For Management Regarding Severance Payments 8 Authorize Repurchase of Up to 10 Percent For For Management of Issued Share Capital 9 Approve Reduction in Share Capital via For For Management Cancellation of Repurchased Shares 10 Authorize up to 1 Percent of Issued For For Management Capital for Use in Restricted Stock Plan 11 Approve Stock Option Plans Grants For For Management 12 Approve Employee Stock Purchase Plan For For Management 13 Amend Article 17 of Bylaws : Removal of For For Management the Qualified Majority Rule for Dismissal and Appointment of the Chairman and the CEO, Amend Consequently Articles 15 and 18 and Update Article 12 14 Authorize Filing of Required For For Management Documents/Other Formalities 15 Amendments or New Resolutions Proposed at For For Management the Meeting - -------------------------------------------------------------------------------- ALCOA INC. Ticker: AA Security ID: 013817101 Meeting Date: MAY 8, 2008 Meeting Type: Annual Record Date: FEB 11, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Joseph T. Gorman For For Management 1.2 Elect Director Klaus Kleinfeld For For Management 1.3 Elect Director James W. Owens For For Management 1.4 Elect Director Ratan N. Tata For For Management 2 Ratify Auditor For For Management 3 Report on Global Warming Against Against Shareholder - -------------------------------------------------------------------------------- ALTRIA GROUP, INC. Ticker: MO Security ID: 02209S103 Meeting Date: MAY 28, 2008 Meeting Type: Annual Record Date: APR 4, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Elizabeth E. Bailey For For Management 2 Elect Director Gerald L. Baliles For For Management 3 Elect Director Dinyar S. Devitre For For Management 4 Elect Director Thomas F. Farrell II For For Management 5 Elect Director Robert E. R. Huntley For For Management 6 Elect Director Thomas W. Jones For For Management 7 Elect Director George Munoz For For Management 8 Elect Director Michael E. Szymanczyk For For Management 9 Ratify Auditors For For Management 10 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 11 Provide for Cumulative Voting Against Against Shareholder 12 Adopt the Marketing and Advertising Against Against Shareholder Provisions of the U.S. Master Settlement Agreement Globally 13 Cease Advertising Campaigns Oriented to Against Against Shareholder Prevent Youth Smoking 14 Implement the "Two Cigarette" Marketing Against Against Shareholder Approach 15 Adopt Principles for Health Care Reform Against Against Shareholder - -------------------------------------------------------------------------------- AMERICAN INTERNATIONAL GROUP, INC. Ticker: AIG Security ID: 026874107 Meeting Date: MAY 14, 2008 Meeting Type: Annual Record Date: MAR 28, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Stephen F. Bollenbach For For Management 2 Elect Director Martin S. Feldstein For For Management 3 Elect Director Ellen V. Futter For For Management 4 Elect Director Richard C. Holbrooke For For Management 5 Elect Director Fred H. Langhammer For For Management 6 Elect Director George L. Miles, Jr. For For Management 7 Elect Director Morris W. Offit For For Management 8 Elect Director James F. Orr, III For For Management 9 Elect Director Virginia M. Rometty For For Management 10 Elect Director Martin J. Sullivan For For Management 11 Elect Director Michael H. Sutton For For Management 12 Elect Director Edmund S.W. Tse For For Management 13 Elect Director Robert B. Willumstad For For Management 14 Ratify Auditors For For Management 15 Report on Human Rights Policies Relating Against Against Shareholder to Water Use 16 Report on Political Contributions Against Against Shareholder - -------------------------------------------------------------------------------- ANHEUSER-BUSCH COMPANIES, INC. Ticker: BUD Security ID: 035229103 Meeting Date: APR 23, 2008 Meeting Type: Annual Record Date: FEB 29, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director August A. Busch III For For Management 1.2 Elect Director August A. Busch IV For For Management 1.3 Elect Director Carlos Fernandez G. For For Management 1.4 Elect Director James R. Jones For For Management 1.5 Elect Director Joyce M. Roche For For Management 1.6 Elect Director Henry Hugh Shelton For For Management 1.7 Elect Director Patrick T. Stokes For For Management 1.8 Elect Director Andrew C. Taylor For For Management 1.9 Elect Director Douglas A. Warner III For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management 4 Report on Charitable Contributions Against Against Shareholder 5 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 6 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- AT&T INC Ticker: T Security ID: 00206R102 Meeting Date: APR 25, 2008 Meeting Type: Annual Record Date: FEB 27, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Randall L. Stephenson For For Management 2 Elect Director William F. Aldinger III For For Management 3 Elect Director Gilbert F. Amelio For For Management 4 Elect Director Reuben V. Anderson For For Management 5 Elect Director James H. Blanchard For For Management 6 Elect Director August A. Busch III For For Management 7 Elect Director James P. Kelly 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 Joyce M. Roche For For Management 13 Elect Director Laura D' Andrea Tyson For For Management 14 Elect Director Patricia P. Upton For For Management 15 Ratify Auditors For For Management 16 Report on Political Contributions Against For Shareholder 17 Exclude Pension Credits from Earnings Against For Shareholder Performance Measure 18 Independent Lead Director Against For Shareholder 19 Establish SERP Policy Against For Shareholder 20 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- BANK OF AMERICA CORP. Ticker: BAC Security ID: 060505104 Meeting Date: APR 23, 2008 Meeting Type: Annual Record Date: FEB 27, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director William Barnet, III For For Management 2 Elect Director Frank P. Bramble, Sr. For For Management 3 Elect Director John T. Collins For For Management 4 Elect Director Gary L. Countryman For For Management 5 Elect Director Tommy R. Franks For For Management 6 Elect Director Charles K. Gifford For For Management 7 Elect Director Kenneth D. Lewis For For Management 8 Elect Director Monica C. Lozano For For Management 9 Elect Director Walter E. Massey For For Management 10 Elect Director Thomas J. May For For Management 11 Elect Director Patricia E. Mitchell For For Management 12 Elect Director Thomas M. Ryan For For Management 13 Elect Director O. Temple Sloan, Jr. For For Management 14 Elect Director Meredith R. Spangler For For Management 15 Elect Director Robert L. Tillman For For Management 16 Elect Director Jackie M. Ward For Against Management 17 Ratify Auditors For For Management 18 Limit/Prohibit Executive Stock-Based Against Against Shareholder Awards 19 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 20 Limit Executive Compensation Against Against Shareholder 21 Provide for Cumulative Voting Against Against Shareholder 22 Independent Board Chairman Against Against Shareholder 23 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 24 Report on the Equator Principles Against Against Shareholder 25 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights - -------------------------------------------------------------------------------- BANK OF NEW YORK MELLON CORP., THE Ticker: BK Security ID: 064058100 Meeting Date: APR 8, 2008 Meeting Type: Annual Record Date: FEB 8, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Frank J. Biondi, Jr. For For Management 1.2 Elect Director Ruth E. Bruch For For Management 1.3 Elect Director Nicholas M. Donofrio For For Management 1.4 Elect Director Steven G. Elliott For For Management 1.5 Elect Director Gerald L. Hassell For For Management 1.6 Elect Director Edmund F. Kelly For For Management 1.7 Elect Director Robert P. Kelly For For Management 1.8 Elect Director Richard J. Kogan For For Management 1.9 Elect Director Michael J. Kowalski For For Management 1.10 Elect Director John A. Luke, Jr. For For Management 1.11 Elect Director Robert Mehrabian For For Management 1.12 Elect Director Mark A. Nordenberg For For Management 1.13 Elect Director Catherine A. Rein For For Management 1.14 Elect Director Thomas A. Renyi For For Management 1.15 Elect Director William C. Richardson For For Management 1.16 Elect Director Samuel C. Scott III For For Management 1.17 Elect Director John P. Surma For For Management 1.18 Elect Director Wesley W. von Schack For For Management 2 Approve Omnibus Stock Plan For For Management 3 Approve Nonqualified Employee Stock For For Management Purchase Plan 4 Approve Executive Incentive Bonus Plan For For Management 5 Ratify Auditors For For Management 6 Restore or Provide for Cumulative Voting Against Against Shareholder 7 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation - -------------------------------------------------------------------------------- BARCLAYS PLC Ticker: BCS Security ID: 06738E204 Meeting Date: SEP 14, 2007 Meeting Type: Special Record Date: AUG 6, 2007 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 TO APPROVE THE PROPOSED MERGER For Against Management 2 TO APPROVE THE CREATION OF PREFERENCE For Against Management SHARES 3 TO RENEW THE AUTHORITY GIVEN TO THE For Against Management DIRECTORS TO ALLOT SECURITIES 4 TO RENEW THE AUTHORITY GIVEN TO THE For Against Management DIRECTORS TO ALLOT EQUITY SECURITIES FOR CASH OTHER THAN ON A PRO-RATA BASIS TO SHAREHOLDERS AND TO SELL TREASURY SHARES 5 TO RENEW THE COMPANY S AUTHORITY TO For Against Management PURCHASE ITS OWN SHARES 6 TO CANCEL THE SHARE PREMIUM ACCOUNT For Against Management 7 TO APPROVE THE PASSING AND IMPLEMENTATION For Against Management OF RESOLUTION 2 AT THE EXTRAORDINARY GENERAL MEETING RELATING TO THE PREFERENCE SHARES AND TO CONSENT TO ANY RESULTING CHANGE IN THE RIGHTS OF ORDINARY SHARES - -------------------------------------------------------------------------------- BARCLAYS PLC Ticker: BCS Security ID: 06738E204 Meeting Date: APR 24, 2008 Meeting Type: Annual/Special Record Date: MAR 19, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 TO RECEIVE THE DIRECTORS AND AUDITORS For For Management REPORTS AND THE AUDITED ACCOUNTS FOR THE YEAR ENDED 31ST DECEMBER 2007. 