UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM N-PX

                     ANNUAL REPORT OF PROXY VOTING RECORD OF
                   REGISTERED MANAGEMENT INVESTMENT COMPANIES

                   Investment Company Act file number 811-859

                    MASSACHUSETTS INVESTORS GROWTH STOCK FUND
               (Exact name of registrant as specified in charter)

                500 Boylston Street, Boston, Massachusetts 02116
               (Address of principal executive offices) (Zip code)

                                 Susan S. Newton
                    Massachusetts Financial Services Company
                               500 Boylston Street
                           Boston, Massachusetts 02116
                    (Name and address of agents for service)

       Registrant's telephone number, including area code: (617) 954-5000

                      Date of fiscal year end: November 30

             Date of reporting period: July 1, 2008 - June 30, 2009



ITEM 1. PROXY VOTING RECORD.


******************************* FORM N-Px REPORT *******************************

ICA File Number: 811-00859
Reporting Period: 07/01/2008 - 06/30/2009
Massachusetts Investors Growth Stock Fund









================== MASSACHUSETTS INVESTORS GROWTH STOCK FUND ===================


3M CO

Ticker:       MMM            Security ID:  88579Y101
Meeting Date: MAY 12, 2009   Meeting Type: Annual
Record Date:  MAR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Linda G. Alvarado        For       For          Management
1.2   Elect Director George W. Buckley        For       For          Management
1.3   Elect Director Vance D. Coffman         For       For          Management
1.4   Elect Director Michael L. Eskew         For       For          Management
1.5   Elect Director W. James Farrell         For       For          Management
1.6   Elect Director Herbert L. Henkel        For       For          Management
1.7   Elect Director Edward M. Liddy          For       For          Management
1.8   Elect Director Robert S. Morrison       For       For          Management
1.9   Elect Director Aulana L. Peters         For       For          Management
1.10  Elect Director Robert J. Ulrich         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Bylaws-- Call Special Meetings    Against   For          Shareholder
4     Stock Retention/Holding Period          Against   Against      Shareholder


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ACCENTURE LTD

Ticker:       ACN            Security ID:  G1150G111
Meeting Date: FEB 12, 2009   Meeting Type: Annual
Record Date:  DEC 15, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     RE-APPOINTMENT TO THE BOARD OF          For       For          Management
      DIRECTORS: CHARLES H. GIANCARLO
2     RE-APPOINTMENT TO THE BOARD OF          For       For          Management
      DIRECTORS: DINA DUBLON
3     RE-APPOINTMENT TO THE BOARD OF          For       For          Management
      DIRECTORS: WILLIAM D. GREEN
4     RE-APPOINTMENT TO THE BOARD OF          For       Against      Management
      DIRECTORS: NOBUYUKI IDEI
5     RE-APPOINTMENT TO THE BOARD OF          For       For          Management
      DIRECTORS: MARJORIE MAGNER
6     RATIFY AUDITORS                         For       For          Management


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ALLERGAN, INC.

Ticker:       AGN            Security ID:  018490102
Meeting Date: APR 30, 2009   Meeting Type: Annual
Record Date:  MAR 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Herbert W. Boyer         For       For          Management
1.2   Elect Director Robert A. Ingram         For       For          Management
1.3   Elect Director David E.I. Pyott         For       For          Management
1.4   Elect Director Russell T. Ray           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Report on Animal Testing                Against   Against      Shareholder


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AMDOCS LIMITED

Ticker:       DOX            Security ID:  G02602103
Meeting Date: JAN 22, 2009   Meeting Type: Annual
Record Date:  NOV 24, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   ELECT  DIRECTOR BRUCE K. ANDERSON       For       For          Management
1.2   ELECT  DIRECTOR ADRIAN GARDNER          For       For          Management
1.3   ELECT  DIRECTOR CHARLES E. FOSTER       For       For          Management
1.4   ELECT  DIRECTOR JAMES S. KAHAN          For       For          Management
1.5   ELECT  DIRECTOR ZOHAR ZISAPEL           For       For          Management
1.6   ELECT  DIRECTOR DOV BAHARAV             For       For          Management
1.7   ELECT  DIRECTOR JULIAN A. BRODSKY       For       For          Management
1.8   ELECT  DIRECTOR ELI GELMAN              For       For          Management
1.9   ELECT  DIRECTOR NEHEMIA LEMELBAUM       For       For          Management
1.10  ELECT  DIRECTOR JOHN T. MCLENNAN        For       For          Management
1.11  ELECT  DIRECTOR ROBERT A. MINICUCCI     For       For          Management
1.12  ELECT  DIRECTOR SIMON OLSWANG           For       For          Management
2     APPROVAL OF SPECIAL RESOLUTION AMENDING For       For          Management
      AND RESTATING THE MEMORANDUM OF
      INCORPORATION AND ARTICLES OF
      INCORPORATION AS DESCRIBED IN THE
      ACCOMPANYING PROXY STATEMENT.
3     APPROVAL OF CONSOLIDATED FINANCIAL      For       For          Management
      STATEMENTS FOR FISCAL YEAR 2008.
4     RATIFICATION AND APPROVAL OF ERNST &    For       For          Management
      YOUNG LLP AND AUTHORIZATION OF AUDIT
      COMMITTEE OF BOARD TO FIX REMUNERATION.


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AMERICA MOVIL, S.A.B. DE C.V.

Ticker:       AMX            Security ID:  02364W105
Meeting Date: APR 20, 2009   Meeting Type: Special
Record Date:  APR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Directors for Class L Shares      For       Against      Management
      (Bundled)
2     Designate Inspector or Shareholder      For       For          Management
      Representative(s) of Minutes of Meeting


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APPLE INC.

Ticker:       AAPL           Security ID:  037833100
Meeting Date: FEB 25, 2009   Meeting Type: Annual
Record Date:  DEC 29, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William V. Campbell      For       For          Management
1.2   Elect Director Millard S. Drexler       For       For          Management
1.3   Elect Director Albert A. Gore, Jr.      For       For          Management
1.4   Elect Director Steven P. Jobs           For       For          Management
1.5   Elect Director Andrea Jung              For       For          Management
1.6   Elect Director A.D. Levinson            For       For          Management
1.7   Elect Director Eric E. Schmidt          For       For          Management
1.8   Elect Director Jerome B. York           For       For          Management
2     Report on Political Contributions       Against   Against      Shareholder
3     Adopt Principles for Health Care Reform Against   Against      Shareholder
4     Prepare Sustainability Report           Against   Against      Shareholder
5     Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation


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AUTOMATIC DATA PROCESSING, INC.

Ticker:       ADP            Security ID:  053015103
Meeting Date: NOV 11, 2008   Meeting Type: Annual
Record Date:  SEP 12, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect  Director Gregory D. Brenneman    For       For          Management
1.2   Elect  Director Leslie A. Brun          For       For          Management
1.3   Elect  Director Gary C. Butler          For       For          Management
1.4   Elect  Director Leon G. Cooperman       For       For          Management
1.5   Elect  Director Eric C. Fast            For       For          Management
1.6   Elect  Director R. Glenn Hubbard        For       For          Management
1.7   Elect  Director John P. Jones           For       For          Management
1.8   Elect  Director Frederic V. Malek       For       For          Management
1.9   Elect  Director Charles H. Noski        For       For          Management
1.10  Elect  Director Sharon T. Rowlands      For       For          Management
1.11  Elect  Director Gregory L. Summe        For       For          Management
1.12  Elect  Director Henry Taub              For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Ratify Auditors                         For       For          Management


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BANK OF NEW YORK MELLON CORP., THE

Ticker:       BK             Security ID:  064058100
Meeting Date: APR 14, 2009   Meeting Type: Annual
Record Date:  FEB 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ruth E. Bruch            For       For          Management
1.2   Elect Director Nicholas M. Donofrio     For       For          Management
1.3   Elect Director Gerald L. Hassell        For       For          Management
1.4   Elect Director Edmund F. Kelly          For       For          Management
1.5   Elect Director Robert P. Kelly          For       For          Management
1.6   Elect Director Richard J. Kogan         For       For          Management
1.7   Elect Director Michael J. Kowalski      For       For          Management
1.8   Elect Director John A. Luke, Jr.        For       For          Management
1.9   Elect Director Robert Mehrabian         For       For          Management
1.10  Elect Director Mark A. Nordenberg       For       For          Management
1.11  Elect Director Catherine A. Rein        For       For          Management
1.12  Elect Director William C. Richardson    For       For          Management
1.13  Elect Director Samuel C. Scott III      For       For          Management
1.14  Elect Director John P. Surma            For       For          Management
1.15  Elect Director Wesley W. von Schack     For       For          Management
2     Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Provide for Cumulative Voting           Against   Against      Shareholder
5     Stock Retention/Holding Period          Against   Against      Shareholder


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BHP BILLITON LIMITED (FORMERLY BHP LTD.)

