UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT
INVESTMENT COMPANY
Investment Company Act file number 811-08837
The Select Sector SPDR(R) Trust
-------------------------------
(Exact name of registrant as specified in charter)
225 Franklin Street, Boston, MA 02110
---------------------------------------
(Address of principal executive offices) (Zip code)
Stephanie M. Nichols, Esq., State Street Bank and Trust Company, One Federal
Street, Boston, MA 02110
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(Name and address of agent for service)
Registrant's telephone number, including area code: _(303) 623-2577
Date of fiscal year end: _September 30
Date of reporting period: June 30, 2004
Form N-PX is to be used by a registered management investment company,
other than a small business investment company registered on Form N-5 (Sections
239.24 and 274.5 of this chapter), to file reports with the Commission, not
later than August 31 of each year, containing the registrant's proxy voting
record for the most recent twelve-month period ended June 30, pursuant to
section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17
CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in
its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form
N-PX, and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-PX
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street,
NW, Washington, DC 20549-0609. The OMB has reviewed this collection of
information under the clearance requirements of 44 U.S.C. Section 3507.
1
Item 1. Proxy Voting Record.
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
05/27/04 - A ACE LTD. *ACE* G0070K103 04/08/04 91,154
MEETING FOR HOLDERS OF ADRS
1 Elect Directors For For Mgmt
2 PROPOSAL TO APPROVE THE ACE LIMITED 2004 For For Mgmt
LONG-TERM INCENTIVE PLAN.
The initiative can be supported due to the size of the
requested authorization, the resulting level of potential
dilution under all plans and other favorable terms of the
plan. A vote in favor of this proposal is recommended.
3 PROPOSAL TO RATIFY THE APPOINTMENT OF For For Mgmt
PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT
ACCOUNTANTS OF ACE LIMITED FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2004.
05/03/04 - A AFLAC INCORPORATED *AFL* 001055102 02/25/04 196,159
1 Elect Directors For For Mgmt
1.1 Elect Director Daniel P. Amos --- For
1.2 Elect Director John Shelby Amos II --- For
1.3 Elect Director Michael H. Armacost --- For
1.4 Elect Director Kriss Cloninger III --- For
1.5 Elect Director Joe Frank Harris --- For
1.6 Elect Director Elizabeth J. Hudson --- For
2
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
1.7 Elect Director Kenneth S. Janke, Sr. ---
For
1.8 Elect Director Douglas W. Johnson --- For
1.9 Elect Director Robert B. Johnson --- For
1.10 Elect Director Charles B. Knapp --- For
1.11 Elect Director Hidefumi Matsui --- For
1.12 Elect Director Nobuhiro Mori --- For
1.13 Elect Director E. Stephen Purdom, M.D.
--- For
1.14 Elect Director Barbara K. Rimer, Ph.D.
--- For
1.15 Elect Director Marvin R. Schuster --- For
1.16 Elect Director Glenn Vaughn, Jr. --- For
1.17 Elect Director Robert L. Wright --- For
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of the
requested authorization, the resulting level of potential
dilution under all plans, and the reasonable terms of the
plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
05/04/04 - A AMBAC FINANCIAL GROUP, INC. *ABK* 023139108 03/09/04 53,512
1 Elect Directors For For Mgmt
1.1 Elect Director Phillip B. Lassiter ---
3
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
For
1.2 Elect Director Michael A. Callen --- For
1.3 Elect Director Renso L. Caporali --- For
1.4 Elect Director Jill M. Considine --- For
1.5 Elect Director Richard Dulude --- For
1.6 Elect Director Robert J. Genader --- For
1.7 Elect Director W. Grant Gregory --- For
1.8 Elect Director Laura S. Unger --- For
1.9 Elect Director Henry D. G. Wallace --- For
2 Increase Authorized Common Stock For For Mgmt
The size of the increase (75%) requested falls within
guidelines.