2 TO APPROVE THE DIRECTORS REMUNERATION For For Management REPORT FOR THE YEAR ENDED 31ST DECEMBER 2007. 3 THAT DAVID BOOTH BE RE-ELECTED A DIRECTOR For For Management OF THE COMPANY. 4 THAT SIR MICHAEL RAKE BE RE-ELECTED A For For Management DIRECTOR OF THE COMPANY. 5 THAT PATIENCE WHEATCROFT BE RE-ELECTED A For For Management DIRECTOR OF THE COMPANY. 6 THAT FULVIO CONTI BE RE-ELECTED A For For Management DIRECTOR OF THE COMPANY. 7 THAT GARY HOFFMAN BE RE-ELECTED A For For Management DIRECTOR OF THE COMPANY. 8 THAT SIR JOHN SUNDERLAND BE RE-ELECTED A For For Management DIRECTOR OF THE COMPANY. 9 THAT SIR NIGEL RUDD BE RE-ELECTED A For For Management DIRECTOR OF THE COMPANY. 10 Ratify Auditors For For Management 11 TO AUTHORISE THE DIRECTORS TO SET THE For For Management REMUNERATION OF THE AUDITORS. 12 TO AUTHORISE THE COMPANY TO MAKE For For Management POLITICAL DONATIONS AND INCUR POLITICAL EXPENDITURE. 13 TO RENEW THE AUTHORITY GIVEN TO THE For For Management DIRECTORS TO ALLOT SECURITIES. 14 TO RENEW THE AUTHORITY GIVEN TO THE For For Management DIRECTORS TO ALLOT SECURITIES FOR CASH OTHER THAN ON A PRO-RATA BASIS TO SHAREHOLDERS AND TO SELL TREASURY SHARES. 15 TO RENEW THE COMPANY S AUTHORITY TO For For Management PURCHASE ITS OWN SHARES. 16 TO AUTHORISE THE OFF-MARKET PURCHASE OF For For Management STAFF SHARES. 17 TO AUTHORISE THE CREATION OF PREFERENCE For For Management SHARES. 18 TO ADOPT NEW ARTICLES OF ASSOCIATION. For For Management 19 TO APPROVE THE PASSING AND IMPLEMENTATION For For Management OF RESOLUTION 17 AT THE ANNUAL GENERAL MEETING RELATING TO THE PREFERNCE SHARES AND TO CONSENT TO ANY RESULTING CHANGE IN THE RIGHTS OF ORDINARY SHARES. - -------------------------------------------------------------------------------- BERKSHIRE HATHAWAY INC. Ticker: BRK.A Security ID: 084670207 Meeting Date: MAY 3, 2008 Meeting Type: Annual Record Date: MAR 5, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Warren E. Buffett For For Management 1.2 Elect Director Charles T. Munger For For Management 1.3 Elect Director Howard G. Buffett For For Management 1.4 Elect Director Susan L. Decker For For Management 1.5 Elect Director William H. Gates III For For Management 1.6 Elect Director David S. Gottesman For For Management 1.7 Elect Director Charlotte Guyman For For Management 1.8 Elect Director Donald R. Keough For For Management 1.9 Elect Director Thomas S. Murphy For For Management 1.10 Elect Director Ronald L. Olson For For Management 1.11 Elect Director Walter Scott, Jr. For For Management - -------------------------------------------------------------------------------- BOSTON SCIENTIFIC CORP. Ticker: BSX Security ID: 101137107 Meeting Date: MAY 6, 2008 Meeting Type: Annual Record Date: MAR 7, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Ursula M. Burns For Withhold Management 1.2 Elect Director Warren B. Rudman For For Management 1.3 Elect Director James R. Tobin For For Management 1.4 Elect Director Nancy-Ann DeParle For For Management 1.5 Elect Director J. Raymond Elliott For For Management 1.6 Elect Director Marye Anne Fox For Withhold Management 1.7 Elect Director Ray J. Groves For For Management 1.8 Elect Director N.J. Nicholas, Jr. For Withhold Management 1.9 Elect Director Pete M. Nicholas For For Management 1.10 Elect Director John E. Pepper For Withhold Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management 4 Other Business For Against Management - -------------------------------------------------------------------------------- BRISTOL-MYERS SQUIBB CO. Ticker: BMY Security ID: 110122108 Meeting Date: MAY 6, 2008 Meeting Type: Annual Record Date: MAR 10, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Lewis B. Campbell For For Management 2 Elect Director James M. Cornelius For For Management 3 Elect Director Louis J. Freeh For For Management 4 Elect Director Laurie H. Glimcher For For Management 5 Elect Director Michael Grobstein For For Management 6 Elect Director Leif Johansson For For Management 7 Elect Director Alan J. Lacey For For Management 8 Elect Director Vicki L. Sato For For Management 9 Elect Director Togo D. West, Jr. For For Management 10 Elect Director R. Sanders Williams For For Management 11 Ratify Auditors For For Management 12 Increase Disclosure of Executive Against Against Shareholder Compensation - -------------------------------------------------------------------------------- CADBURY SCHWEPPES PLC Ticker: CSG Security ID: 127209302 Meeting Date: APR 11, 2008 Meeting Type: Annual/Special Record Date: MAR 20, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 TO CONSIDER, AND IF THOUGHT FIT, TO For For Management APPROVE (WITH OR WITHOUT MODIFICATION) THE SCHEME OF ARRANGEMENT REFERRED TO IN THE NOTICE OF COURT MEETING DATED 19 MARCH, 2008. 2 TO APPROVE THE SCHEME OF ARRANGEMENT For For Management (WITH OR WITHOUT MODIFICATION), THE AMENDMENTS TO THE ARTICLES OF ASSOCIATION AND OTHER RELATED MATTERS. 3 TO APPROVE, SUBJECT TO THE PASSING OF For For Management RESOLUTION 1, THE DEMERGER OF AMERICAS BEVERAGES, INCLUDING THE CADBURY PLC REDUCTION OF CAPITAL AND THE ENTRY INTO THE DEMERGER AGREEMENTS. 4 TO APPROVE THE PROPOSED CADBURY PLC For For Management REDUCTION OF CAPITAL (AS DEFINED IN THE CIRCULAR AND DESCRIBED IN PART II EXPLANATORY STATEMENT OF THE CIRCULAR). 5 TO APPROVE, SUBJECT TO THE PASSING OF For For Management RESOLUTIONS 1 AND 2, THE AMENDMENTS TO THE EXECUTIVE SHARE SCHEMES. 6 TO APPROVE, SUBJECT TO THE PASSING OF For For Management RESOLUTION 1, THE ESTABLISHMENT BY CADBURY PLC OF THE CADBURY PLC 2008 SHARE OPTION PLAN, THE CADBURY PLC 2008 LONG TERM INCENTIVE PLAN, THE CADBURY PLC 2008 BONUS SHARE RETENTION PLAN AND THE CADBURY PLC 2008 INTERN 7 TO APPROVE, SUBJECT TO THE PASSING OF For For Management RESOLUTION 1, THE ESTABLISHMENT BY CADBURY PLC OF THE CADBURY PLC 2008 SAVINGS RELATED SHARE OPTION SCHEME, THE CADBURY PLC 2008 IRISH SAVINGS RELATED SHARE OPTION SCHEME, THE CADBURY PLC 2008 IRISH AVC SAVINGS 8 TO APPROVE, SUBJECT TO THE PASSING OF For For Management RESOLUTION 1, THE ESTABLISHMENT BY CADBURY PLC OF ADDITIONAL SHARE SCHEMES TO THOSE MENTIONED IN RESOLUTIONS 4 AND 6 FOR THE BENEFIT OF OVERSEAS EMPLOYEES OF CADBURY PLC AND ITS SUBSIDIARIES. 9 TO APPROVE, SUBJECT TO THE PASSING OF For For Management RESOLUTION 1 AND 5, THE INCREASE IN THE MAXIMUM VALUE OF AN ANNUAL AWARD UNDER THE CADBURY PLC 2008 LONG TERM INCENTIVE PLAN TO 300% OF BASIC PAY. 10 TO RECEIVE THE 2007 FINANCIAL STATEMENTS For For Management AND THE 2007 ANNUAL REPORT AND ACCOUNTS. 11 TO DECLARE THE FINAL DIVIDEND. For For Management 12 TO APPROVE THE DIRECTOR'S REMUNERATION For For Management REPORT. 13 TO RE-APPOINT WOLFGANG BERNDT AS A For For Management DIRECTOR. 14 TO RE-APPOINT LORD PATTEN AS A DIRECTOR. For For Management 15 TO RE-APPOINT BOB STACK AS A DIRECTOR. For For Management 16 TO RE-APPOINT GUY ELLIOTT AS A DIRECTOR. For For Management 17 TO RE-APPOINT ELLEN MARRAM AS A DIRECTOR. For For Management 18 Ratify Auditors For For Management 19 TO AUTHORISE THE DIRECTORS TO SET THE For For Management AUDITORS FEES. 20 TO AUTHORISE THE DIRECTORS TO ALLOT For For Management FURTHER SHARES. 