Ticker:       BHP            Security ID:  088606108
Meeting Date: NOV 27, 2008   Meeting Type: Annual
Record Date:  SEP 19, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive and Consider BHP Billiton Plc's For       For          Management
      Financial Statements, Directors'
      Report, and Auditor's Report for the
      Financial Year Ended June 30, 2008
2     Receive and Consider BHP Billiton Ltd's For       For          Management
      Financial Statements, Directors'
      Report, and Auditor's Report for the
      Financial Year Ended June 30, 2008
3     Elect Paul Anderson as Director of BHP  For       For          Management
      Billiton Plc
4     Elect Paul Anderson as Director of BHP  For       For          Management
      Billiton Ltd
5     Elect Don Argus as Director of BHP      For       For          Management
      Billiton Plc
6     Elect Don Argus as Director of BHP      For       For          Management
      Billiton Ltd
7     Elect John Buchanan as Director of BHP  For       For          Management
      Billiton Plc
8     Elect John Buchanan as Director of BHP  For       For          Management
      Billiton Ltd
9     Elect David Crawford as Director of BHP For       For          Management
      Billiton Plc
10    Elect David Crawford as Director of BHP For       For          Management
      Billiton Ltd
11    Elect Jacques Nasser as Director of BHP For       For          Management
      Billiton Plc
12    Elect Jacques Nasser as Director of BHP For       For          Management
      Billiton Ltd
13    Elect John Schubert as Director of BHP  For       For          Management
      Billiton Plc
14    Elect John Schubert as Director of BHP  For       For          Management
      Billiton Ltd
15    Elect Alan Boeckmann as Director of BHP For       For          Management
      Billiton Plc
16    Elect Alan Boeckmann as Director of BHP For       For          Management
      Billiton Ltd
17    Elect Stephen Mayne as Director of BHP  Against   Against      Shareholder
      Billiton Plc
18    Elect Stephen Mayne as Director of BHP  Against   Against      Shareholder
      Billiton Ltd
19    Elect David Morgan as Director of BHP   For       For          Management
      Billiton Plc
20    Elect David Morgan as Director of BHP   For       For          Management
      Billiton Ltd
21    Elect Keith Rumble as Director of BHP   For       For          Management
      Billiton Plc
22    Elect Keith Rumble as Director of BHP   For       For          Management
      Billiton Ltd
23    Approve KPMG Audit plc as Auditors of   For       For          Management
      BHP Billiton Plc
24    Approve Issuance of 555.97 Million      For       For          Management
      Shares at $0.50 Each to  BHP Billiton
      Plc Pursuant to its Group Incentive
      Schemes
25    Renew the Disapplication of Pre-Emption For       For          Management
      Rights in BHP Billiton Plc
26    Authorize Repurchase of Up To 223.11    For       For          Management
      Million Shares in BHP Billiton Plc
27    Approve Cancellation of Shares in  BHP  For       For          Management
      Billiton Plc Held by BHP Billiton Ltd.
      on April 30, 2009
28    Approve Cancellation of Shares in  BHP  For       For          Management
      Billiton Plc Held by BHP Billiton Ltd.
      on May 29, 2009
29    Approve Cancellation of Shares in  BHP  For       For          Management
      Billiton Plc Held by BHP Billiton Ltd.
      on June 15, 2009
30    Approve Cancellation of Shares in  BHP  For       For          Management
      Billiton Plc Held by BHP Billiton Ltd.
      on July 31, 2009
31    Approve Cancellation of Shares in  BHP  For       For          Management
      Billiton Plc Held by BHP Billiton Ltd.
      on Sept. 15, 2009
32    Approve Cancellation of Shares in  BHP  For       For          Management
      Billiton Plc Held by BHP Billiton Ltd.
      on on Nov. 30, 2009
33    Approve Remuneration Report for the     For       For          Management
      Financial Year Ended June 30, 2008
34    Approve Amendment to the Group          For       For          Management
      Incentive Scheme to Increase Target
      Bonus Amount from 140 Percent to 160
      Percent and to Increase the Maximum
      Bonus from 1.5 to 2.0 Times the Target
      Bonus Amount
35    Approve Grant of Approximately 49,594   For       For          Management
      Deferred Shares, 197,817 Options, and
      349,397 Performance Shares to Marius
      Kloppers, CEO, Pursuant to the Group
      Incentive Scheme and  Long Term
      Incentive Plan
36    Approve Increase in The Total           For       For          Management
      Remuneration Pool for Non-Executive
      Directors of BHP Billiton Plc to $3.8
      Million
37    Approve Increase in The Total           For       For          Management
      Remuneration Pool for Non-Executive
      Directors of BHP Billiton Ltd to $3.8
      Million
38    Approve Amendments to the Articles of   For       For          Management
      Association of BHP Billiton Plc
39    Approve Amendments to the Constitution  For       For          Management
      of BHP Billiton Ltd


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CARDINAL HEALTH, INC.

Ticker:       CAH            Security ID:  14149Y108
Meeting Date: NOV 5, 2008    Meeting Type: Annual
Record Date:  SEP 8, 2008

#     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 Calvin Darden            For       For          Management
1.4   Elect Director John F. Finn             For       For          Management
1.5   Elect Director Philip L. Francis        For       For          Management
1.6   Elect Director Gregory B. Kenny         For       For          Management
1.7   Elect Director J. Michael Losh          For       For          Management
1.8   Elect Director John B. McCoy            For       For          Management
1.9   Elect Director Richard C. Notebaert     For       For          Management
1.10  Elect Director Michael D. O'Halleran    For       For          Management
1.11  Elect Director David W. Raisbeck        For       For          Management
1.12  Elect Director Jean G. Spaulding        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
4     Eliminate Cumulative Voting             For       For          Management
5     Require Advance Notice for Shareholder  For       For          Management
      Proposals/Nominations
6     Amend Articles of Incorporation to      For       For          Management
      State that Common Shares Have No Stated
      Capital
7     Amend Omnibus Stock Plan                For       For          Management
8     Amend Qualified Employee Stock Purchase For       For          Management
      Plan
9     Performance-Based and/or Time-Based     Against   Against      Shareholder
      Equity Awards


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CHARLES SCHWAB CORP., THE

Ticker:       SCHW           Security ID:  808513105
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Nancy H. Bechtle         For       For          Management
1.2   Elect Director Walter W. Bettinger II   For       For          Management
1.3   Elect Director C. Preston Butcher       For       For          Management
2     Report on Political Contributions       Against   Against      Shareholder
3     Adopt a Policy in which the Company     Against   Against      Shareholder
      will not Make or Promise to Make Any
      Death Benefit Payments to Senior
      Executives
4     Amend Corporate Executive Bonus Plan    Against   Against      Shareholder


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CHEVRON CORPORATION

Ticker:       CVX            Security ID:  166764100
Meeting Date: MAY 27, 2009   Meeting Type: Annual
Record Date:  APR 1, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director S. H. Armacost           For       For          Management
1.2   Elect Director L. F. Deily              For       For          Management
1.3   Elect Director R. E. Denham             For       For          Management
1.4   Elect Director R. J. Eaton              For       For          Management
1.5   Elect Director E. Hernandez             For       For          Management
1.6   Elect Director F. G. Jenifer            For       For          Management
1.7   Elect Director S. Nunn                  For       For          Management
1.8   Elect Director D. J. O'Reilly           For       For          Management
1.9   Elect Director D. B. Rice               For       For          Management
1.10  Elect Director K. W. Sharer             For       For          Management
1.11  Elect Director C. R. Shoemate           For       For          Management
1.12  Elect Director R. D. Sugar              For       For          Management
1.13  Elect Director C. Ware                  For       For          Management
1.14  Elect Director J. S. Watson             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Executive Incentive Bonus Plan    For       For          Management
4     Amend Omnibus Stock Plan                For       For          Management
5     Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
6     Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation
7     Adopt Quantitative GHG Goals for        Against   Against      Shareholder
      Products and Operations
8     Adopt Guidelines for Country Selection  Against   Against      Shareholder
9     Adopt Human Rights Policy               Against   Against      Shareholder
10    Report on Market Specific Environmental Against   Against      Shareholder
      Laws


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CISCO SYSTEMS, INC.

Ticker:       CSCO           Security ID:  17275R102
Meeting Date: NOV 13, 2008   Meeting Type: Annual
Record Date:  SEP 15, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Carol A. Bartz           For       For          Management
2     Elect Director M. Michele Burns         For       For          Management
3     Elect Director Michael D. Capellas      For       For          Management
4     Elect Director Larry R. Carter          For       For          Management
5     Elect Director John T. Chambers         For       For          Management
6     Elect Director Brian L. Halla           For       For          Management
7     Elect Director John L. Hennessy         For       For          Management
8     Elect Director Richard M. Kovacevich    For       For          Management
9     Elect Director Roderick C. McGeary      For       For          Management
10    Elect Director Michael K. Powell        For       For          Management
11    Elect Director Steven M. West           For       For          Management
12    Elect Director Jerry Yang               For       Against      Management
13    Ratify Auditors                         For       For          Management
14    Amend Bylaws to Establish a Board       Against   Against      Shareholder
      Committee on Human Rights
15    Report on Internet Fragmentation        Against   Against      Shareholder


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COLGATE-PALMOLIVE CO.

Ticker:       CL             Security ID:  194162103
Meeting Date: MAY 8, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John T. Cahill           For       For          Management
1.2   Elect Director Jill K. Conway           For       For          Management
1.3   Elect Director Ian Cook                 For       For          Management
1.4   Elect Director Ellen M. Hancock         For       For          Management
1.5   Elect Director David W. Johnson         For       For          Management
1.6   Elect Director Richard J. Kogan         For       For          Management
1.7   Elect Director Delano E. Lewis          For       For          Management
1.8   Elect Director J. Pedro Reinhard        For       For          Management
1.9   Elect Director Stephen I. Sadove        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management
4     Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation


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COMCAST CORP.