3 Amend Non-Employee Director Omnibus Stock For For Mgmt
Plan
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
04/26/04 - A AMERICAN EXPRESS CO. *AXP* 025816109 02/27/04 491,917
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Establish Term Limits for Directors Against Against ShrHoldr
4
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
4 Report on Political Against Against ShrHoldr
Contributions/Activities
05/19/04 - A AMERICAN INTERNATIONAL GROUP, INC. 026874107 03/26/04 993,232
*AIG*
1 Elect Directors For For Mgmt
2 Approve Executive Incentive Bonus Plan For For Mgmt
Compliance with 162(m) would preserve the full deductibility
of all compensation paid under the plan and would ultimately
reduce the company's corporate tax obligation.
3 Approve Non-Employee Director Stock For For Mgmt
Option Plan
Considering the level of cash compensation directors
currently receive, the relatively conservative number of
shares to be granted annually to each nonemployee director
in relation to the market price of the stock, and the total
number of shares to be authorized under the terms of this
plan, the plan is reasonable and can be supported.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
5 Report on Political Against Against ShrHoldr
Contributions/Activities
6 Divest from Tobacco Equities Against Against ShrHoldr
7 Link Executive Compensation to Predatory Against Against ShrHoldr
Lending
04/15/04 - A AMSOUTH BANCORPORATION *ASO* 032165102 02/17/04 122,839
1 Elect Directors For Split Mgmt
5
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
1.1 Elect Director Claude B. Nielsen --- For
1.2 Elect Director Cleophus Thomas, Jr. ---
Withhold
Cleophus Thomas, Jr. is an affiliated outsider on the audit
and nominating committees.
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Approve Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the Internal Revenue
Code, the number of shares being added is relatively
conservative, the offering period is reasonable, and there
are limitations on participation.
4 Amend Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to the total level of
potential dilution under all plans.
5 Approve Non-Employee Director Stock For For Mgmt
Option Plan
Considering the level of cash compensation directors
currently receive, the relatively conservative number of
shares to be granted annually to each nonemployee director
in relation to the market price of the stock, and the total
number of shares to be authorized under the terms of this
plan, the plan is reasonable and can be supported.
6 Political Contributions Against Against ShrHoldr
6
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
05/21/04 - A AON CORP. *AOC* 037389103 03/24/04 129,825
1 Elect Directors For For Mgmt
1.1 Elect Director Patrick G. Ryan --- For
1.2 Elect Director Edgar D. Jannotta --- For
As per SSGA, Edgar D. Jannotta is stepping down from the
Nominating Committee.
1.3 Elect Director Jan Kalff --- For
1.4 Elect Director Lester B. Knight --- For
1.5 Elect Director J. Michael Losh --- For
1.6 Elect Director R. Eden Martin --- For
1.7 Elect Director Andrew J. McKenna --- For
1.8 Elect Director Robert S. Morrison --- For
1.9 Elect Director Richard C. Notebaert ---
For
1.10 Elect Director Michael D. O'Halleran ---
For
1.11 Elect Director John W. Rogers, Jr. --- For
1.12 Elect Director Gloria Santona --- For
1.13 Elect Director Carolyn Y. Woo --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
7
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
04/30/04 - A APARTMENT INVESTMENT & MANAGEMENT 03748R101 03/05/04 47,016
CO. *AIV*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Approve Sale of Company Assets For For Mgmt
Inadequate terms; lack of fairness opinion
4 Limit Executive Compensation Against Against ShrHoldr
03/17/04 - S BANK OF AMERICA CORP. *BAC* 060505104 01/26/04 621,518
1 Approve Merger Agreement For For Mgmt
Given the strategic benefits of the transaction, the high
likelihood of realizing the cost savings and the possibility
of additional revenue opportunities, the merger agreement
warrants support.
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of the
requested authorization, the resulting level of potential
dilution under all plans, and the reasonable terms of the
plan.
3 Increase Authorized Common Stock For For Mgmt
The size of the increase (50%) requested falls within
guidelines.