21 TO DISAPPLY PRE-EMPTION RIGHTS. For For Management 22 TO AUTHORISE THE COMPANY TO BUY BACK For For Management SHARES. - -------------------------------------------------------------------------------- CARDINAL HEALTH, INC. Ticker: CAH Security ID: 14149Y108 Meeting Date: NOV 7, 2007 Meeting Type: Annual Record Date: SEP 10, 2007 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Colleen F. Arnold For For Management 1.2 Elect Director R. Kerry Clark For For Management 1.3 Elect Director George H. Conrades For Withhold Management 1.4 Elect Director Calvin Darden For For Management 1.5 Elect Director John F. Finn For Withhold Management 1.6 Elect Director Philip L. Francis For For Management 1.7 Elect Director Gregory B. Kenny For For Management 1.8 Elect Director Richard C. Notebaert For For Management 1.9 Elect Director David W. Raisbeck For For Management 1.10 Elect Director Robert D. Walter For Withhold Management 2 Ratify Auditors For For Management 3 Reduce Supermajority Vote Requirement For For Management 4 Approve Non-Employee Director Omnibus For For Management Stock Plan 5 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 6 Performance-Based Equity Awards Against For Shareholder - -------------------------------------------------------------------------------- CHUBB CORP., THE Ticker: CB Security ID: 171232101 Meeting Date: APR 29, 2008 Meeting Type: Annual Record Date: MAR 10, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Zoe Baird For For Management 2 Elect Director Sheila P. Burke For For Management 3 Elect Director James I. Cash, Jr. For For Management 4 Elect Director Joel J. Cohen For For Management 5 Elect Director John D. Finnegan For For Management 6 Elect Director Klaus J. Mangold For For Management 7 Elect Director Martin G. McGuinn For For Management 8 Elect Director Lawrence M. Small For For Management 9 Elect Director Jess Soderberg For For Management 10 Elect Director Daniel E. Somers For For Management 11 Elect Director Karen Hastie Williams For For Management 12 Elect Director Alfred W. Zollar For For Management 13 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CISCO SYSTEMS, INC. Ticker: CSCO Security ID: 17275R102 Meeting Date: NOV 15, 2007 Meeting Type: Annual Record Date: SEP 17, 2007 # 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 Dr. 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 Steven M. West For For Management 12 Elect Director Jerry Yang For For Management 13 Amend Omnibus Stock Plan For For Management 14 Approve Executive Incentive Bonus Plan For For Management 15 Ratify Auditors For For Management 16 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights 17 Pay For Superior Performance Against Against Shareholder 18 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 19 Report on Internet Fragmentation Against Against Shareholder - -------------------------------------------------------------------------------- CITIGROUP INC. Ticker: C Security ID: 172967101 Meeting Date: APR 22, 2008 Meeting Type: Annual Record Date: FEB 25, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director C. Michael Armstrong For Against Management 2 Elect Director Alain J.P. Belda For Against Management 3 Elect Director Sir Winfried Bischoff For For Management 4 Elect Director Kenneth T. Derr For For Management 5 Elect Director John M. Deutch For For Management 6 Elect Director Roberto Hernandez Ramirez For For Management 7 Elect Director Andrew N. Liveris For For Management 8 Elect Director Anne Mulcahy For For Management 9 Elect Director Vikram Pandit For For Management 10 Elect Director Richard D. Parsons For For Management 11 Elect Director Judith Rodin For For Management 12 Elect Director Robert E. Rubin For For Management 13 Elect Director Robert L. Ryan For For Management 14 Elect Director Franklin A. Thomas For For Management 15 Ratify Auditors For For Management 16 Disclose Prior Government Service Against Against Shareholder 17 Report on Political Contributions Against Against Shareholder 18 Limit Executive Compensation Against Against Shareholder 19 Require More Director Nominations Than Against Against Shareholder Open Seats 20 Report on the Equator Principles Against Against Shareholder 21 Adopt Employment Contract Principles Against For Shareholder 22 Amend GHG Emissions Policies to Limit Against Against Shareholder Coal Financing 23 Report on Human Rights Investment Against Against Shareholder Policies 24 Independent Board Chairman Against Against Shareholder 25 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 26 Indicate If You Would Like to Keep Your None For Management Vote Confidential Under Current Policy - -------------------------------------------------------------------------------- CLEAR CHANNEL COMMUNICATIONS, INC. Ticker: CCU Security ID: 184502102 Meeting Date: SEP 25, 2007 Meeting Type: Special Record Date: AUG 20, 2007 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management 3 Other Business For Against Management - -------------------------------------------------------------------------------- COCA-COLA COMPANY, THE Ticker: KO Security ID: 191216100 Meeting Date: APR 16, 2008 Meeting Type: Annual Record Date: FEB 22, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Herbert A. Allen For For Management 2 Elect Director Ronald W. Allen For For Management 3 Elect Director Cathleen P. Black For For Management 4 Elect Director Barry Diller For For Management 5 Elect Director Alexis M. Herman For For Management 6 Elect Director E. Neville Isdell For For Management 7 Elect Director Muhtar Kent For For Management 8 Elect Director Donald R. Keough For For Management 9 Elect Director Donald F. McHenry For For Management 10 Elect Director Sam Nunn For For Management 11 Elect Director James D. Robinson III For For Management 12 Elect Director Peter V. Ueberroth For For Management 13 Elect Director Jacob Wallenberg For For Management 14 Elect Director James B. Williams For For Management 15 Ratify Auditors For For Management 16 Approve Stock Option Plan For For Management 17 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 18 Independent Board Chairman Against Against Shareholder 19 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights - -------------------------------------------------------------------------------- COMCAST CORP. Ticker: CMCSA Security ID: 20030N101 Meeting Date: MAY 14, 2008 Meeting Type: Annual Record Date: MAR 6, 2008 # 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 Dr. Judith Rodin For For Management 1.13 Elect Director Michael I. Sovern For For Management 2 Ratify Auditors For For Management 3 Amend Restricted Stock Plan For For Management 4 Amend Stock Option Plan For For Management 5 Adopt Recapitalization Plan Against For Shareholder 6 Increase Disclosure of Executive Against Against Shareholder Compensation 7 Require More Director Nominations Than Against Against Shareholder Open Seats 8 Report on Pay Disparity Against Against Shareholder 9 Provide for Cumulative Voting for Class A Against For Shareholder Shareholders 10 Adopt Principles for Health Care Reform Against Against Shareholder 11 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- CVS CAREMARK CORP Ticker: CVS Security ID: 126650100 Meeting Date: MAY 7, 2008 Meeting Type: Annual Record Date: MAR 12, 2008 # 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 E. 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 Million 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 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 15 Adopt Anti Gross-up Policy Against For Shareholder 16 Report on Political Contributions Against For Shareholder - -------------------------------------------------------------------------------- DELL INC. Ticker: DELL Security ID: 24702R101 Meeting Date: DEC 4, 2007 Meeting Type: Annual Record Date: OCT 26, 2007 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Donald J. Carty For For Management 1.2 Elect Director Michael S. Dell For For Management 1.3 Elect Director William H. Gray, III For For Management 1.4 Elect Director Sallie L. Krawcheck For For Management 1.5 Elect Director Alan (A.G.) Lafley For For Management 1.6 Elect Director Judy C. Lewent For For Management 1.7 Elect Director Klaus S. Luft For For Management 1.8 Elect Director Thomas W. Luce, III For For Management 1.9 Elect Director Alex J. Mandl For For Management 1.10 Elect Director Michael A. Miles For For Management 1.11 Elect Director Samuel A. Nunn, Jr. For For Management 2 Ratify Auditors For Against Management 3 Amend Omnibus Stock Plan For For Management 4 Stock Retention/Holding Period Against For Shareholder 5 Declaration of Dividend Against Against Shareholder - -------------------------------------------------------------------------------- E.I. DU PONT DE NEMOURS & CO. Ticker: DD Security ID: 263534109 Meeting Date: APR 30, 2008 Meeting Type: Annual Record Date: MAR 5, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Richard H. Brown For For Management 1.2 Elect Director Robert A. Brown For For Management 1.3 Elect Director Bertrand P. Collomb For For Management 1.4 Elect Director Curtis J. Crawford For For Management 1.5 Elect Director Alexander M. Cutler For For Management 1.6 Elect Director John T. Dillon For For Management 1.7 Elect Director Eleuthere I. du Pont For For Management 1.8 Elect Director Marillyn A. Hewson For For Management 1.9 Elect Director Charles O. Holliday, Jr. For For Management 1.10 Elect Director Lois D. Juliber For For Management 1.11 Elect Director Sean O'Keefe For For Management 1.12 Elect Director William K. Reilly For For Management 2 Ratify Auditors For For Management 3 Report on Plant Closures Against Against Shareholder 4 Independent Board Chairman Against For Shareholder 5 Report on Global Warming Against Against Shareholder 6 Amend Human Rights Policies Against Against Shareholder 7 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- ELI LILLY AND CO. Ticker: LLY Security ID: 532457108 Meeting Date: APR 21, 2008 Meeting Type: Annual Record Date: FEB 15, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Michael L. Eskew For For Management 1.2 Elect Director Alfred G. Gilman For For Management 1.3 Elect Director Karen N. Horn For