Ticker:       CMCSA          Security ID:  20030N101
Meeting Date: MAY 13, 2009   Meeting Type: Annual
Record Date:  MAR 4, 2009

#     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 Qualified Employee Stock Purchase For       For          Management
      Plan
4     Amend Restricted Stock Plan             For       For          Management
5     Amend Stock Option Plan                 For       For          Management
6     Increase Disclosure of Executive        Against   Against      Shareholder
      Compensation
7     Seek Shareholder Approval on Certain    Against   Against      Shareholder
      Future Death Benefit Arrangements
8     Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation
9     Adopt a Recapitalization Plan           Against   Against      Shareholder


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CVS CAREMARK CORP

Ticker:       CVS            Security ID:  126650100
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 12, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Edwin M. Banks           For       For          Management
1.2   Elect Director C. David Brown II        For       For          Management
1.3   Elect Director David W. Dorman          For       For          Management
1.4   Elect Director Kristen E. Gibney        For       For          Management
      Williams
1.5   Elect Director Marian L. Heard          For       For          Management
1.6   Elect Director William H. Joyce         For       For          Management
1.7   Elect Director Jean-Pierre Million      For       For          Management
1.8   Elect Director Terrence Murray          For       For          Management
1.9   Elect Director C.A. Lance Piccolo       For       For          Management
1.10  Elect Director Sheli Z. Rosenberg       For       For          Management
1.11  Elect Director Thomas M. Ryan           For       For          Management
1.12  Elect Director Richard J. Swift         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
4     Require Independent Board Chairman      Against   Against      Shareholder
5     Report on Political Contributions       Against   Against      Shareholder
6     Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation


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DANAHER CORP.

Ticker:       DHR            Security ID:  235851102
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mortimer M. Caplin       For       For          Management
1.2   Elect Director Donald J. Ehrlich        For       For          Management
1.3   Elect Director Walter G. Lohr, Jr.      For       For          Management
1.4   Elect Director Linda P. Hefner          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Adopt Employment Contract               Against   Against      Shareholder
5     Stock Retention/Holding Period          Against   Against      Shareholder
6     Report on Mercury Product Policies      Against   Against      Shareholder


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DELL INC.

Ticker:       DELL           Security ID:  24702R101
Meeting Date: JUL 18, 2008   Meeting Type: Annual
Record Date:  MAY 23, 2008

#     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 Thomas W. Luce, III      For       For          Management
1.8   Elect Director Klaus S. Luft            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       For          Management
3     Amend Executive Incentive Bonus Plan    For       For          Management
4     Reimburse Proxy Expenses                Against   Against      Shareholder
5     Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation


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DENTSPLY INTERNATIONAL, INC.

Ticker:       XRAY           Security ID:  249030107
Meeting Date: MAY 12, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Wendy L Dixon            For       For          Management
1.2   Elect Director Leslie A. Jones          For       For          Management
1.3   Elect Director Bret W. Wise             For       For          Management
2     Ratify Auditors                         For       For          Management


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DIAGEO PLC

Ticker:       DGEAF          Security ID:  GB0002374006
Meeting Date: OCT 15, 2008   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Report             For       For          Management
3     Approve Final Dividend of 21.15 Pence   For       For          Management
      Per Ordinary Share
4     Re-elect Dr Franz Humer as Director     For       For          Management
5     Re-elect Maria Lilja as Director        For       For          Management
6     Re-elect William Shanahan as Director   For       For          Management
7     Re-elect Todd Stitzer as Director       For       For          Management
8     Elect Philip Scott as Director          For       For          Management
9     Reappoint KPMG Audit plc as Auditors    For       For          Management
      and Authorise the Board to Determine
      Their Remuneration
10    Authorise Issue of Equity or            For       For          Management
      Equity-Linked Securities with
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 243,079,000
11    Authorise Issue of Equity or            For       For          Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 36,462,000
12    Authorise 252,025,000 Ordinary Shares   For       For          Management
      for Market Purchase
13    Authorise the Company and its           For       For          Management
      Subsidiaries to Make EU Political
      Donations to Political Parties, to Make
      EU Political Donations to Political
      Organisations Other Than Political
      Parties and to Incur EU Political
      Expenditure up to GBP 200,000
14    Approve Diageo plc 2008 Performance     For       For          Management
      Share Plan
15    Approve Diageo plc 2008 Senior          For       For          Management
      Executive Share Option Plan
16    Authorise Remuneration Committee of the For       For          Management
      Company's Board to Establish Future
      Share Plans for the Benefit of
      Employees Outside the United Kingdom
      Based on the Diageo plc 2008
      Performance Share Plan and the Diageo
      plc 2008 Senior Executive Share Option
      Plan
17    Adopt New Articles of Association       For       For          Management


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

DIRECTV GROUP, INC, THE

Ticker:       DTV            Security ID:  25459L106
Meeting Date: JUN 2, 2009    Meeting Type: Annual
Record Date:  APR 3, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Chase Carey              For       For          Management
1.2   Elect Director Mark Carleton            For       For          Management
1.3   Elect Director Peter Lund               For       For          Management
1.4   Elect Director Haim Saban               For       For          Management
2     Ratify Auditors                         For       For          Management
3     Adopt Principles for Health Care Reform Against   Against      Shareholder
4     Declassify the Board of Directors       Against   For          Shareholder


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

DUN & BRADSTREET CORP, THE

Ticker:       DNB            Security ID:  26483E100
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Austin A. Adams          For       For          Management
1.2   Elect Director James N. Fernandez       For       For          Management
1.3   Elect Director Sandra E. Peterson       For       For          Management
1.4   Elect Director Michael R. Quinlan       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       Against      Management


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

EBAY INC.

Ticker:       EBAY           Security ID:  278642103
Meeting Date: APR 29, 2009   Meeting Type: Annual
Record Date:  MAR 4, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Marc L. Andreessen       For       For          Management
1.2   Elect Director William C. Ford, Jr.     For       For          Management
1.3   Elect Director Dawn G. Lepore           For       For          Management
1.4   Elect Director Pierre M. Omidyar        For       For          Management
1.5   Elect Director Richard T. Schlosberg,   For       For          Management
      III
2     Approve Stock Option Exchange Program   For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management


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

EMC CORPORATION

Ticker:       EMC            Security ID:  268648102
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 5, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Michael W. Brown         For       For          Management
2     Elect Director Randolph L. Cowen        For       For          Management
3     Elect Director Michael J. Cronin        For       For          Management
4     Elect Director Gail Deegan              For       For          Management
5     Elect Director John R. Egan             For       For          Management
6     Elect Director W. Paul Fitzgerald       For       For          Management
7     Elect Director Edmund F. Kelly          For       For          Management
8     Elect Director Windle B. Priem          For       For          Management
9     Elect Director Paul Sagan               For       For          Management
10    Elect Director David N. Strohm          For       For          Management
11    Elect Director Joseph M. Tucci          For       For          Management
12    Ratify Auditors                         For       For          Management
13    Amend Qualified Employee Stock Purchase For       For          Management
      Plan
14    Permit Right to Call Special Meeting    For       For          Management
15    Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation


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

EXXON MOBIL CORP.

Ticker:       XOM            Security ID:  30231G102
Meeting Date: MAY 27, 2009   Meeting Type: Annual
Record Date:  APR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director M.J. Boskin              For       For          Management
1.2   Elect Director L.R. Faulkner            For       For          Management
1.3   Elect Director K.C. Frazier             For       For          Management
1.4   Elect Director .W. George               For       For          Management
1.5   Elect Director R.C. King                For       For          Management
1.6   Elect Director M.C. Nelson              For       For          Management
1.7   Elect Director S.J. Palmisano           For       For          Management
1.8   Elect Director S.S Reinemund            For       For          Management
1.9   Elect Director R.W. Tillerson           For       For          Management
1.10  Elect Director E.E. Whitacre, Jr.       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Provide for Cumulative Voting           Against   Against      Shareholder
4     Amend Articles/Bylaws/Charter -- Call   Against   Against      Shareholder
      Special Meetings
5     Reincorporate in Another State [from    Against   Against      Shareholder
      New Jersey to North Dakota]
6     Require Independent Board Chairman      Against   Against      Shareholder
7     Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation
8     Compare CEO Compensation to Average     Against   Against      Shareholder
      U.S. per Capita Income
9     Review Anti-discrimination Policy on    Against   Against      Shareholder
      Corporate Sponsorships and Executive
      Perks
10    Amend EEO Policy to Prohibit            Against   Against      Shareholder
      Discrimination based on Sexual
      Orientation and Gender Identity
11    Adopt Quantitative GHG Goals for        Against   Against      Shareholder
      Products and Operations
12    Report on Climate Change Impacts on     Against   Against      Shareholder
      Emerging Countries
13    Adopt Policy to Increase Renewable      Against   Against      Shareholder
      Energy


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

FEDEX CORPORATION

Ticker:       FDX            Security ID:  31428X106
Meeting Date: SEP 29, 2008   Meeting Type: Annual
Record Date:  AUG 4, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director  James L. Barksdale      For       For          Management
2     Elect Director August A. Busch IV       For       For          Management
3     Elect Director  John A. Edwardson       For       For          Management
4     Elect Director Judith L. Estrin         For       For          Management
5     Elect Director  J.R. Hyde, III          For       For          Management
6     Elect Director Shirley A. Jackson       For       For          Management
7     Elect Director Steven R. Loranger       For       For          Management
8     Elect Director Gary W. Loveman          For       For          Management
9     Elect Director Frederick W. Smith       For       For          Management
10    Elect Director Joshua I. Smith          For       For          Management
11    Elect Director Paul S. Walsh            For       For          Management
12    Elect Director Peter S. Willmott        For       For          Management
13    Amend Omnibus Stock Plan                For       For          Management
14    Ratify Auditors                         For       For          Management
15    Require Independent Board Chairman      Against   Against      Shareholder
16    Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation


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

FIDELITY NATIONAL INFORMATION SERVICES INC

Ticker:       FIS            Security ID:  31620M106
Meeting Date: MAY 28, 2009   Meeting Type: Annual
Record Date:  MAR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William P. Foley, II     For       For          Management
1.2   Elect Director Thomas M. Hagerty        For       Withhold     Management
1.3   Elect Director Keith W. Hughes          For       For          Management
1.4   Elect Director Richard N. Massey        For       For          Management
2     Ratify Auditors                         For       For          Management


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

FRANKLIN RESOURCES, INC.