4 Adjourn Meeting For Against Mgmt
In this case, shareholders already have enough information
to make their vote decisions. Once their votes have been
cast, there is no justification for spending more money to
continue pressing shareholders for
8
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
more votes.
05/26/04 - A BANK OF AMERICA CORP. *BAC* 060505104 04/07/04 740,623
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Change Date of Annual Meeting Against Against ShrHoldr
4 Adopt Nomination Procedures for the Board Against Against ShrHoldr
5 Charitable Contributions Against Against ShrHoldr
6 Establish Independent Committee to Review Against Against ShrHoldr
Mutual Fund Policy
7 Adopt Standards Regarding Privacy and Against Against ShrHoldr
Information Security
05/25/04 - A BANK ONE CORP. 06423A103 04/02/04 413,532
1 Approve Merger Agreement For For Mgmt
Bank One shareholders will own approximately 42 percent of
the company and management control will shift to Mr. Dimon
on the second anniversary of the merger close. The board
composition will be split equally. J.P. Morgan determined
that board participation at this level for Bank One was a
condition to the deal. Bank One shareholders may have given
up a low premium in exchange for the board representation
and management succession with Mr. Dimon. However,
considering Bank One's equity ownership in the combined
entity relative to its contribution to earnings along with
the strategic importance of the deal to both firms
9
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
and the potential cost savings, the tradeoff appears
balanced. In aggregate, the deal presents a compelling case
for both J.P. Morgan and Bank One shareholders due to the
strategic benefits of the transactions, improved competitive
position, cost synergies and the possibility of additional
revenue opportunities.
2 Elect Directors For For Mgmt
2.1 Elect Director John H. Bryan --- For
2.2 Elect Director Stephen B. Burke --- For
2.3 Elect Director James S. Crown --- For
2.4 Elect Director James Dimon --- For
2.5 Elect Director Maureen A. Fay --- For
2.6 Elect Director Laban P. Jackson, Jr. ---
For
2.7 Elect Director John W. Kessler --- For
2.8 Elect Director Robert I. Lipp --- For
2.9 Elect Director Richard A. Manoogian ---
For
2.10 Elect Director David C. Novak --- For
2.11 Elect Director John W. Rogers, Jr. --- For
2.12 Elect Director Frederick P. Stratton, Jr.
--- For
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
10
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
04/27/04 - A BB&T CORPORATION *BBT* 054937107 03/08/04 271,728
1 Amend Articles For For Mgmt
2 Amend Bylaws For Against Mgmt
The potential negative impact of the proposed third and
fourth amendments to the bylaws outweighs the benefits of an
annual board and the increased accountability of directors.
3 Elect Directors For Split Mgmt
3.1 Elect Director John A. Allison Iv --- For
3.2 Elect Director Ronald E. Deal --- Withhold
WITHHOLD votes from Albert F. Zettlemoyer and Ronald E. Deal
for standing as affiliated outsiders on the Compensation and
Nominating committees.
3.3 Elect Director Tom D. Efird --- For
3.4 Elect Director Albert O. Mccauley --- For
3.5 Elect Director Barry J. Fitzpatrick ---
For
3.6 Elect Director J. Holmes Morrison --- For
3.7 Elect Director Jennifer S. Banner --- For
3.8 Elect Director Albert F. Zettlemoyer ---
Withhold
4 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of the
requested authorization, the resulting level of potential
dilution under all plans, and the reasonable terms of the
plan.
5 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
11
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
company's auditors.
6 Review Executive Compensation Policy Against For ShrHoldr
SSGA supports performance-based compensation.
04/29/04 - A CAPITAL ONE FINANCIAL CORP. *COF* 14040H105 02/29/04 88,344
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Approve Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to the total level of
potential dilution under all plans.
04/21/04 - A CHARTER ONE FINANCIAL, INC. *CF* 160903100 02/23/04 85,180
1 Elect Directors For For Mgmt
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of the
requested authorization, the resulting level of potential
dilution under all plans, and the reasonable terms of the
plan.