Withhold Management 1.4 Elect Director John C. Lechleiter For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors For For Management 4 Require a Majority Vote for the Election For For Management of Directors 5 Amend Omnibus Stock Plan For For Management 6 Report on Animal Testing Policies Against Against Shareholder 7 Amend Vote Requirements to Amend Against For Shareholder Articles/Bylaws/Charter 8 Reduce Supermajority Vote Requirement Against For Shareholder 9 Report on Political Contributions Against Against Shareholder - -------------------------------------------------------------------------------- FANNIE MAE Ticker: FNM Security ID: 313586109 Meeting Date: DEC 14, 2007 Meeting Type: Annual Record Date: OCT 22, 2007 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Stephen B. Ashley For For Management 1.2 Elect Director Dennis R. Beresford For For Management 1.3 Elect Director Louis J. Freeh For For Management 1.4 Elect Director Brenda J. Gaines For For Management 1.5 Elect Director Karen N. Horn, Ph.D. For For Management 1.6 Elect Director Bridget A. Macaskill For For Management 1.7 Elect Director Daniel H. Mudd For For Management 1.8 Elect Director Leslie Rahl For For Management 1.9 Elect Director John C. Sites, Jr. For For Management 1.10 Elect Director Greg C. Smith For For Management 1.11 Elect Director H. Patrick Swygert For For Management 1.12 Elect Director John K. Wulff For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 5 Restore or Provide for Cumulative Voting Against Against Shareholder - -------------------------------------------------------------------------------- FANNIE MAE Ticker: FNM Security ID: 313586109 Meeting Date: MAY 20, 2008 Meeting Type: Annual Record Date: MAR 21, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Directors Stephen B. Ashley For For Management 2 Elect Directors Dennis R. Beresford For For Management 3 Elect Directors Louis J. Freeh For For Management 4 Elect Directors Brenda J. Gaines For For Management 5 Elect Directors Karen N. Horn For For Management 6 Elect Directors Bridget A. Macaskill For For Management 7 Elect Directors Daniel H. Mudd For For Management 8 Elect Directors Leslie Rahl For For Management 9 Elect Directors John C. Sites, Jr. For For Management 10 Elect Directors Greg C. Smith For For Management 11 Elect Directors H. Patrick Swygert For For Management 12 Elect Directors John K. Wulff For For Management 13 Ratify Auditors For For Management 14 Provide for Cumulative Voting Against Against Shareholder - -------------------------------------------------------------------------------- FIRST DATA CORP. Ticker: FDC Security ID: 319963104 Meeting Date: JUL 31, 2007 Meeting Type: Special Record Date: JUN 21, 2007 # 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: SEP 27, 2007 Meeting Type: Annual Record Date: AUG 6, 2007 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 TO AUTHORIZE THE DIRECTORS OF FLEXTRONICS For For Management TO ALLOT AND ISSUE ITS ORDINARY SHARES PURSUANT TO THE AGREEMENT AND PLAN OF MERGER, DATED JUNE 4, 2007, AMONG FLEXTRONICS, SATURN MERGER CORP. AND SOLECTRON CORPORATION. 2 RE-ELECTION OF MR. JAMES A. DAVIDSON AS A For Against Management DIRECTOR OF FLEXTRONICS. 3 RE-ELECTION OF MR. LIP-BU TAN AS A For Against Management DIRECTOR OF FLEXTRONICS. 4 RE-APPOINTMENT OF MR. ROCKWELL A. For For Management SCHNABEL AS A DIRECTOR OF FLEXTRONICS. 5 Ratify Auditors For For Management 6 TO APPROVE THE GENERAL AUTHORIZATION FOR For For Management THE DIRECTORS OF FLEXTRONICS TO ALLOT AND ISSUE ORDINARY SHARES. 7 TO APPROVE THE CASH COMPENSATION PAYABLE For For Management TO FLEXTRONICS NON-EMPLOYEE DIRECTORS. 8 TO APPROVE THE RENEWAL OF THE SHARE For For Management PURCHASE MANDATE RELATING TO ACQUISITIONS BY FLEXTRONICS OF ITS OWN ISSUED ORDINARY SHARES. 9 TO APPROVE AN AMENDMENT TO THE 2001 For For Management EQUITY INCENTIVE PLAN TO INCREASE THE MAXIMUM NUMBER OF ORDINARY SHARES WHICH MAY BE ISSUED AS SHARE BONUSES BY 5,000,000 ORDINARY SHARES. 10 TO APPROVE AN AMENDMENT TO THE 2001 For For Management EQUITY INCENTIVE PLAN TO INCREASE THE NUMBER OF ORDINARY SHARES RESERVED FOR ISSUANCE BY 10,000,000 SHARES. - -------------------------------------------------------------------------------- FREDDIE MAC Ticker: FRE Security ID: 313400301 Meeting Date: JUN 6, 2008 Meeting Type: Annual Record Date: MAR 31, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Barbara T. Alexander For For Management 1.2 Elect Director Geoffrey T. Boisi For Withhold Management 1.3 Elect Director Michelle Engler For For Management 1.4 Elect Director Richard R. Glauber For For Management 1.5 Elect Director Richard Karl Goeltz For For Management 1.6 Elect Director Thomas S. Johnson For For Management 1.7 Elect Director Jerome P. Kenney For For Management 1.8 Elect Director William M. Lewis, Jr. For For Management 1.9 Elect Director Nicolas P. Retsinas For For Management 1.10 Elect Director Stephen A. Ross For Withhold Management 1.11 Elect Director Richard F. Syron For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- GENERAL ELECTRIC CO. Ticker: GE Security ID: 369604103 Meeting Date: APR 23, 2008 Meeting Type: Annual Record Date: FEB 25, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director James I. Cash, Jr. For For Management 2 Elect Director William M. Castell For For Management 3 Elect Director Ann M. Fudge For For Management 4 Elect Director Claudio X. Gonzalez For For Management 5 Elect Director Susan Hockfield For For Management 6 Elect Director Jeffrey R. Immelt For For Management 7 Elect Director Andrea Jung For For Management 8 Elect Director Alan G. Lafley For For Management 9 Elect Director Robert W. Lane For For Management 10 Elect Director Ralph S. Larsen For For Management 11 Elect Director Rochelle B. Lazarus For For Management 12 Elect Director James J. Mulva For For Management 13 Elect Director Sam Nunn For For Management 14 Elect Director Roger S. Penske For For Management 15 Elect Director Robert J. Swieringa For For Management 16 Elect Director Douglas A. Warner III For For Management 17 Ratify Auditors For For Management 18 Provide for Cumulative Voting Against Against Shareholder 19 Independent Board Chairman Against Against Shareholder 20 Claw-back of Payments under Restatements Against Against Shareholder 21 Adopt Policy on Overboarded Directors Against Against Shareholder 22 Report on Charitable Contributions Against Against Shareholder 23 Report on Global Warming Against Against Shareholder 24 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- GENWORTH FINANCIAL, INC. Ticker: GNW Security ID: 37247D106 Meeting Date: MAY 13, 2008 Meeting Type: Annual Record Date: MAR 18, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Frank J. Borelli For For Management 2 Elect Director Michael D. Fraizer For For Management 3 Elect Director Nancy J. Karch For For Management 4 Elect Director J. Robert ?Bob? Kerrey For For Management 5 Elect Director Risa J. Lavizzo-Mourey For For Management 6 Elect Director Saiyid T. Naqvi For For Management 7 Elect Director James A. Parke For For Management 8 Elect Director James S. Riepe For For Management 9 Elect Director Barrett A. Toan For For Management 10 Elect Director Thomas B. Wheeler For For Management 11 Ratify Auditors For For Management - -------------------------------------------------------------------------------- GLAXOSMITHKLINE PLC Ticker: GSK Security ID: 37733W105 Meeting Date: MAY 21, 2008 Meeting Type: Annual Record Date: MAR 12, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For Abstain Management 3 Elect Andrew Witty as Director For For Management 4 Elect Christopher Viehbacher as Director For For Management 5 Elect Sir Roy Anderson as Director For For Management 6 Re-elect Sir Christopher Gent as Director For For Management 7 Re-elect Sir Ian Prosser as Director For For Management 8 Re-elect Dr Ronaldo Schmitz as Director For For Management 9 Reappoint PricewaterhouseCoopers LLP as For For Management Auditors of the Company 10 Authorise the Audit Committee to Fix For For Management Remuneration of Auditors 11 Authorise the Company to Make Donations For For Management to EU Political Organisations up to GBP 50,000 and to Incur EU Political Expenditures up to GBP 50,000 12 Authorise Issue of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 456,791,387 13 Authorise Issue of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 68,525,560 14 Authorise 584,204,484 Ordinary Shares for For For Management Market Purchase 15 Adopt New Articles of Association For For Management - -------------------------------------------------------------------------------- HARTFORD FINANCIAL SERVICES GROUP, INC., THE Ticker: HIG Security ID: 416515104 Meeting Date: MAY 21, 2008 Meeting Type: Annual Record Date: MAR 24, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Ramani Ayer For For Management 2 Elect Director Ramon de Oliveira For For Management 3 Elect Director Trevor Fetter For For Management 4 Elect Director Edward J. Kelly, III For For Management 5 Elect Director Paul G. Kirk, Jr. For For Management 6 Elect Director Thomas M. Marra For For Management 7 Elect Director Gail J. McGovern For For Management 8 Elect Director Michael G. Morris For For