Ticker:       BEN            Security ID:  354613101
Meeting Date: MAR 11, 2009   Meeting Type: Annual
Record Date:  JAN 12, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Samuel H. Armacost       For       For          Management
2     Elect Director Charles Crocker          For       For          Management
3     Elect Director Joseph R. Hardiman       For       For          Management
4     Elect Director Robert D. Joffe          For       For          Management
5     Elect Director Charles B. Johnson       For       For          Management
6     Elect Director Gregory E. Johnson       For       For          Management
7     Elect Director Rupert H. Johnson, Jr.   For       For          Management
8     Elect Director Thomas H. Kean           For       For          Management
9     Elect Director Chutta Ratnathicam       For       For          Management
10    Elect Director Peter M. Sacerdote       For       For          Management
11    Elect Director Laura Stein              For       For          Management
12    Elect Director Anne M. Tatlock          For       For          Management
13    Ratify Auditors                         For       For          Management
14    Amend Executive Incentive Bonus Plan    For       For          Management


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

GENERAL MILLS, INC.

Ticker:       GIS            Security ID:  370334104
Meeting Date: SEP 22, 2008   Meeting Type: Annual
Record Date:  JUL 24, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Bradbury H. Anderson     For       For          Management
2     Elect Director Paul Danos               For       For          Management
3     Elect Director William T. Esrey         For       For          Management
4     Elect Director Raymond V. Gilmartin     For       For          Management
5     Elect Director Judith Richards Hope     For       For          Management
6     Elect Director Heidi G. Miller          For       For          Management
7     Elect Director Hilda Ochoa-Brillembourg For       For          Management
8     Elect Director Steve Odland             For       For          Management
9     Elect Director Kendall J. Powell        For       For          Management
10    Elect Director Lois E. Quam             For       For          Management
11    Elect Director Michael D. Rose          For       For          Management
12    Elect Director Robert L. Ryan           For       For          Management
13    Elect Director Dorothy A. Terrell       For       For          Management
14    Ratify Auditors                         For       For          Management


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

GENZYME CORP.

Ticker:       GENZ           Security ID:  372917104
Meeting Date: MAY 21, 2009   Meeting Type: Annual
Record Date:  MAR 31, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Douglas A. Berthiaume    For       For          Management
2     Elect Director Gail K. Boudreaux        For       For          Management
3     Elect Director Robert J. Carpenter      For       For          Management
4     Elect Director Charles L. Cooney        For       For          Management
5     Elect Director Victor J. Dzau           For       For          Management
6     Elect Director Connie Mack III          For       For          Management
7     Elect Director Richard F. Syron         For       For          Management
8     Elect Director Henri A. Termeer         For       For          Management
9     Amend Omnibus Stock Plan                For       For          Management
10    Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
11    Ratify Auditors                         For       For          Management


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

GOOGLE INC

Ticker:       GOOG           Security ID:  38259P508
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Eric Schmidt             For       Withhold     Management
1.2   Elect Director Sergey Brin              For       Withhold     Management
1.3   Elect Director Larry Page               For       Withhold     Management
1.4   Elect Director L. John Doerr            For       Withhold     Management
1.5   Elect Director John L. Hennessy         For       Withhold     Management
1.6   Elect Director Arthur D. Levinson       For       Withhold     Management
1.7   Elect Director Ann Mather               For       Withhold     Management
1.8   Elect Director Paul S. Otellini         For       Withhold     Management
1.9   Elect Director K. Ram Shriram           For       Withhold     Management
1.10  Elect Director Shirley M. Tilghman      For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       Against      Management
4     Report on Political Contributions       For       For          Shareholder
5     Adopt Policies to Protect Freedom of    Against   Against      Shareholder
      Access to the Internet
6     Adopt Principles for Health Care Reform Against   Against      Shareholder


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

GROUPE DANONE

Ticker:       BN             Security ID:  FR0000120644
Meeting Date: APR 23, 2009   Meeting Type: Annual/Special
Record Date:  APR 20, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Financial Statements and        For       For          Management
      Statutory Reports
2     Accept Consolidated Financial           For       For          Management
      Statements and Statutory Reports
3     Approve Allocation of Income and        For       For          Management
      Dividends of EUR 1.20 per Share
4     Approve Stock Dividend Program          For       For          Management
5     Approve Auditors' Special Report        For       For          Management
      Regarding Related-Party Transactions
6     Reelect Richard Goblet d'Alviella as    For       For          Management
      Director
7     Reelect Christian Laubie as Director    For       For          Management
8     Reelect Jean Laurent as Director        For       For          Management
9     Reelect Hakan Mogren as Director        For       For          Management
10    Reelect Benoit Potier as Director       For       For          Management
11    Elect Guylaine Saucier as Director      For       For          Management
12    Approve Remuneration of Directors in    For       For          Management
      the Aggregate Amount of EUR 600,000
13    Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
14    Approve Creation of Danone Eco-Systeme  For       For          Management
      Fund
15    Change Company Name to Danone           For       For          Management
16    Amend Article 7 of Bylaws Re:           For       For          Management
      Delegation of Power in Case of Share
      Capital Increase
17    Amend Articles 10 of Association Re:    For       For          Management
      Shareholders Identification
18    Amend Article 18 of Bylaws Re:          For       For          Management
      Attendance to Board Meetings Through
      Videoconference and Telecommunication
19    Amend Article 22 of Bylaws Re: Record   For       For          Management
      Date
20    Amend Article 26 of Bylaws Re:          For       For          Management
      Electronic Voting
21    Amend Article 27 of Bylaws Re:          For       For          Management
      Delegation of Powers to the Board for
      the Issuance of Bonds
22    Amend Articles 27 and 28 of Association For       For          Management
      Re: Quorum Requirements for Ordinary
      and Extraordinary General Meetings
23    Authorize Issuance of Equity or         For       For          Management
      Equity-Linked Securities with
      Preemptive Rights up to Aggregate
      Nominal Amount of EUR 45 Million
24    Authorize Issuance of Equity or         For       For          Management
      Equity-Linked Securities without
      Preemptive Rights up to Aggregate
      Nominal Amount of EUR 30 Million
25    Authorize Board to Increase Capital in  For       For          Management
      the Event of Additional Demand Related
      to Delegations Submitted to Shareholder
      Vote Above
26    Authorize Capital Increase of Up to EUR For       For          Management
      25 Million for Future Exchange Offers
27    Authorize Capital Increase of up to 10  For       For          Management
      Percent of Issued Capital for Future
      Acquisitions
28    Authorize Capitalization of Reserves of For       For          Management
      Up to EUR 33 Million for Bonus Issue or
      Increase in Par Value
29    Approve Employee Stock Purchase Plan    For       For          Management
30    Authorize up to 6 Million Shares for    For       For          Management
      Use in Stock Option Plan
31    Authorize up to 2 Million Shares for    For       For          Management
      Use in Restricted Stock Plan
32    Approve Reduction in Share Capital via  For       For          Management
      Cancellation of Repurchased Shares
33    Authorize Filing of Required            For       For          Management
      Documents/Other Formalities


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

GRUPO TELEVISA S.A.

Ticker:       TV             Security ID:  40049J206
Meeting Date: APR 30, 2009   Meeting Type: Special
Record Date:  APR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect or Ratify Directors Representing  For       For          Management
      Series L Shareholders
2     Designate Inspector or Shareholder      For       For          Management
      Representative(s) of Minutes of Meeting


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

GRUPO TELEVISA S.A.

Ticker:       TV             Security ID:  40049J206
Meeting Date: APR 30, 2009   Meeting Type: Annual/Special
Record Date:  APR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Directors Representing Series D   For       For          Management
      Shareholders
2     Designate Inspector or Shareholder      For       For          Management
      Representative(s) of Minutes of Meeting
1     Accept Statutory Reports as Required by For       For          Management
      Article 28 of Mexican Securities Law,
      Approve Financial Statements for Fiscal
      Year Ended Dec. 31, 2008, Approve
      Discharge of Directors, CEO and Board
      Committees
2     Present Report on Compliance with       For       For          Management
      Fiscal Obligations
3     Approve Allocation of Income for Fiscal For       For          Management
      Year 2008
4     Set Aggregate Nominal Amount for Share  For       For          Management
      Repurchase and Receive Report on
      Board's Decision on Share Repurchase
      and Sale of Treasury Shares
5     Elect Members of the Board, Secretary   For       Against      Management
      and Deputy Secretaries, and Other
      Employees
6     Elect Members of the Executive          For       Against      Management
      Committee
7     Elect or Ratify Chairman of Audit       For       Against      Management
      Committee and Corporate Practices
      Committee
8     Approve Remuneration of Board Members,  For       For          Management
      Executive, Audit and  Corporate
      Practices Committees, Secretary and
      Deputy Secretaries
9     Designate Inspector or Shareholder      For       For          Management
      Representative(s) of Minutes of Meeting
1     Approve Cancellation of Shares and      For       For          Management
      Subsequent Reduction in Capital; Amend
      Article 6 of the Bylaws Accordingly
2     Designate Inspector or Shareholder      For       For          Management
      Representative(s) of Minutes of Meeting


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

HALLIBURTON CO.