3 Ratify Auditors For For Mgmt
04/24/04 - A CINCINNATI FINANCIAL CORP. *CINF* 172062101 02/27/04 61,435
1 Elect Directors For Split Mgmt
1.1 Elect Director Michael Brown --- Withhold
12
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
Michael Brown is an affiliated outsider on the nominating
commitee.
1.2 Elect Director Dirk J. Debbink --- For
1.3 Elect Director Robert C. Schiff --- For
1.4 Elect Director John M. Shepherd --- For
1.5 Elect Director Douglas S. Skidmore --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
04/20/04 - A CITIGROUP INC. *C* 172967101 02/27/04 1,972,670
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Limit Executive Compensation Against Against ShrHoldr
4 Report on Political Against Against ShrHoldr
Contributions/Activities
5 Prohibit Awards to Executives Against Against ShrHoldr
6 Separate Chairman and CEO Positions Against Against ShrHoldr
05/18/04 - A COMERICA INC. *CMA* 200340107 03/22/04 74,287
1 Elect Directors For For Mgmt
1.1 Elect Director Ralph W. Babb, Jr. --- For
1.2 Elect Director James F. Cordes --- For
13
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
1.3 Elect Director Peter D. Cummings --- For
1.4 Elect Director Todd W. Herrick --- For
1.5 Elect Director William P. Vititoe --- For
1.6 Elect Director Kenneth L. Way --- For
2 Approve Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the Internal Revenue
Code, the number of shares being added is relatively
conservative, the offering period is reasonable, and there
are limitations on participation.
3 Approve Non-Employee Director Omnibus For For Mgmt
Stock Plan
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
01/09/04 - S COUNTRYWIDE FINANCIAL CORP. *CFC* 222372104 11/28/03 44,076
1 Increase Authorized Common Stock For For Mgmt
The number of additional authorized common shares sought in
this proposal exceeds guidelines (108%). The company
declared a 4-for-3 stock split, in which 46 million common
shares will be distributed on Dec. 17, 2003 to shareholders.
14
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
06/16/04 - A COUNTRYWIDE FINANCIAL CORP. *CFC* 222372104 04/19/04 82,444
1 Elect Directors For For Mgmt
1.1 Elect Director Henry G. Cisneros --- For
1.2 Elect Director Robert J. Donato --- For
1.3 Elect Director Michael E. Dougherty ---
For
1.4 Elect Director Martin R. Melone --- For
1.5 Elect Director Harley W. Snyder --- For
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of the
requested authorization, the resulting level of potential
dilution under all plans is within the allowable cap of 15%,
and the reasonable terms of the plan.
05/27/04 - A E*TRADE GROUP, INC. *ET* 269246104 04/05/04 134,000
1 Elect Directors For For Mgmt
1.1 Elect Director Ronald D. Fisher --- For
1.2 Elect Director George A. Hayter --- For
1.3 Elect Director Donna L. Weaver --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
15
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
05/19/04 - A EQUITY OFFICE PROPERTIES TRUST *EOP* 294741103 03/12/04 193,772
1 Elect Directors For For Mgmt
1.1 Elect Director Thomas E. Dobrowski --- For
1.2 Elect Director William M. Goodyear --- For
1.3 Elect Director James D. Harper, Jr. ---
For
1.4 Elect Director Richard D. Kincaid --- For
1.5 Elect Director David K. Mckown --- For
1.6 Elect Director Sheli Z. Rosenberg --- For
1.7 Elect Director Edwin N. Sidman --- For
1.8 Elect Director J. H.W.R. Van Der Vlist
--- For
1.9 Elect Director Samuel Zell --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
05/28/04 - A EQUITY RESIDENTIAL *EQR* 29476L107 03/29/04 104,034
1 Elect Directors For For Mgmt
1.1 Elect Director John W. Alexander --- For
1.2 Elect Director Charles L. Atwood --- For
1.3 Elect Director Bruce W. Duncan --- For
1.4 Elect Director Stephen O. Evans --- For
1.5 Elect Director James D. Harper, Jr. ---
16
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
For
1.6 Elect Director Boone A. Knox --- For
1.7 Elect Director Desiree G. Rogers --- For
1.8 Elect Director Sheli Z. Rosenberg --- For