Management 9 Elect Director Charles B. Strauss For For Management 10 Elect Director H. Patrick Swygert For For Management 11 Ratify Auditors For For Management - -------------------------------------------------------------------------------- HEWLETT-PACKARD CO. Ticker: HPQ Security ID: 428236103 Meeting Date: MAR 19, 2008 Meeting Type: Annual Record Date: JAN 22, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Lawrence T. Babbio, Jr. For For Management 2 Elect Director Sari M. Baldauf For For Management 3 Elect Director Richard A. Hackborn For For Management 4 Elect Director John H. Hammergren For For Management 5 Elect Director Mark V. Hurd For For Management 6 Elect Director Joel Z. Hyatt For For Management 7 Elect Director John R. Joyce For For Management 8 Elect Director Robert L. Ryan For For Management 9 Elect Director Lucille S. Salhany For For Management 10 Elect Director G. Kennedy Thompson For For Management 11 Ratify Auditors For For Management - -------------------------------------------------------------------------------- HOME DEPOT, INC. Ticker: HD Security ID: 437076102 Meeting Date: MAY 22, 2008 Meeting Type: Annual Record Date: MAR 24, 2008 # 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 Brian C. Cornell For For Management 9 Elect Director Bonnie G. Hill For For Management 10 Elect Director Karen L. Katen For For Management 11 Ratify Auditors For For Management 12 Amend Executive Incentive Bonus Plan For For Management 13 Amend Qualified Employee Stock Purchase For For Management Plan 14 Affirm Political Nonpartisanship Against Against Shareholder 15 Amend Articles/Bylaws/Charter -- Call Against Abstain Shareholder Special Meetings 16 Report on Employment Diversity Against Against Shareholder 17 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 18 Pay For Superior Performance Against Against Shareholder - -------------------------------------------------------------------------------- INTEL CORP. Ticker: INTC Security ID: 458140100 Meeting Date: MAY 21, 2008 Meeting Type: Annual Record Date: MAR 24, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Craig R. Barrett For For Management 2 Elect Director Charlene Barshefsky For For Management 3 Elect Director Carol A. Bartz For For Management 4 Elect Director Susan L. Decker For For Management 5 Elect Director Reed E. Hundt For For Management 6 Elect Director Paul S. Otellini For For Management 7 Elect Director James D. Plummer For For Management 8 Elect Director David S. Pottruck For For Management 9 Elect Director Jane E. Shaw For For Management 10 Elect Director John L. Thornton For For Management 11 Elect Director David B. Yoffie For For Management 12 Ratify Auditors For For Management 13 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Sustainability - -------------------------------------------------------------------------------- INTERNATIONAL BUSINESS MACHINES CORP. Ticker: IBM Security ID: 459200101 Meeting Date: APR 29, 2008 Meeting Type: Annual Record Date: FEB 29, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director C. Black For For Management 1.2 Elect Director W.R. Brody For For Management 1.3 Elect Director K.I. Chenault For For Management 1.4 Elect Director M.L. Eskew For For Management 1.5 Elect Director S.A. Jackson For For Management 1.6 Elect Director L.A. Noto For For Management 1.7 Elect Director J.W. Owens For For Management 1.8 Elect Director S.J. Palmisano For For Management 1.9 Elect Director J.E. Spero For For Management 1.10 Elect Director S. Taurel For For Management 1.11 Elect Director L.H. Zambrano For For Management 2 Ratify Auditors For For Management 3 Restore or Provide for Cumulative Voting Against Against Shareholder 4 Review Executive Compensation Against For Shareholder 5 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights 6 Amend Bylaw -- Call Special Meetings Against For Shareholder 7 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- INTERNATIONAL PAPER CO. Ticker: IP Security ID: 460146103 Meeting Date: MAY 12, 2008 Meeting Type: Annual Record Date: MAR 14, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Directors Samir G. Gibara For Withhold Management 1.2 Elect Directors John F. Turner For Withhold Management 1.3 Elect Directors Alberto Weisser For Withhold Management 1.4 Elect Directors J. Steven Whisler For Withhold Management 2 Ratify Auditors For For Management 3 Adopt Majority Voting for Uncontested For For Management Election of Directors 4 Declassify the Board of Directors For For Management 5 Eliminate Supermajority Vote Requirement For For Management 6 Eliminate Supermajority Vote Requirement For For Management Relating to Business Combinations 7 Reduce Supermajority Vote Requirement Against Against Shareholder 8 Report on Sustainable Forestry Against Against Shareholder - -------------------------------------------------------------------------------- J. C. PENNEY CO., INC (HLDG CO) Ticker: JCP Security ID: 708160106 Meeting Date: MAY 16, 2008 Meeting Type: Annual Record Date: MAR 17, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Colleen C. Barrett For For Management 2 Elect Director M. Anthony Burns For Against Management 3 Elect Director Maxine K. Clark For For Management 4 Elect Director Thomas J. Engibous For For Management 5 Elect Director Kent B. Foster For For Management 6 Elect Director Ken C. Hicks For For Management 7 Elect Director Leonard H. Roberts For For Management 8 Elect Director Javier G. Teruel For For Management 9 Elect Director Myron E. Ullman, III For For Management 10 Ratify Auditors For For Management 11 Submit Severance Agreement (Change in Against For Shareholder Control) to shareholder Vote - -------------------------------------------------------------------------------- JPMORGAN CHASE & CO. Ticker: JPM Security ID: 46625H100 Meeting Date: MAY 20, 2008 Meeting Type: Annual Record Date: MAR 21, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Crandall C. Bowles For For Management 2 Elect Director Stephen B. Burke For For Management 3 Elect Director David M. Cote For For Management 4 Elect Director James S. Crown For For Management 5 Elect Director James Dimon For For Management 6 Elect Director Ellen V. Futter For For Management 7 Elect Director William H. Gray, III For For Management 8 Elect Director Laban P. Jackson, Jr. For For Management 9 Elect Director Robert I. Lipp For For Management 10 Elect Director David C. Novak For For Management 11 Elect Director Lee R. Raymond For For Management 12 Elect Director William C. Weldon For For Management 13 Ratify Auditors For For Management 14 Amend Omnibus Stock Plan For For Management 15 Amend Executive Incentive Bonus Plan For For Management 16 Report on Government Service of Employees Against Against Shareholder 17 Report on Political Contributions Against Against Shareholder 18 Independent Board Chairman Against Against Shareholder 19 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 20 Require More Director Nominations Than Against Against Shareholder Open Seats 21 Report on Human Rights Investment Against Against Shareholder Policies 22 Report on Lobbying Activities Against Against Shareholder - -------------------------------------------------------------------------------- KIMBERLY-CLARK CORP. Ticker: KMB Security ID: 494368103 Meeting Date: APR 17, 2008 Meeting Type: Annual Record Date: FEB 18, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director John R. Alm For For Management 2 Elect Director John F. Bergstrom For For Management 3 Elect Director Robert W. Decherd For For Management 4 Elect Director Ian C. Read For For Management 5 Elect Director G. Craig Sullivan For For Management 6 Ratify Auditors For For Management 7 Eliminate Supermajority Vote Requirement For For Management 8 Require Director Nominee Qualifications Against Against Shareholder 9 Adopt ILO Based Code of Conduct Against Against Shareholder 10 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 11 Provide for Cumulative Voting Against Against Shareholder 12 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Sustainability - -------------------------------------------------------------------------------- KLA-TENCOR CORP. Ticker: KLAC Security ID: 482480100 Meeting Date: NOV 15, 2007 Meeting Type: Annual Record Date: OCT 2, 2007 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Edward W. Barnholt For For Management 1.2 Elect Director Stephen P. Kaufman For For Management 1.3 Elect Director Richard P. Wallace For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For Against Management - -------------------------------------------------------------------------------- KRAFT FOODS INC Ticker: KFT Security ID: 50075N104 Meeting Date: MAY 13, 2008 Meeting Type: Annual Record Date: MAR 10, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Ajay Banga For For Management 1.2 Elect Director Jan Bennink For For Management 1.3 Elect Director Myra M. Hart For For Management 1.4 Elect Director Lois D. Juliber For For Management 1.5 Elect Director Mark D. Ketchum For For Management 1.6 Elect Director Richard A. Lerner For For Management 1.7 Elect Director John C. Pope For For Management 1.8 Elect Director Fredric G. Reynolds For For Management 1.9 Elect Director Irene B. Rosenfeld