Ticker:       HAL            Security ID:  406216101
Meeting Date: MAY 20, 2009   Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alan M. Bennett          For       For          Management
1.2   Elect Director James R. Boyd            For       For          Management
1.3   Elect Director Milton Carroll           For       For          Management
1.4   Elect Director S. Malcolm Gillis        For       For          Management
1.5   Elect Director James T. Hackett         For       For          Management
1.6   Elect Director David J. Lesar           For       For          Management
1.7   Elect Director Robert A. Malone         For       For          Management
1.8   Elect Director J. Landis Martin         For       For          Management
1.9   Elect Director Jay A. Precourt          For       For          Management
1.10  Elect Director Debra L. Reed            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
5     Review and Assess Human Rights Policies Against   Against      Shareholder
6     Report on Political Contributions       Against   Against      Shareholder
7     Adopt Low Carbon Energy Policy          Against   Against      Shareholder
8     Disclose Information on Compensation    Against   Against      Shareholder
      Consultant
9     Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
10    Establish Independent Director          Against   Against      Shareholder
      Committee to Review and Report on
      Financial Misconducts and Human Rights
      Abuses


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

HARLEY-DAVIDSON, INC.

Ticker:       HOG            Security ID:  412822108
Meeting Date: APR 25, 2009   Meeting Type: Annual
Record Date:  MAR 11, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Martha F. Brooks         For       For          Management
1.2   Elect Director Donald A. James          For       For          Management
1.3   Elect Director James A. Norling         For       For          Management
1.4   Elect Director James L. Ziemer          For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Ratify Auditors                         For       For          Management
4     Declassify the Board of Directors       Against   For          Shareholder


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

HESS CORPORATION

Ticker:       HES            Security ID:  42809H107
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director J.B. Hess                For       For          Management
1.2   Elect Director S.W. Bodman              For       For          Management
1.3   Elect Director R. Lavizzo-Mourey        For       For          Management
1.4   Elect Director C.G. Matthews            For       For          Management
1.5   Elect Director E.H. von Metzsch         For       For          Management
2     Ratify Auditors                         For       For          Management


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

HEWLETT-PACKARD COMPANY

Ticker:       HPQ            Security ID:  428236103
Meeting Date: MAR 18, 2009   Meeting Type: Annual
Record Date:  JAN 20, 2009

#     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 Rajiv L. Gupta           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


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

INTERNATIONAL BUSINESS MACHINES CORP.

Ticker:       IBM            Security ID:  459200101
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director A. J. P. Belda           For       For          Management
1.2   Elect Director C. Black                 For       For          Management
1.3   Elect Director W. R. Brody              For       For          Management
1.4   Elect Director K. I. Chenault           For       For          Management
1.5   Elect Director M. L. Eskew              For       For          Management
1.6   Elect Director S. A. Jackson            For       For          Management
1.7   Elect Director T. Nishimuro             For       For          Management
1.8   Elect Director  J. W. Owens             For       For          Management
1.9   Elect Director S. J. Palmisano          For       For          Management
1.10  Elect Director J. E. Spero              For       For          Management
1.11  Elect Director S. Taurel                For       For          Management
1.12  Elect Director L. H. Zambrano           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Provide for Cumulative Voting           Against   Against      Shareholder
5     Review Executive Compensation           Against   Against      Shareholder
6     Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation


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

INTERSIL CORPORATION

Ticker:       ISIL           Security ID:  46069S109
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 12, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David B. Bell            For       For          Management
1.2   Elect Director Robert W. Conn           For       For          Management
1.3   Elect Director James V. Diller          For       For          Management
1.4   Elect Director Gary E. Gist             For       For          Management
1.5   Elect Director Mercedes Johnson         For       For          Management
1.6   Elect Director Gregory Lang             For       For          Management
1.7   Elect Director Jan Peeters              For       For          Management
1.8   Elect Director Robert N. Pokelwaldt     For       For          Management
1.9   Elect Director James A. Urry            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Qualified Employee Stock Purchase For       For          Management
      Plan


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

JOHNSON & JOHNSON

Ticker:       JNJ            Security ID:  478160104
Meeting Date: APR 23, 2009   Meeting Type: Annual
Record Date:  FEB 24, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mary Sue Coleman         For       For          Management
1.2   Elect Director James G. Cullen          For       For          Management
1.3   Elect Director Michael M.E. Johns       For       For          Management
1.4   Elect Director Arnold G. Langbo         For       For          Management
1.5   Elect Director Susan L. Lindquist       For       For          Management
1.6   Elect Director Leo F. Mullin            For       For          Management
1.7   Elect Director Wiliam D. Perez          For       For          Management
1.8   Elect Director Charles Prince           For       For          Management
1.9   Elect Director David Satcher            For       For          Management
1.10  Elect Director William C. Weldon        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation


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

KLA-TENCOR CORP.

Ticker:       KLAC           Security ID:  482480100
Meeting Date: NOV 13, 2008   Meeting Type: Annual
Record Date:  SEP 30, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert M. Calderoni      For       For          Management
1.2   Elect Director John T. Dickson          For       For          Management
1.3   Elect Director Kevin J. Kennedy         For       For          Management
2     Ratify Auditors                         For       For          Management


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

KOHL'S CORP.

Ticker:       KSS            Security ID:  500255104
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 11, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Peter Boneparth          For       For          Management
2     Elect Director Steven A. Burd           For       For          Management
3     Elect Director John F. Herma            For       For          Management
4     Elect Director Dale E. Jones            For       For          Management
5     Elect Director William S. Kellogg       For       For          Management
6     Elect Director Kevin Mansell            For       For          Management
7     Elect Director R. Lawrence Montgomery   For       For          Management
8     Elect Director Frank V. Sica            For       For          Management
9     Elect Director Peter M. Sommerhauser    For       For          Management
10    Elect Director Stephanie A. Streeter    For       For          Management
11    Elect Director Stephen E. Watson        For       For          Management
12    Ratify Auditors                         For       For          Management
13    Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


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

LVMH MOET HENNESSY LOUIS VUITTON

Ticker:       MC             Security ID:  FR0000121014
Meeting Date: MAY 14, 2009   Meeting Type: Annual/Special
Record Date:  MAY 11, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Financial Statements and        For       For          Management
      Statutory Reports
2     Accept Consolidated Financial           For       For          Management
      Statements and Statutory Reports
3     Approve Auditors' Special Report        For       For          Management
      Regarding Related-Party Transactions
4     Approve Allocation of Income and        For       For          Management
      Dividends of EUR 1.60 per Share
5     Reelect Antoine Arnault as Director     For       For          Management
6     Reelect Antoine Bernheim as Director    For       For          Management
7     Reelect Albert Frere as Director        For       For          Management
8     Reelect Pierre Gode as Director         For       For          Management
9     Reelect Lord Powell of Bayswater as     For       For          Management
      Director
10    Elect Yves-Thilbaut de Silguy as        For       For          Management
      Director
11    Authorize Repurchase of up to 10        For       For          Management
      Percent of Issued Share Capital
12    Approve Reduction in Share Capital via  For       For          Management
      Cancellation of Repurchased Shares
13    Authorize Issuance of Equity or         For       For          Management
      Equity-Linked Securities with
      Preemptive Rights up to Aggregate
      Nominal Amount of EUR 50 Million
14    Authorize Issuance of Equity or         For       For          Management
      Equity-Linked Securities without
      Preemptive Rights up to Aggregate
      Nominal Amount of EUR 50 Million, with
      the Possibility Not to Offer them to
      the Public for an Amount Representing
      20 Percent per Year
15    Authorize Board to Increase Capital in  For       For          Management
      the Event of Additional Demand Related
      to Delegation Submitted to Shareholders
      Votes under Items 13 and 14 Above
16    Authorize Capital Increase of Up to EUR For       For          Management
      50 Million for Future Exchange Offers
17    Authorize Capital Increase of up to 10  For       For          Management
      Percent of Issued Capital for Future
      Acquisitions
18    Authorize up to 3 Percent of Issued     For       For          Management
      Capital for Use in Stock Option Plan
19    Approve Employee Stock Purchase Plan    For       For          Management
20    Amend Articles 11 and 23 of Bylaws Re:  For       For          Management
      Shareholding Requirements for Directors
      and Double Voting Rights


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

MARATHON OIL CORP.

Ticker:       MRO            Security ID:  565849106
Meeting Date: APR 29, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Charles F. Bolden, Jr.   For       For          Management
1.2   Elect Director Gregory H. Boyce         For       For          Management
1.3   Elect Director Clarence P. Cazalot, Jr. For       For          Management
1.4   Elect Director David A. Daberko         For       For          Management
1.5   Elect Director William L. Davis         For       For          Management
1.6   Elect Director Shirley Ann Jackson      For       For          Management
1.7   Elect Director Philip Lader             For       For          Management
1.8   Elect Director Charles R. Lee           For       For          Management
1.9   Elect Director Michael E. J. Phelps     For       For          Management
1.10  Elect Director Dennis H. Reilley        For       For          Management
1.11  Elect Director Seth E. Schofield        For       For          Management
1.12  Elect Director John W. Snow             For       For          Management
1.13  Elect Director Thomas J. Usher          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Bylaws-- Call Special Meetings    Against   For          Shareholder
4     Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation


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

MASTERCARD INCORPORATED

Ticker:       MA             Security ID:  57636Q104
Meeting Date: JUN 9, 2009    Meeting Type: Annual
Record Date:  APR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard Haythornthwaite  For       For          Management
1.2   Elect Director David R. Carlucci        For       For          Management
1.3   Elect Director Robert W. Selander       For       For          Management
2     Amend Certificate of Incorporation to   For       For          Management
      Increase Size of Board and Amend
      Director Qualifications
3     Ratify Auditors                         For       For          Management


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

MEDCO HEALTH SOLUTIONS, INC.