1.9 Elect Director Gerald A. Spector --- For
1.10 Elect Director B. Joseph White --- For
1.11 Elect Director Samuel Zell --- For
2 Amend Articles/Bylaws/Charter to Remove For For Mgmt
Antitakeover Provision(s)
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
05/25/04 - A FANNIE MAE *FNM* 313586109 04/06/04 352,239
1 Elect Directors For For Mgmt
1.1 Elect Director Stephen B. Ashley --- For
1.2 Elect Director Kenneth M. Duberstein ---
For
1.3 Elect Director Thomas P. Gerrity --- For
1.4 Elect Director Timothy Howard --- For
1.5 Elect Director Ann Korologos --- For
1.6 Elect Director Frederic V. Malek --- For
1.7 Elect Director Donald B. Marron --- For
1.8 Elect Director Daniel H. Mudd ---
17
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
For
1.9 Elect Director Anne M. Mulcahy --- For
1.10 Elect Director Joe K. Pickett --- For
1.11 Elect Director Leslie Rahl --- For
1.12 Elect Director Franklin D. Raines --- For
1.13 Elect Director H. Patrick Swygert --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the Internal Revenue
Code, the number of shares being added is relatively
conservative, the offering period is reasonable, and there
are limitations on participation.
4 Provide for Cumulative Voting Against Against ShrHoldr
Cumulative voting permits a director to be elected who would
represent and further a special interest as opposed to
acting for the benefit of all shareholders.
03/23/04 - A FIFTH THIRD BANCORP *FITB* 316773100 01/30/04 232,737
1 Elect Directors For For Mgmt
1.1 Elect Director Darryl F. Allen --- For
1.2 Elect Director Allen M. Hill --- For
1.3 Elect Director Dr Mitchel D Livingston
--- For
1.4 Elect Director Hendrik G. Meijer ---
18
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
For
1.5 Elect Director James E. Rogers --- For
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of the
requested authorization, the resulting level of potential
dilution under all plans, and the reasonable terms of the
plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
4 Adopt Sexual Orientation None For ShrHoldr
Non-Discrimination Policy
Companies should have policies in place that prevent
workplace discrimination in all of its forms. Such
discrimination can lead to costly litigation and fines, low
employee morale or increased employee turnover, a limited
pool of potentially qualified employee prospects, and the
alienation of certain client markets. These factors all
translate to real financial losses and strategic
disadvantage for the company. Moreover, several studies have
indicated that companies with specific policies prohibiting
discrimination based on sexual orientation benefit from
positive performance directly resulting from the
implementation of these policies. Additionally, many of
Fifth Third Bancorp's industry peers have already taken
steps to introduce policies similar to those recommended by
the proponent. As such, proposals requesting the addition of
sexual orientation to the company's EEO statement are
supportable in the absence of quantifiable evidence that
such changes would be costly or
19
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
unreasonably burdensome to adopt. Notably in this case,
management did not provide a reply to the resolution and
opted not to provide a vote recommendation on this agenda
item. Therefore, considering the absence of strong
opposition from the company and the level of support for
similar policies among the company's industry peers, and
noting the substantial benefits that may be recognized by
amending an EEO statement to include language prohibiting
discrimination based on sexual orientation, shareholders
support is warranted.
04/20/04 - A FIRST HORIZON NATIONAL CORP *FHN* 337162101 02/27/04 48,053
1 Elect Directors For Split Mgmt
1.1 Elect Director Robert C. Blattberg --- For
1.2 Elect Director J. Kenneth Glass --- For
1.3 Elect Director Michael D. Rose --- For
1.4 Elect Director Luke Yancy III --- Withhold
WITHHOLD votes from Luke Yancy III for standing as an
affiliated outsider on the Audit Committee.