For For Management 1.10 Elect Director Mary L. Schapiro For For Management 1.11 Elect Director Deborah C. Wright For For Management 1.12 Elect Director Frank G. Zarb For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- LIBERTY MEDIA CORPORATION Ticker: LINTA Security ID: 53071M104 Meeting Date: OCT 23, 2007 Meeting Type: Special Record Date: SEP 6, 2007 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Create Tracking Stock For For Management 2 Approve Dual Class Stock Recapitalization For For Management 3 Convert Common Stock into Tracking Stock For For Management 4 Approve Sale of Company Assets For For Management - -------------------------------------------------------------------------------- LIBERTY MEDIA CORPORATION Ticker: LINTA Security ID: 53071M302 Meeting Date: OCT 23, 2007 Meeting Type: Special Record Date: SEP 6, 2007 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Create Tracking Stock For For Management 2 Approve Dual Class Stock Recapitalization For For Management 3 Convert Common Stock into Tracking Stock For For Management 4 Approve Sale of Company Assets For For Management - -------------------------------------------------------------------------------- LIBERTY MEDIA CORPORATION Ticker: LINTA Security ID: 53071M104 Meeting Date: JUN 6, 2008 Meeting Type: Annual Record Date: APR 11, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Mr. David E. Rapley For For Management 1.2 Elect Director Mr. Larry E. Romrell For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- LIBERTY MEDIA CORPORATION Ticker: LINTA Security ID: 53071M500 Meeting Date: JUN 6, 2008 Meeting Type: Annual Record Date: APR 11, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Mr. David E. Rapley For For Management 1.2 Elect Director Mr. Larry E. Romrell For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- LOWE'S COMPANIES, INC. Ticker: LOW Security ID: 548661107 Meeting Date: MAY 30, 2008 Meeting Type: Annual Record Date: MAR 28, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Robert A. Ingram For For Management 1.2 Elect Director Robert J. Johnson For For Management 1.3 Elect Director Richard K. Lochridge For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors For For Management 4 Reduce Supermajority Vote Requirement Against For Shareholder 5 Pay For Superior Performance Against Against Shareholder - -------------------------------------------------------------------------------- MACY'S INC Ticker: M Security ID: 55616P104 Meeting Date: MAY 16, 2008 Meeting Type: Annual Record Date: MAR 21, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Stephen F. Bollenbach For For Management 1.2 Elect Director Deirdre P. Connelly For For Management 1.3 Elect Director Meyer Feldberg For For Management 1.4 Elect Director Sara Levinson For For Management 1.5 Elect Director Terry J. Lundgren For For Management 1.6 Elect Director Joseph Neubauer For For Management 1.7 Elect Director Joseph A. Pichler For For Management 1.8 Elect Director Joyce M. Roche For For Management 1.9 Elect Director Karl M. von der Heyden For For Management 1.10 Elect Director Craig E. Weatherup For For Management 1.11 Elect Director Marna C. Whittington For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MERRILL LYNCH & CO., INC. Ticker: MER Security ID: 590188108 Meeting Date: APR 24, 2008 Meeting Type: Annual Record Date: FEB 26, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Carol T. Christ For For Management 2 Elect Director Armando M. Codina For For Management 3 Elect Director Judith Mayhew Jonas For For Management 4 Elect Director John A. Thain For For Management 5 Ratify Auditors For For Management 6 Provide for Cumulative Voting Against Against Shareholder 7 Prohibit Executive Officer Stock Sales Against Against Shareholder During Buyback 8 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 9 Adopt Employment Contract Principles Against For Shareholder - -------------------------------------------------------------------------------- METLIFE, INC Ticker: MET Security ID: 59156R108 Meeting Date: APR 22, 2008 Meeting Type: Annual Record Date: FEB 28, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Sylvia Mathews Burwell For For Management 1.2 Elect Director Eduardo Castro-Wright For For Management 1.3 Elect Director Cheryl W. Grise For For Management 1.4 Elect Director William C. Steere, Jr. For For Management 1.5 Elect Director Lulu C. Wang For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MICROSOFT CORP. Ticker: MSFT Security ID: 594918104 Meeting Date: NOV 13, 2007 Meeting Type: Annual Record Date: SEP 7, 2007 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director William H. Gates, III For For Management 2 Elect Director Steven A. Ballmer For For Management 3 Elect Director James I. Cash, Jr. For For Management 4 Elect Director Dina Dublon For For Management 5 Elect Director Raymond V. Gilmartin For For Management 6 Elect Director Reed Hastings For For Management 7 Elect Director David F. Marquardt For For Management 8 Elect Director Charles H. Noski For For Management 9 Elect Director Helmut Panke For For Management 10 Elect Director Jon A. Shirley For For Management 11 Ratify Auditors For For Management 12 Adopt Policies to Protect Freedom of Against Against Shareholder Access to the Internet 13 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights - -------------------------------------------------------------------------------- NEWS CORPORATION Ticker: NWS Security ID: 65248E203 Meeting Date: OCT 19, 2007 Meeting Type: Annual Record Date: AUG 28, 2007 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director K. Rupert Murdoch For For Management 1.2 Elect Director Peter L. Barnes For For Management 1.3 Elect Director Kenneth E. Cowley For For Management 1.4 Elect Director David F. DeVoe For For Management 1.5 Elect Director Viet Dinh For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors Against For Shareholder 4 Eliminate Dual Class Stock Structure Against For Shareholder - -------------------------------------------------------------------------------- PFIZER INC. Ticker: PFE Security ID: 717081103 Meeting Date: APR 24, 2008 Meeting Type: Annual Record Date: FEB 28, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Dennis A. Ausiello For For Management 2 Elect Director Michael S. Brown For For Management 3 Elect Director M. Anthony Burns For For Management 4 Elect Director Robert N. Burt For For Management 5 Elect Director W. Don Cornwell For For Management 6 Elect Director William H. Gray, III For For Management 7 Elect Director Constance J. Horner For For Management 8 Elect Director William R. Howell For For Management 9 Elect Director James M. Kilts For For Management 10 Elect Director Jeffrey B. Kindler For For Management 11 Elect Director George A. Lorch For For Management 12 Elect Director Dana G. Mead For For Management 13 Elect Director Suzanne Nora Johnson For For Management 14 Elect Director William C. Steere, Jr. For Against Management 15 Ratify Auditors For For Management 16 Prohibit Executive Stock-Based Awards Against Against Shareholder 17 Independent Board Chairman Against For Shareholder - -------------------------------------------------------------------------------- PNC FINANCIAL SERVICES GROUP, INC. Ticker: PNC Security ID: 693475105 Meeting Date: APR 22, 2008 Meeting Type: Annual Record Date: FEB 29, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Richard O. Berndt For For Management 1.2 Elect Director Charles E. Bunch For For Management 1.3 Elect Director Paul W. Chellgren For For Management 1.4 Elect Director Robert N. Clay For For Management 1.5 Elect Director George A. Davidson, Jr. For For Management 1.6 Elect Director Kay Coles James For For Management 1.7 Elect Director Richard B. Kelson For For Management 1.8 Elect Director Bruce C. Lindsay For For Management 1.9 Elect Director Anthony A. Massaro For For Management 1.10 Elect Director Jane G. Pepper For For Management 1.11 Elect Director James E. Rohr For For Management 1.12 Elect Director Donald J. Shepard For For Management 1.13 Elect Director Lorene K. Steffes For For Management 1.14 Elect Director Dennis F. Strigl For For Management 1.15 Elect Director Stephen G. Thieke For For Management 1.16 Elect Director Thomas J. Usher For For Management 1.17 Elect Director George H. Walls, Jr. For For Management 1.18 Elect Director Helge H. Wehmeier For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PROCTER & GAMBLE COMPANY, THE Ticker: PG Security ID: 742718109 Meeting Date: OCT 9, 2007 Meeting Type: Annual Record Date: AUG 10, 2007 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Rajat K. Gupta For For Management 1.2 Elect Director A. G. Lafley For For Management 1.3 Elect Director Lynn M. Martin For For Management 1.4 Elect Director Johnathan A. Rodgers For For Management 1.5 Elect Director John F. Smith, Jr. For For Management 1.6 Elect Director Ralph Snyderman, M.D. For For Management 1.7 Elect Director Margaret C. Whitman For For Management 2 Ratify Auditor For For Management 3 Prohibit Executive Stock-Based Awards Against Against Shareholder 4 Report on Free Enterprise Initiatives Against Against Shareholder 5 Report on Animal Welfare Against Against Shareholder - -------------------------------------------------------------------------------- ROHM AND HAAS CO. Ticker: ROH Security ID: 775371107 Meeting Date: MAY 5, 2008 Meeting Type: Annual Record Date: MAR 7, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director William J. Avery For For Management 2 Elect Director Raj L. Gupta For For Management 3 Elect Director David W. Haas For For Management 4 Elect Director Thomas W. Haas For For Management 5 Elect Director Richard L. Keiser For For Management 6 Elect Director Rick J. Mills For For Management 7 Elect Director Sandra O. Moose For For Management 8 Elect Director Gilbert S. Omenn For For Management 9 Elect Director Gary L. Rogers For For Management 10 Elect Director Ronaldo H. Schmitz For For Management 11 Elect Director George M. Whitesides For For Management 12 Elect Director Marna.C. Whittington For For Management 13 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SCHERING-PLOUGH CORP. Ticker: SGP Security ID: 806605101 Meeting Date: MAY 16, 2008 Meeting Type: Annual Record Date: MAR 28, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Hans W. Becherer For For Management 1.2 Elect Director Thomas J. Colligan For For Management 1.3 Elect Director Fred Hassan For For Management 1.4 Elect Director C. Robert Kidder For For Management 1.5 Elect Director Eugene R. McGrath For For Management 1.6 Elect Director Carl E. Mundy, Jr. For For Management 1.7 Elect Director Antonio M. Perez For For Management 1.8 Elect Director Patricia F. Russo For For Management 1.9 Elect Director Jack L. Stahl For For Management 1.10 Elect Director Craig B. Thompson For For Management 1.11 Elect Director Kathryn C. Turner For For Management 1.12 Elect Director Robert F.W. van Oordt For For Management 1.13 Elect Director Arthur F. Weinbach For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SOUTHWEST AIRLINES CO. Ticker: LUV Security ID: 844741108 Meeting Date: MAY 21, 2008 Meeting Type: Annual Record Date: MAR 25, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director David W. Biegler For For Management 1.2 Elect Director Louis E. Caldera For For Management 1.3 Elect Director C. Webb Crockett For For Management 1.4 Elect Director William H. Cunningham For For Management 1.5 Elect Director Travis C. Johnson For For Management 1.6 Elect Director Gary C. Kelly For For Management 1.7 Elect Director Nancy B. Loeffler For For Management 1.8 Elect Director John T. Montford For For Management 2 Ratify Auditors For For Management 3 Require a Majority Vote for the Election Against For Shareholder of Directors 4 Establish a Compensation Committee Against Against Shareholder 5 Prepare Sustainability Report Against Against Shareholder - -------------------------------------------------------------------------------- TEXAS INSTRUMENTS, INC. Ticker: TXN Security ID: 882508104 Meeting Date: APR 17, 2008 Meeting Type: Annual Record Date: FEB 19, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director James R. Adams For For Management 2 Elect Director David L. Boren For For Management 3 Elect Director Daniel A. Carp For For Management 4 Elect Director Carrie S. Cox For For Management 5 Elect Director David R. Goode For For Management 6 Elect Director Pamela H. Patsley For For Management 7 Elect Director Wayne R. Sanders For For Management 8 Elect Director Ruth J. Simmons For For Management 9 Elect Director Richard K. Templeton For For Management 10 Elect Director Christine Todd Whitman For For Management 11 Ratify Auditors For For Management 12 Require Director Nominee Qualifications Against Against Shareholder - -------------------------------------------------------------------------------- TIME WARNER INC Ticker: TWX Security ID: 887317105 Meeting Date: MAY 16, 2008 Meeting Type: Annual Record Date: MAR 21, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director James L. Barksdale For For Management 2 Elect Director Jeffrey L. Bewkes For For Management 3 Elect Director Stephen F. Bollenbach For For Management 4 Elect Director Frank J. Caufield For For Management 5 Elect Director Robert C. Clark For For Management 6 Elect Director Mathias Dopfner For For Management 7 Elect Director Jessica P. Einhorn For For Management 8 Elect Director Reuben Mark For For Management 9 Elect Director Michael A. Miles For For Management 10 Elect Director Kenneth J. Novack For For Management 11 Elect Director Richard D. Parsons For For Management 12 Elect Director Deborah C. Wright For For Management 13 Eliminate Supermajority Vote Requirement For For Management 14 Amend Executive Incentive Bonus Plan For For Management 15 Ratify Auditors For For Management 16 Independent Board Chairman Against Against Shareholder - -------------------------------------------------------------------------------- TORCHMARK CORP. Ticker: TMK Security ID: 891027104 Meeting Date: APR 24, 2008 Meeting Type: Annual Record Date: MAR 3, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Mark S. McAndrew For For Management 1.2 Elect Director Sam R. Perry For For Management 1.3 Elect Director Lamar C. Smith For For Management 2 Ratify Auditors For For Management 3 Approve Executive Incentive Bonus Plan For For Management 4 Pay For Superior Performance Against Against Shareholder - -------------------------------------------------------------------------------- TRAVELERS COMPANIES, INC., THE Ticker: TRV Security ID: 89417E109 Meeting Date: MAY 6, 2008 Meeting Type: Annual Record Date: MAR 7, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Alan L. Beller For For Management 1.2 Elect Director John H. Dasburg For For Management 1.3 Elect Director Janet M. Dolan For For Management 1.4 Elect Director Kenneth M. Duberstein For For Management 1.5 Elect Director Jay S. Fishman For For Management 1.6 Elect Director Lawrence G. Graev For For Management 1.7 Elect Director Patricia L. Higgins For For Management 1.8 Elect Director Thomas R. Hodgson For For Management 1.9 Elect Director Cleve L. Killingsworth, For For Management Jr. 1.10 Elect Director Robert I. Lipp For For Management 1.11 Elect Director Blythe J. McGarvie For For Management 1.12 Elect Director Glen D. Nelson, M.D. For For Management 1.13 Elect Director Laurie J. Thomsen For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- U.S. BANCORP Ticker: USB Security ID: 902973304 Meeting Date: APR 15, 2008 Meeting Type: Annual Record Date: FEB 25, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Douglas M. Baker, Jr. For For Management 2 Elect Director Joel W. Johnson For For Management 3 Elect Director David B. O'Maley For For Management 4 Elect Director O'Dell M. Owens For For Management 5 Elect Director Craig D. Schnuck For For Management 6 Ratify Auditors For For Management 7 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 8 Independent Board Chairman Against Against Shareholder - -------------------------------------------------------------------------------- UNILEVER N.V. Ticker: UN Security ID: 904784709 Meeting Date: MAY 15, 2008 Meeting Type: Annual Record Date: MAR 20, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 TO ADOPT THE ANNUAL ACCOUNTS AND For For Management APPROPRIATION OF THE PROFIT FOR THE 2007 FINANCIAL YEAR. 2 TO DISCHARGE THE EXECUTIVE DIRECTORS IN For For Management OFFICE IN THE 2007 FINANCIAL YEAR FOR THE FULFILMENT OF THEIR TASK. 3 TO DISCHARGE THE NON-EXECUTIVE DIRECTORS For For Management IN OFFICE IN THE 2007 FINANCIAL YEAR FOR THE FULFILMENT OF THEIR TASK. 4 TO RE-APPOINT MR P J CESCAU AS AN For For Management EXECUTIVE DIRECTOR. 5 TO APPOINT MR J A LAWRENCE AS AN For For Management EXECUTIVE DIRECTOR. 6 TO INCREASE GSIP AWARD AND BONUS LIMITS For For Management FOR MR J A LAWRENCE. 7 TO RE-APPOINT PROFESSOR G BERGER AS A For For Management NON-EXECUTIVE DIRECTOR. 8 TO RE-APPOINT THE RT HON THE LORD BRITTAN For For Management OF SPENNITHORNE QC, DL AS A NON-EXECUTIVE DIRECTOR. 9 TO RE-APPOINT PROFESSOR W DIK AS A For For Management NON-EXECUTIVE DIRECTOR. 10 TO RE-APPOINT MR C E GOLDEN AS A For For Management NON-EXECUTIVE DIRECTOR. 11 TO RE-APPOINT DR B E GROTE AS A For For Management NON-EXECUTIVE DIRECTOR. 12 TO RE-APPOINT MR N MURTHY AS A For For Management NON-EXECUTIVE DIRECTOR. 13 TO RE-APPOINT MS H NYASULU AS A For For Management NON-EXECUTIVE DIRECTOR. 14 TO RE-APPOINT THE LORD SIMON OF HIGHBURY For For Management CBE AS A NON-EXECUTIVE DIRECTOR. 15 TO RE-APPOINT MR K J STORM AS A For For Management NON-EXECUTIVE DIRECTOR. 16 TO RE-APPOINT MR M TRESCHOW AS A For For Management NON-EXECUTIVE DIRECTOR. 17 TO RE-APPOINT MR J VAN DER VEER AS A For For Management NON-EXECUTIVE DIRECTOR. 18 Ratify Auditors For For Management 19 TO APPROVE THE PROPOSAL TO CHANGE THE For For Management REPORTING LANGUAGE. 20 TO DESIGNATE THE BOARD OF DIRECTORS AS For For Management THE COMPANY BODY AUTHORISED TO ISSUE SHARES IN THE COMPANY. 21 TO AUTHORISE THE BOARD OF DIRECTORS TO For For Management PURCHASE SHARES AND DEPOSITARY RECEIPTS IN THE COMPANY. 