Ticker:       MHS            Security ID:  58405U102
Meeting Date: MAY 21, 2009   Meeting Type: Annual
Record Date:  MAR 26, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Charles M. Lillis, Ph.D. For       For          Management
2     Elect Director William L. Roper, M.D.   For       For          Management
3     Elect Director David D. Stevens         For       For          Management
4     Ratify Auditors                         For       For          Management
5     Approve Executive Incentive Bonus Plan  For       For          Management


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

MEDTRONIC, INC.

Ticker:       MDT            Security ID:  585055106
Meeting Date: AUG 21, 2008   Meeting Type: Annual
Record Date:  JUN 23, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Victor J. Dzau           For       For          Management
1.2   Elect Director William A. Hawkins       For       For          Management
1.3   Elect Director Shirley A. Jackson       For       For          Management
1.4   Elect Director Denise M. O'Leary        For       For          Management
1.5   Elect Director Jean-Pierre Rosso        For       For          Management
1.6   Elect Director Jack W. Schuler          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       Against      Management


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

MERCK KGAA

Ticker:       MRK            Security ID:  DE0006599905
Meeting Date: APR 3, 2009    Meeting Type: Annual
Record Date:  MAR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive Financial Statements and        None      None         Management
      Statutory Reports for Fiscal 2008
      (Non-Voting)
2     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal 2008
3     Approve Allocation of Income and        For       For          Management
      Dividends of EUR 1.50 per Share
4     Approve Discharge of Management Board   For       For          Management
      for Fiscal 2008
5     Approve Discharge of Supervisory Board  For       For          Management
      for Fiscal 2008
6     Ratify KPMG AG as Auditors for Fiscal   For       For          Management
      2009
7     Approve Affiliation Agreements with     For       For          Management
      Subsidiary Litec-LLL GmbH
8.1   Elect Wolfgang Buechele to the          For       For          Management
      Supervisory Board
8.2   Elect Hans-Juergen Leuchs to the        For       For          Management
      Supervisory Board
9     Allow Electronic Distribution of        For       For          Management
      Company Communications
10    Amend Articles Re: Participation of     For       For          Management
      Merck KGaA on Profit/Loss of E. Merck
11    Approve Creation of EUR 57 Million Pool For       For          Management
      of Capital without Preemptive Rights


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

MICROSOFT CORP.

Ticker:       MSFT           Security ID:  594918104
Meeting Date: NOV 19, 2008   Meeting Type: Annual
Record Date:  SEP 5, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Steven A. Ballmer        For       For          Management
2     Elect Director James I. Cash, Jr.       For       For          Management
3     Elect Director Dina Dublon              For       For          Management
4     Elect Director William H. Gates, III    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    Approve Executive Incentive Bonus Plan  For       For          Management
11    Amend Non-Employee Director Omnibus     For       For          Management
      Stock Plan
12    Ratify Auditors                         For       For          Management
13    Adopt Policies to Protect Freedom of    Against   Against      Shareholder
      Access to the Internet
14    Amend Bylaws to Establish a Board       Against   Against      Shareholder
      Committee on Human Rights
15    Report on Charitable Contributions      Against   Against      Shareholder


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

NATIONAL SEMICONDUCTOR CORP.

Ticker:       NSM            Security ID:  637640103
Meeting Date: SEP 25, 2008   Meeting Type: Annual
Record Date:  JUL 28, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Brian L. Halla           For       For          Management
2     Elect Director Steven R. Appleton       For       For          Management
3     Elect Director Gary P. Arnold           For       For          Management
4     Elect Director Richard J. Danzig        For       For          Management
5     Elect Director John T. Dickson          For       For          Management
6     Elect Director Robert J. Frankenberg    For       For          Management
7     Elect Director Modesto A. Maidique      For       For          Management
8     Elect Director Edward R. McCracken      For       For          Management
9     Ratify Auditors                         For       For          Management


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

NESTLE SA

Ticker:                      Security ID:  CH0038863350
Meeting Date: APR 23, 2009   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Accept Financial Statements and         For       Did Not Vote Management
      Statutory Reports
1.2   Approve Remuneration Report             For       Did Not Vote Management
2     Approve Discharge of Board and Senior   For       Did Not Vote Management
      Management
3     Approve Allocation of Income and        For       Did Not Vote Management
      Dividends of CHF 1.40 per Share
4.1.1 Reelect Daniel Borel as Director        For       Did Not Vote Management
4.1.2 Reelect Carolina Mueller-Moehl as       For       Did Not Vote Management
      Director
4.2   Ratify KPMG AG as Auditors              For       Did Not Vote Management
5     Approve CHF 180 million Reduction in    For       Did Not Vote Management
      Share Capital


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

NETAPP, INC.

Ticker:       NTAP           Security ID:  64110D104
Meeting Date: SEP 2, 2008    Meeting Type: Annual
Record Date:  JUL 9, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Daniel J. Warmenhoven    For       For          Management
1.2   Elect Director Donald T. Valentine      For       For          Management
1.3   Elect Director Jeffry R. Allen          For       For          Management
1.4   Elect Director Carol A. Bartz           For       For          Management
1.5   Elect Director Alan L. Earhart          For       For          Management
1.6   Elect Director Thomas Georgens          For       For          Management
1.7   Elect Director Edward Kozel             For       For          Management
1.8   Elect Director Mark Leslie              For       For          Management
1.9   Elect Director Nicholas G. Moore        For       For          Management
1.10  Elect Director George T. Shaheen        For       For          Management
1.11  Elect Director Robert T. Wall           For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Amend Omnibus Stock Plan                For       Against      Management
4     Amend Qualified Employee Stock Purchase For       Against      Management
      Plan
5     Ratify Auditors                         For       For          Management


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

NETAPP, INC.

Ticker:       NTAP           Security ID:  64110D104
Meeting Date: APR 21, 2009   Meeting Type: Special
Record Date:  MAR 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Stock Option Exchange Program   For       Against      Management


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

NIKE, INC.

Ticker:       NKE            Security ID:  654106103
Meeting Date: SEP 22, 2008   Meeting Type: Annual
Record Date:  JUL 25, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jill K. Conway           For       For          Management
1.2   Elect Director Alan B. Graf, Jr.        For       For          Management
1.3   Elect Director Jeanne P. Jackson        For       For          Management
2     Ratify Auditors                         For       For          Management


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

NOBLE CORPORATION

Ticker:       NE             Security ID:  G65422100
Meeting Date: MAR 17, 2009   Meeting Type: Special
Record Date:  FEB 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Change Country of Incorporation to      For       For          Management
      Switzerland Through a Scheme of
      Arrangement
2     Adjourn Meeting                         For       For          Management


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

NOBLE CORPORATION

Ticker:       NE             Security ID:  H5833N103
Meeting Date: MAY 28, 2009   Meeting Type: Annual
Record Date:  APR 14, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approval Of The Payment Of A Dividend   For       Did Not Vote Management
      Through A Reduction Of Thepar Value Of
      The Shares In An Amount Equal To Swiss
      Francs 0.25
2.1   Director Julie H. Edwards               For       Did Not Vote Management
2.2   Director Marc E. Leland                 For       Did Not Vote Management
2.3   Director David W. Williams              For       Did Not Vote Management
3     Approval Of The Appointment Of          For       Did Not Vote Management
      Pricewaterhousecoopers Llp Asnoble
      Corporation S Independent Registered
      Public Accountingfirm For 2009
4     Amend Articles Re: (Non-Routine)        For       Did Not Vote Management


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

OMNICOM GROUP INC.

Ticker:       OMC            Security ID:  681919106
Meeting Date: MAY 19, 2009   Meeting Type: Annual
Record Date:  MAR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John D. Wren             For       For          Management
1.2   Elect Director Bruce Crawford           For       For          Management
1.3   Elect Director Alan R. Batkin           For       Withhold     Management
1.4   Elect Director Robert Charles Clark     For       For          Management
1.5   Elect Director Leonard S. Coleman, Jr.  For       Withhold     Management
1.6   Elect Director Errol M. Cook            For       For          Management
1.7   Elect Director Susan S. Denison         For       Withhold     Management
1.8   Elect Director Michael A. Henning       For       Withhold     Management
1.9   Elect Director John R. Murphy           For       For          Management
1.10  Elect Director John R. Purcell          For       For          Management
1.11  Elect Director Linda Johnson Rice       For       Withhold     Management
1.12  Elect Director Gary L. Roubos           For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Amend Qualified Employee Stock Purchase For       For          Management
      Plan


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

ORACLE CORP.

Ticker:       ORCL           Security ID:  68389X105
Meeting Date: OCT 10, 2008   Meeting Type: Annual
Record Date:  AUG 12, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jeffrey O. Henley        For       For          Management
1.2   Elect Director Lawrence J. Ellison      For       Withhold     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       Withhold     Management
1.7   Elect Director Safra A. Catz            For       For          Management
1.8   Elect Director Hector Garcia-Molina     For       Withhold     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       Withhold     Management
1.12  Elect Director George H. Conrades       For       For          Management
1.13  Elect Director Bruce R. Chizen          For       For          Management
2     Approve Executive Incentive Bonus Plan  For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation


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

PATTERSON COMPANIES INC.