1.5 Elect Director Mary F. Sammons --- For
2 Change Company Name For For Mgmt
This proposal seeks shareholder support of a change in the
company's name. In this case there is little danger that
sales would suffer due to loss of name recognition and
associated goodwill. Since it is unlikely that
20
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
adoption of this proposal will have a negative impact on the
financial position of the company, this proposal can be
supported.
3 Amend Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to the total level of
potential dilution under all plans.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
03/17/04 - S FLEETBOSTON FINANCIAL CORP. 339030108 01/26/04 441,204
1 Approve Merger Agreement For For Mgmt
Given the strategic benefits of the transaction and the full
premium received by Fleet shareholders, the merger agreement
warrants support.
2 Adjourn Meeting For Against Mgmt
In this case, shareholders already have enough information
to make their vote decisions. Once their votes have been
cast, there is no justification for spending more money to
continue pressing shareholders for more votes.
01/29/04 - A FRANKLIN RESOURCES, INC. *BEN* 354613101 12/01/03 82,498
1 Elect Directors For For Mgmt
1.1 Elect Director Harmon E. Burns --- For
1.2 Elect Director Charles Crocker --- For
21
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
1.3 Elect Director Robert D. Joffe --- For
1.4 Elect Director Charles B. Johnson --- For
1.5 Elect Director Rupert H. Johnson, Jr. ---
For
1.6 Elect Director Thomas H. Kean --- For
1.7 Elect Director James A. McCarthy --- For
1.8 Elect Director Chutta Ratnathicam --- For
1.9 Elect Director Peter M. Sacerdote --- For
1.10 Elect Director Anne M. Tatlock --- For
1.11 Elect Director Louis E. Woodworth --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Approve Executive Incentive Bonus Plan For For Mgmt
Compliance with 162(m) would preserve the full deductibility
of all compensation paid under the plan and would ultimately
reduce the company's corporate tax obligation.
4 Amend Executive Incentive Bonus Plan For For Mgmt
Compliance with 162(m) would preserve the full deductibility
of all compensation paid under the plan and would ultimately
reduce the company's corporate tax obligation.
22
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
03/31/04 - A FREDDIE MAC *FRE* 313400301 02/20/04 246,715
1 Elect Directors For For Mgmt
1.1 Elect Director Joan E. Donoghue --- For
1.2 Elect Director Michelle Engler --- For
1.3 Elect Director Richard Karl Goeltz --- For
1.4 Elect Director George D. Gould --- For
1.5 Elect Director Henry Kaufman --- For
1.6 Elect Director John B. Mccoy --- For
1.7 Elect Director Shaun F. O'Malley --- For
1.8 Elect Director Ronald F. Poe --- For
1.9 Elect Director Stephen A. Ross --- For
1.10 Elect Director Donald J. Schuenke --- For
1.11 Elect Director Christina Seix --- For
1.12 Elect Director Richard F. Syron --- For
1.13 Elect Director William J. Turner --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
04/27/04 - A GOLDEN WEST FINANCIAL CORP. *GDW* 381317106 03/01/04 63,765
1 Elect Directors For For Mgmt
23
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
1.1 Elect Director Patricia A. King --- For
1.2 Elect Director Marion O. Sandler --- For
1.3 Elect Director Leslie Tang Schilling ---
For
2 Increase Authorized Common Stock For Against Mgmt
The number of additional authorized common shares sought in
this proposal exceeds guidelines (200%). The company has not
offered a specific purpose for the additional shares.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
04/27/04 - A HUNTINGTON BANCSHARES INC. *HBAN* 446150104 02/20/04 81,143
1 Elect Directors For For Mgmt
1.1 Elect Director Karen A. Holbrook --- For
1.2 Elect Director David P. Lauer --- For
1.3 Elect Director Kathleen H. Ransier --- For
1.4 Elect Director David L. Porteous --- For
2 Approve Executive Incentive Bonus Plan For For Mgmt
Compliance with 162(m) would preserve the full deductibility
of all compensation paid under the plan and would ultimately
reduce the company's corporate tax obligation.