22 TO APPROVE THE PROPOSAL TO REDUCE THE For For Management CAPITAL THROUGH CANCELLATION OF SHARES. - -------------------------------------------------------------------------------- UNITEDHEALTH GROUP INCORPORATED Ticker: UNH Security ID: 91324P102 Meeting Date: JUN 5, 2008 Meeting Type: Annual Record Date: APR 9, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director William C. Ballard, Jr. For For Management 2 Elect Director Richard T. Burke For For Management 3 Elect Director Robert J. Darretta For For Management 4 Elect Director Stephen J. Hemsley For For Management 5 Elect Director Michele J. Hooper For For Management 6 Elect Director Douglas W. Leatherdale For For Management 7 Elect Director Glenn M. Renwick For For Management 8 Elect Director Gail R. Wilensky For For Management 9 Amend Omnibus Stock Plan For For Management 10 Amend Qualified Employee Stock Purchase For For Management Plan 11 Ratify Auditors For For Management 12 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 13 Performance-Based Equity Awards Against For Shareholder - -------------------------------------------------------------------------------- VERIZON COMMUNICATIONS Ticker: VZ Security ID: 92343V104 Meeting Date: MAY 1, 2008 Meeting Type: Annual Record Date: MAR 3, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Richard L. Carrion For For Management 2 Elect Director M. Frances Keeth For For Management 3 Elect Director Robert W. Lane For For Management 4 Elect Director Sandra O. Moose For For Management 5 Elect Director Joseph Neubauer For For Management 6 Elect Director Donald T. Nicolaisen For For Management 7 Elect Director Thomas H. O'Brien For For Management 8 Elect Director Clarence Otis, Jr. For For Management 9 Elect Director Hugh B. Price For For Management 10 Elect Director Ivan G. Seidenberg For For Management 11 Elect Director John W. Snow For For Management 12 Elect Director John R. Stafford For For Management 13 Ratify Auditors For For Management 14 Prohibit Executive Stock-Based Awards Against Against Shareholder 15 Amend EEO Policy to Prohibit Against Against Shareholder Discrimination based on Gender Identity 16 Independent Board Chairman Against Against Shareholder - -------------------------------------------------------------------------------- WACHOVIA CORP. Ticker: WB Security ID: 929903102 Meeting Date: APR 22, 2008 Meeting Type: Annual Record Date: FEB 14, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director John D. Baker, II For For Management 2 Elect Director Peter C. Browning For For Management 3 Elect Director John T. Casteen, III For For Management 4 Elect Director Jerry Gitt For For Management 5 Elect Director William H. Goodwin, Jr. For For Management 6 Elect Director Maryellen C. Herringer For For Management 7 Elect Director Robert A. Ingram For For Management 8 Elect Director Donald M. James For For Management 9 Elect Director Mackey J. McDonald For For Management 10 Elect Director Joseph Neubauer For For Management 11 Elect Director Timothy D. Proctor For For Management 12 Elect Director Ernest S. Rady For For Management 13 Elect Director Van L. Richey For For Management 14 Elect Director Ruth G. Shaw For For Management 15 Elect Director Lanty L. Smith For For Management 16 Elect Director G. Kennedy Thompson For For Management 17 Elect Director Dona Davis Young For For Management 18 Ratify Auditors For For Management 19 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 20 Report on Political Contributions Against Against Shareholder 21 Require Two Candidates for Each Board Against Against Shareholder Seat - -------------------------------------------------------------------------------- WAL-MART STORES, INC. Ticker: WMT Security ID: 931142103 Meeting Date: JUN 6, 2008 Meeting Type: Annual Record Date: APR 10, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Aida M. Alvarez For For Management 2 Elect Director James W. Breyer For For Management 3 Elect Director M. Michele Burns For For Management 4 Elect Director James I. Cash, Jr. For For Management 5 Elect Director Roger C. Corbett For For Management 6 Elect Director Douglas N. Daft For For Management 7 Elect Director David D. Glass For For Management 8 Elect Director Gregory B. Penner For For Management 9 Elect Director Allen I. Questrom For For Management 10 Elect Director H. Lee Scott, Jr. For For Management 11 Elect Director Arne M. Sorenson For For Management 12 Elect Director Jim C. Walton For For Management 13 Elect Director S. Robson Walton For For Management 14 Elect Director Christopher J. Williams For For Management 15 Elect Director Linda S. Wolf For For Management 16 Approve Executive Incentive Bonus Plan For For Management 17 Ratify Auditors For For Management 18 Amend EEO Policy to Prohibit Against Against Shareholder Discrimination based on Sexual Orientation and Gender Identity 19 Pay For Superior Performance Against Against Shareholder 20 Claw-back of Payments under Restatements Against Against Shareholder 21 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights 22 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 23 Report on Political Contributions Against For Shareholder 24 Report on Social and Reputation Impact of Against Against Shareholder Failure to Comply with ILO Conventions 25 Amend Articles/Bylaws/Charter -- Call Against Against Shareholder Special Meetings - -------------------------------------------------------------------------------- WELLPOINT INC Ticker: WLP Security ID: 94973V107 Meeting Date: MAY 21, 2008 Meeting Type: Annual Record Date: MAR 17, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1.1 Elect Director Angela F. Braly For For Management 1.2 Elect Director William H.T. Bush For For Management 1.3 Elect Director Warren Y. Jobe For For Management 1.4 Elect Director William G. Mays For For Management 1.5 Elect Director Senator D.W. Riegle, Jr For For Management 1.6 Elect Director William J. Ryan For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- WELLS FARGO AND COMPANY Ticker: WFC Security ID: 949746101 Meeting Date: APR 29, 2008 Meeting Type: Annual Record Date: FEB 29, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director John S. Chen For For Management 2 Elect Director Lloyd H. Dean For For Management 3 Elect Director Susan E. Engel For For Management 4 Elect Director Enrique Hernandez, Jr. For For Management 5 Elect Director Robert L. Joss For For Management 6 Elect Director Richard M. Kovacevich For For Management 7 Elect Director Richard D. McCormick For For Management 8 Elect Director Cynthia H. Milligan For For Management 9 Elect Director Nicholas G. Moore For For Management 10 Elect Director Philip J. Quigley For For Management 11 Elect Director Donald B. Rice For For Management 12 Elect Director Judith M. Runstad For For Management 13 Elect Director Stephen W. Sanger For For Management 14 Elect Director John G. Stumpf For For Management 15 Elect Director Susan G. Swenson For For Management 16 Elect Director Michael W. Wright For For Management 17 Ratify Auditors For For Management 18 Amend Executive Incentive Bonus Plan For For Management 19 Amend Omnibus Stock Plan For For Management 20 Independent Board Chairman Against Against Shareholder 21 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 22 Pay For Superior Performance Against Against Shareholder 23 Report on Human Rights Investment Against Against Shareholder Policies 24 Adopt EEO Policy Without Reference to Against Against Shareholder Sexual Orientation 25 Report on Racial and Ethnic Disparities Against Against Shareholder in Loan Pricing - -------------------------------------------------------------------------------- WESTERN UNION CO Ticker: WU Security ID: 959802109 Meeting Date: MAY 23, 2008 Meeting Type: Annual Record Date: MAR 24, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Jack M. Greenberg For For Management 2 Elect Director Alan J. Lacy For For Management 3 Elect Director Linda Fayne Levinson For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- WYETH Ticker: WYE Security ID: 983024100 Meeting Date: APR 24, 2008 Meeting Type: Annual Record Date: MAR 3, 2008 # Proposal Mgt Rec Vote Cast Sponsor - --- ---------------------------------------- ------- --------- ----------- 1 Elect Director Robert M. Amen For For Management 2 Elect Director Michael J. Critelli For For Management 3 Elect Director Robert Essner For For Management 4 Elect Director John D. Feerick For For Management 5 Elect Director Frances D. Fergusson For For Management 6 Elect Director Victor F. Ganzi For For Management 7 Elect Director Robert Langer For For Management 8 Elect Director John P. Mascotte For For Management 9 Elect Director Raymond J. McGuire For For Management 10 Elect Director Mary Lake Polan For For Management 11 Elect Director Bernard Poussot For For Management 12 Elect Director Gary L. Rogers For For Management 13 Elect Director John R. Torell III For For Management 14 Ratify Auditors For For Management 15 Amend Omnibus Stock Plan For For Management 16 Amend Non-Employee Director Restricted For For Management Stock Plan 17 Report on Political Contributions Against Against Shareholder 18 Claw-back of Payments under Restatements Against Against Shareholder ========== END NPX REPORT SIGNATURES Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant): Morgan Stanley Value Fund By (Signature and Title): /s/ Ronald E. Robison - ------------------------------------ President and Principal Executive Officer -- Office of the Funds Date August 28, 2008 2