Ticker:       PDCO           Security ID:  703395103
Meeting Date: SEP 8, 2008    Meeting Type: Annual
Record Date:  JUL 11, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ronald E. Ezerski        For       For          Management
1.2   Elect Director Andre B. Lacy            For       For          Management
2     Approve Profit Sharing Plan             For       For          Management
3     Ratify Auditors                         For       For          Management


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

PEPSICO, INC.

Ticker:       PEP            Security ID:  713448108
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director S.L. Brown               For       For          Management
2     Elect Director I.M. Cook                For       For          Management
3     Elect Director D. Dublon                For       For          Management
4     Elect Director V.J. Dzau                For       For          Management
5     Elect Director R.L. Hunt                For       For          Management
6     Elect Director A. Ibarguen              For       For          Management
7     Elect Director A.C. Martinez            For       For          Management
8     Elect Director I.K. Nooyi               For       For          Management
9     Elect Director S.P. Rockefeller         For       For          Management
10    Elect Director J.J. Schiro              For       For          Management
11    Elect Director L.G. Trotter             For       For          Management
12    Elect Director D.Vasella                For       For          Management
13    Elect Director M.D. White               For       For          Management
14    Ratify Auditors                         For       For          Management
15    Amend Executive Incentive Bonus Plan    For       For          Management
16    Report on Recycling                     Against   Against      Shareholder
17    Report on Genetically Engineered        Against   Against      Shareholder
      Products
18    Report on Charitable Contributions      Against   Against      Shareholder
19    Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation


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

PRAXAIR, INC.

Ticker:       PX             Security ID:  74005P104
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stephen F. Angel         For       For          Management
1.2   Elect Director Nance K. Dicciani        For       For          Management
1.3   Elect Director Edward G. Galante        For       For          Management
1.4   Elect Director Claire W. Gargalli       For       For          Management
1.5   Elect Director Ira D. Hall              For       For          Management
1.6   Elect Director Raymond W. LeBoeuf       For       For          Management
1.7   Elect Director Larry D. McVay           For       For          Management
1.8   Elect Director Wayne T. Smith           For       For          Management
1.9   Elect Director H. Mitchell Watson, Jr.  For       For          Management
1.10  Elect Director Robert L. Wood           For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Ratify Auditors                         For       For          Management


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

PRECISION CASTPARTS CORP.

Ticker:       PCP            Security ID:  740189105
Meeting Date: AUG 12, 2008   Meeting Type: Annual
Record Date:  JUN 19, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Don R. Graber            For       For          Management
1.2   Elect Director Lester L. Lyles          For       For          Management
2     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management


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

PROCTER & GAMBLE COMPANY, THE

Ticker:       PG             Security ID:  742718109
Meeting Date: OCT 14, 2008   Meeting Type: Annual
Record Date:  AUG 15, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kenneth I. Chenault      For       For          Management
1.2   Elect Director Scott D. Cook            For       For          Management
1.3   Elect Director Rajat K. Gupta           For       For          Management
1.4   Elect Director A.G. Lafley              For       For          Management
1.5   Elect Director Charles R. Lee           For       For          Management
1.6   Elect Director Lynn M. Martin           For       For          Management
1.7   Elect Director W. James McNerney, Jr.   For       For          Management
1.8   Elect Director Johnathan A. Rodgers     For       For          Management
1.9   Elect Director Ralph Snyderman          For       For          Management
1.10  Elect Director Margaret C. Whitman      For       For          Management
1.11  Elect Director Patricia A. Woertz       For       For          Management
1.12  Elect Director Ernesto Zedillo          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
4     Rotate Annual Meeting Location          Against   Against      Shareholder
5     Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation


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

RESEARCH IN MOTION LTD

Ticker:       RIM            Security ID:  760975102
Meeting Date: JUL 15, 2008   Meeting Type: Annual
Record Date:  MAY 27, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect James Balsillie, Mike Lazaridis,  For       For          Management
      James Estill, David Kerr, Roger Martin,
      John Richardson, Barbara Stymiest and
      John Wetmore as Directors
2     Approve Ernst & Young LLP as Auditors   For       For          Management
      and Authorize Board to Fix Their
      Remuneration


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

RESMED, INC.

Ticker:       RMD            Security ID:  761152107
Meeting Date: NOV 20, 2008   Meeting Type: Annual
Record Date:  SEP 24, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Christopher G. Roberts   For       For          Management
1.2   Elect Director John Wareham             For       For          Management
2     Amend Omnibus Stock Plan                For       Against      Management
3     Ratify Auditors                         For       For          Management


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

SAMSUNG ELECTRONICS CO. LTD.

Ticker:       SSNHY          Security ID:  US7960508882
Meeting Date: MAR 13, 2009   Meeting Type: Annual
Record Date:  DEC 31, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Appropriation of Income and     For       For          Management
      Year-End Dividend of KRW 5,000 per
      Common Share
2.1   Elect Three Outside Directors (Bundled) For       For          Management
2.2   Elect Four Inside Directors (Bundled)   For       For          Management
2.3   Elect Two Members of Audit Committee    For       For          Management
      (Bundled)
3     Approve Total Remuneration of Inside    For       Against      Management
      Directors and Outside Directors


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

STAPLES, INC.

Ticker:       SPLS           Security ID:  855030102
Meeting Date: JUN 9, 2009    Meeting Type: Annual
Record Date:  APR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Basil L. Anderson        For       For          Management
1.2   Elect Director Arthur M. Blank          For       For          Management
1.3   Elect Director Mary Elizabeth Burton    For       For          Management
1.4   Elect Director Justin King              For       For          Management
1.5   Elect Director Carol Meyrowitz          For       For          Management
1.6   Elect Director Rowland T. Moriarty      For       For          Management
1.7   Elect Director Robert C. Nakasone       For       For          Management
1.8   Elect Director Ronald L. Sargent        For       For          Management
1.9   Elect Director Elizabeth A. Smith       For       For          Management
1.10  Elect Director Robert E. Sulentic       For       For          Management
1.11  Elect Director Vijay Vishwanath         For       For          Management
1.12  Elect Director Paul F. Walsh            For       For          Management
2     Amend Qualified Employee Stock Purchase For       For          Management
      Plan
3     Amend Nonqualified Employee Stock       For       For          Management
      Purchase Plan
4     Ratify Auditors                         For       For          Management
5     Reincorporate in Another State [from    Against   Against      Shareholder
      Delaware to North Dakota]


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

STATE STREET CORP. (BOSTON)

Ticker:       STT            Security ID:  857477103
Meeting Date: MAY 20, 2009   Meeting Type: Annual
Record Date:  MAR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director K. Burnes                For       For          Management
1.2   Elect Director P. Coym                  For       For          Management
1.3   Elect Director P. de Saint-Aignan       For       For          Management
1.4   Elect Director A. Fawcett               For       For          Management
1.5   Elect Director D. Gruber                For       For          Management
1.6   Elect Director L. Hill                  For       For          Management
1.7   Elect Director R. Kaplan                For       For          Management
1.8   Elect Director C. LaMantia              For       For          Management
1.9   Elect Director R. Logue                 For       For          Management
1.10  Elect Director R. Sergel                For       For          Management
1.11  Elect Director R. Skates                For       For          Management
1.12  Elect Director G. Summe                 For       For          Management
1.13  Elect Director R. Weissman              For       For          Management
2     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
5     Ratify Auditors                         For       For          Management
6     Limit Auditor from Providing Non-Audit  Against   Against      Shareholder
      Services


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

STRYKER CORP.

Ticker:       SYK            Security ID:  863667101
Meeting Date: APR 29, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John W. Brown            For       For          Management
1.2   Elect Director Howard E. Cox. Jr.       For       For          Management
1.3   Elect Director Donald M. Engelman       For       For          Management
1.4   Elect Director Louise L. Francesconi    For       For          Management
1.5   Elect Director Howard L. Lance          For       For          Management
1.6   Elect Director Stephen P. MacMillan     For       For          Management
1.7   Elect Director William U. Parfet        For       For          Management
1.8   Elect Director Ronda E. Stryker         For       For          Management
2     Ratify Auditors                         For       For          Management


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

TAIWAN SEMICONDUCTOR MANUFACTURING CO.

Ticker:       TSM            Security ID:  874039100
Meeting Date: JUN 10, 2009   Meeting Type: Annual
Record Date:  APR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve 2008 Business Operations        For       For          Management
      Report, Financial Statements, and
      Statutory Reports
2     Approve 2008 Allocation of Income and   For       For          Management
      Dividends
3     Approve Capitalization of 2008          For       For          Management
      Dividends and Employee Profit Sharing
4     Approve Amendment on the Procedures for For       For          Management
      Loans to Other Parties and Procedures
      for Endorsement and Guarantee
5.1   Director Morris Chang                   For       For          Management
5.2   Director F.c. Tseng                     For       For          Management
5.3   Director Rick Tsai                      For       For          Management
5.4   Director Tain-jy Chen                   For       For          Management
5.5   Director P. Leahy Bonfield              For       For          Management
5.6   Director Stan Shih                      For       For          Management
5.7   Director Ms. Carly Fiorina              For       For          Management
5.8   Director Thomas J Engibous              For       For          Management


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

TARGET CORPORATION

Ticker:       TGT            Security ID:  87612E106
Meeting Date: MAY 28, 2009   Meeting Type: Proxy Contest
Record Date:  MAR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
      Management Proxy (White Card)
1     Fix Number of Directors at 12           For       For          Management
2     Elect Director Mary N. Dillon           For       For          Management
3     Elect Director Richard M. Kovacevich    For       For          Management
4     Elect Director George W. Tamke          For       For          Management
5     Elect Director Solomon D. Trujillo      For       For          Management
6     Ratify Auditors                         For       For          Management
7     Amend Omnibus Stock Plan                For       For          Management
8     Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation

#     Proposal                                Diss Rec  Vote Cast    Sponsor
      Dissident Proxy (Gold Card)
1     Fix Number of Directors at 12           Against   Did Not Vote Management
2.1   Elect Director William A. Ackman        For       Did Not Vote Shareholder
2.2   Elect Director Michael L. Ashner        For       Did Not Vote Shareholder
2.3   Elect Director James L. Donald          For       Did Not Vote Shareholder
2.4   Elect Director Richard W. Vague         For       Did Not Vote Shareholder
3     Elect Director Ronald J. Gilson         For       Did Not Vote Shareholder
4     Ratify Auditors                         For       Did Not Vote Management
5     Amend Omnibus Stock Plan                For       Did Not Vote Management
6     Advisory Vote to Ratify Named Executive Abstain   Did Not Vote Shareholder
      Officers' Compensation


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

THERMO FISHER SCIENTIFIC INC.