3 Approve Omnibus Stock Plan For For Mgmt
24
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
The initiative can be supported due to the size of the
requested authorization, the resulting level of potential
dilution under all plans, and the reasonable terms of the
plan.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
05/13/04 - A JANUS CAPITAL GROUP INC. *JNS* 47102X105 03/18/04 104,033
1 Elect Directors For For Mgmt
1.1 Elect Director G. Andrew Cox --- For
1.2 Elect Director James P. Craig, III --- For
1.3 Elect Director Deborah R. Gatzek --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
05/03/04 - A JEFFERSON-PILOT CORP. *JP* 475070108 03/01/04 59,219
1 Elect Directors For For Mgmt
1.1 Elect Director Dennis R. Glass --- For
1.2 Elect Director George W. Henderson, III
--- For
1.3 Elect Director Patrick S. Pittard --- For
1.4 Elect Director Robert G. Greer --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
25
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
company's auditors.
3 Approve Non-Employee Director Stock For For Mgmt
Option Plan
Considering the level of cash compensation directors
currently receive, the relatively conservative number of
shares to be granted annually to each nonemployee director
in relation to the market price of the stock, and the total
number of shares to be authorized under the terms of this
plan, the plan is reasonable and can be supported.
02/24/04 - S JOHN HANCOCK FINANCIAL SERVICES, 41014S106 01/02/04 109,214
INC.
1 Approve Merger Agreement For For Mgmt
The merger warrants shareholder support. Overall, the merger
will create one of the largest insurance companies in the
world with a combined market capitalization of $25.6
billion. Further, the merger will allow JHF to diversify its
investment assets and improve its risk profile. Although the
merger is expected to be initially dilutive to the company's
operating net income per share, it is expected to be
accretive during the first calendar year following the
merger. The merger is expected to result in cost savings of
$65.5 million in 2004, $133.1 million in 2005, and are
estimated to reach $256 million annually by 2006 (based on
an exchange rate of U.S. $1 = C$1.3677). With respect to the
offer consideration, it represents a fair premium of 34.9
percent over the closing price of JHF's common stock on the
last trading day prior to rumors of the merger circulating
in press reports and a premium of 24.7 percent over
26
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
the closing price of JHF's common stock on the last trading
day prior to the announcement of the merger based on MFC's
stock price as of Feb. 10, 2004. Further, the market reacted
positively upon the announcement of the merger, as indicated
by JHF's stock price increase of approximately seven
percent. In addition, the offer consideration falls in line
with the financial advisors' analyses provided in the
fairness opinion. Finally, the merger results in positive
governance implications in terms of its impact on
shareholder rights.
05/25/04 - A JPMORGAN CHASE & CO. *JPM* 46625H100 04/02/04 759,790
1 Approve Merger Agreement For For Mgmt
JPM shareholders will own approximately 58 percent of the
company and maintain management control with Mr. Harrison
serving as the CEO for two years until Mr. Dimon takes over
that role. The board composition will be split equally. J.P.
Morgan determined that board participation at this level for
Bank One was a condition to the deal. Considering the
relatively low premium to comparable transactions, strategic
importance of the deal to both firms, and the potential cost
savings, the board and management tradeoffs appear balanced.
In aggregate, the deal presents a compelling case for both
J.P. Morgan and Bank One shareholders due to the strategic
benefits of the transactions, improved competitive position,
cost synergies and the possibility of additional revenue
opportunities.
27
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
2 Elect Directors For For Mgmt
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
4 Amend Executive Incentive Bonus Plan For For Mgmt
Compliance with 162(m) would preserve the full deductibility
of all compensation paid under the plan and would ultimately
reduce the company's corporate tax obligation.