Ticker:       TMO            Security ID:  883556102
Meeting Date: MAY 20, 2009   Meeting Type: Annual
Record Date:  MAR 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Judy C. Lewent           For       For          Management
1.2   Elect Director Peter J. Manning         For       For          Management
1.3   Elect Director Jim P. Manzi             For       For          Management
1.4   Elect Director Elaine S. Ullian         For       For          Management
2     Ratify Auditors                         For       For          Management


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

UNITED PARCEL SERVICE, INC.

Ticker:       UPS            Security ID:  911312106
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director F. Duane Ackerman        For       For          Management
1.2   Elect Director Michael J. Burns         For       For          Management
1.3   Elect Director D. Scott Davis           For       For          Management
1.4   Elect Director Stuart E. Eizenstat      For       For          Management
1.5   Elect Director Michael L. Eskew         For       For          Management
1.6   Elect Director William R. Johnson       For       For          Management
1.7   Elect Director Ann M. Livermore         For       For          Management
1.8   Elect Director Rudy Markham             For       For          Management
1.9   Elect Director John W. Thompson         For       For          Management
1.10  Elect Director Carol B. Tome            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management


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

UNITED TECHNOLOGIES CORP.

Ticker:       UTX            Security ID:  913017109
Meeting Date: APR 8, 2009    Meeting Type: Annual
Record Date:  FEB 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Louis R. Chenevert       For       For          Management
1.2   Elect Director George David             For       For          Management
1.3   Elect Director John V. Faraci           For       For          Management
1.4   Elect Director Jean-Pierre Garnier      For       For          Management
1.5   Elect Director Jamie S. Gorelick        For       For          Management
1.6   Elect Director Carlos M. Gutierrez      For       For          Management
1.7   Elect Director Edward A. Kangas         For       For          Management
1.8   Elect Director Charles R. Lee           For       For          Management
1.9   Elect Director Richard D. McCormick     For       For          Management
1.10  Elect Director Harold McGraw III        For       For          Management
1.11  Elect Director Richard B. Myers         For       For          Management
1.12  Elect Director H. Patrick Swygert       For       For          Management
1.13  Elect Director Andre Villeneuve         For       For          Management
1.14  Elect Director Christine Todd Whitman   For       For          Management
2     Ratify Auditors                         For       For          Management
3     Report on Foreign Military Sales        Against   Against      Shareholder
      Offsets


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

VCA ANTECH, INC.

Ticker:       WOOF           Security ID:  918194101
Meeting Date: JUN 1, 2009    Meeting Type: Annual
Record Date:  APR 3, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John M. Baumer           For       Withhold     Management
1.2   Elect Director Frank Reddick            For       Withhold     Management
2     Ratify Auditors                         For       For          Management


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

VERISIGN, INC.

Ticker:       VRSN           Security ID:  92343E102
Meeting Date: MAY 28, 2009   Meeting Type: Annual
Record Date:  MAR 31, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director D. James Bidzos          For       For          Management
1.2   Elect Director William L. Chenevich     For       For          Management
1.3   Elect Director Kathleen A. Cote         For       For          Management
1.4   Elect Director Roger H. Moore           For       For          Management
1.5   Elect Director John D. Roach            For       For          Management
1.6   Elect Director Louis A. Simpson         For       For          Management
1.7   Elect Director Timothy Tomlinson        For       For          Management
2     Ratify Auditors                         For       For          Management


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

VISA INC.

Ticker:       V              Security ID:  92826C839
Meeting Date: OCT 14, 2008   Meeting Type: Special
Record Date:  AUG 27, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Certificate of Incorporation to   For       For          Management
      Declassify the Board of Directors and
      Eliminate Certain Provisions


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

VISA INC.

Ticker:       V              Security ID:  92826C839
Meeting Date: DEC 16, 2008   Meeting Type: Special
Record Date:  NOV 12, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Certificate of Incorporation      For       For          Management


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

VISA INC.

Ticker:       V              Security ID:  92826C839
Meeting Date: APR 21, 2009   Meeting Type: Annual
Record Date:  FEB 26, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Hani Al-Qadi             For       For          Management
1.2   Elect Director Charles T. Doyle         For       For          Management
1.3   Elect Director Peter Hawkins            For       For          Management
1.4   Elect Director David I. McKay           For       For          Management
1.5   Elect Director Charles W. Scharf        For       For          Management
1.6   Elect Director Segismundo               For       For          Management
      Schulin-Zeuthen
2.1   Elect Director Thomas J. Campbell       For       For          Management
2.2   Elect Director Gary P. Coughlan         For       For          Management
2.3   Elect Director Mary B. Cranston         For       For          Management
2.4   Elect Director Francisco Javier         For       For          Management
      Fernandez-Carbajal
2.5   Elect Director Suzanne Nora Johnson     For       For          Management
2.6   Elect Director Joseph. W. Saunders      For       For          Management
3     Ratify Auditors                         For       For          Management


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

W.W. GRAINGER, INC.

Ticker:       GWW            Security ID:  384802104
Meeting Date: APR 29, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Brian P. Anderson        For       For          Management
1.2   Elect Director Wilbur H. Gantz          For       For          Management
1.3   Elect Director V. Ann Hailey            For       For          Management
1.4   Elect Director William K. Hall          For       For          Management
1.5   Elect Director Richard L. Keyser        For       For          Management
1.6   Elect Director Stuart L. Levenick       For       For          Management
1.7   Elect Director John W. McCarter, Jr.    For       For          Management
1.8   Elect Director Neil S. Novich           For       For          Management
1.9   Elect Director Michael J. Roberts       For       For          Management
1.10  Elect Director Gary L. Rogers           For       For          Management
1.11  Elect Director James T. Ryan            For       For          Management
1.12  Elect Director James D. Slavik          For       For          Management
1.13  Elect Director Harold B. Smith          For       For          Management
2     Ratify Auditors                         For       For          Management


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

WATERS CORPORATION

Ticker:       WAT            Security ID:  941848103
Meeting Date: MAY 12, 2009   Meeting Type: Annual
Record Date:  MAR 18, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joshua Bekenstein        For       For          Management
1.2   Elect Director Michael J. Berendt,      For       For          Management
      Ph.D.
1.3   Elect Director Douglas A. Berthiaume    For       For          Management
1.4   Elect Director Edward Conard            For       For          Management
1.5   Elect Director Laurie H. Glimcher, M.D. For       For          Management
1.6   Elect Director Christopher A. Kuebler   For       For          Management
1.7   Elect Director William J. Miller        For       For          Management
1.8   Elect Director JoAnn A. Reed            For       For          Management
1.9   Elect Director Thomas P. Salice         For       For          Management
2     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Ratify Auditors                         For       For          Management


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

WESTERN UNION COMPANY, THE

Ticker:       WU             Security ID:  959802109
Meeting Date: MAY 13, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Roberto G. Mendoza       For       For          Management
1.2   Elect Director Michael A. Miles, Jr.    For       For          Management
1.3   Elect Director Dennis Stevenson         For       For          Management
2     Ratify Auditors                         For       For          Management


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

ZIMMER HOLDINGS INC

Ticker:       ZMH            Security ID:  98956P102
Meeting Date: MAY 4, 2009    Meeting Type: Annual
Record Date:  MAR 5, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Betsy J. Bernard         For       For          Management
2     Elect Director Marc N. Casper           For       For          Management
3     Elect Director David C. Dvorak          For       For          Management
4     Elect Director Robert A. Hagemann       For       For          Management
5     Elect Director Arthur J. Higgins        For       For          Management
6     Elect Director Cecil B. Pickett         For       For          Management
7     Elect Director Augustus A. White, III   For       For          Management
8     Ratify Auditors                         For       For          Management
9     Approve Omnibus Stock Plan              For       For          Management
10    Amend Non-Employee Director Omnibus     For       For          Management
      Stock Plan
11    Amend Deferred Compensation Plan        For       For          Management

========== 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: MASSACHUSETTS INVESTORS GROWTH STOCK FUND


By (Signature and Title)  MARIA F. DWYER*
                          -------------------------------------------
                          Maria F. Dwyer, Principal Executive Officer

Date: August 26, 2009


*By (Signature and Title) /s/ Susan S. Newton
                          -------------------------------------------
                          Susan S. Newton, as attorney-in-fact

*    Executed by Susan S. Newton on behalf of Maria F. Dwyer pursuant to a Power
     of Attorney dated October 27, 2008. (1)

(1)  Incorporated by reference to MFS Series Trust XIII (File Nos. 2-74959 and
     811-3327) Post-Effective Amendment No. 42 filed with the SEC via EDGAR on
     June 25, 2009.