5 Adjourn Meeting For Against Mgmt
In this case, shareholders already have enough information
to make their vote decisions. Once their votes have been
cast, there is no justification for spending more money to
continue pressing shareholders for more votes.
6 Establish Term Limits for Directors Against Against ShrHoldr
7 Charitable Contributions Against Against ShrHoldr
8 Political Contributions Against Against ShrHoldr
9 Separate Chairman and CEO Positions Against Against ShrHoldr
10 Provide Adequate Disclosure for over the Against Against ShrHoldr
counter Derivatives
11 Auditor Independence Against Against ShrHoldr
12 Submit Non-Employee Director Compensation Against Against ShrHoldr
to Vote
13 Report on Pay Disparity Against Against ShrHoldr
05/13/04 - A KEYCORP *KEY* 493267108 03/16/04 190,362
1 Elect Directors For For Mgmt
1.1 Elect Director Alexander M. Cutler --- For
28
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
1.2 Elect Director Douglas J. McGregor --- For
1.3 Elect Director Eduardo R. Menasce --- For
1.4 Elect Director Henry L. Meyer III --- For
1.5 Elect Director Peter G. Ten Eyck, II ---
For
2 Approve Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to the size of the
requested authorization and the total level of potential
dilution under all plans.
3 Approve Executive Incentive Bonus Plan For For Mgmt
Compliance with 162(m) would preserve the full deductibility
of all compensation paid under the plan and would ultimately
reduce the company's corporate tax obligation.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
04/02/04 - A LEHMAN BROTHERS HOLDINGS INC. *LEH* 524908100 02/13/04 101,342
1 Elect Directors For For Mgmt
1.1 Elect Director Roger S. Berlind --- For
1.2 Elect Director Marsha Johnson Evans ---
For
1.3 Elect Director Sir Christopher Gent ---
For
1.4 Elect Director Dina Merrill --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
29
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
company's auditors.
05/13/04 - A LINCOLN NATIONAL CORP. *LNC* 534187109 02/20/04 62,977
1 Elect Directors For For Mgmt
2 Approve Deferred Compensation Plan For For Mgmt
05/11/04 - A LOEWS CORP. *LTR* 540424108 03/15/04 84,246
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Provide for Cumulative Voting Against Against ShrHoldr
Cumulative voting permits a director to be elected who would
represent and further a special interest as opposed to
acting for the benefit of all shareholders.
4 Support Legislation and Make Public Against Against ShrHoldr
Statements on Environmental Tobacco Smoke
5 Cease Charitable Contributions Against Against ShrHoldr
05/20/04 - A MARSH & MCLENNAN COMPANIES, INC. 571748102 03/22/04 223,230
*MMC*
1 Elect Directors For For Mgmt
1.1 Elect Director Lewis W. Bernard --- For
1.2 Elect Director Mathis Cabiallavetta ---
For
1.3 Elect Director Zachary W. Carter --- For
30
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
1.4 Elect Director Robert F. Erburu --- For
1.5 Elect Director Oscar Fanjul --- For
1.6 Elect Director Ray J. Groves --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
04/27/04 - A MARSHALL & ILSLEY CORP. *MI* 571834100 03/01/04 95,057
1 Elect Directors For For Mgmt
05/06/04 - A MBIA INC. *MBI* 55262C100 03/18/04 62,630
1 Elect Directors For For Mgmt
1.1 Elect Director Joseph W. Brown --- For
1.2 Elect Director C. Edward Chaplin --- For
1.3 Elect Director David C. Clapp --- For
1.4 Elect Director Gary C. Dunton --- For
1.5 Elect Director Claire L. Gaudiani --- For
1.6 Elect Director Freda S. Johnson --- For
1.7 Elect Director Daniel P. Kearney --- For
1.8 Elect Director James A. Lebenthal --- For
1.9 Elect Director Debra J. Perry --- For
1.10 Elect Director John A. Rolls ---
31
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
05/03/04 - A MBNA CORP. *KRB* 55262L100 02/13/04 476,713
1 Elect Directors For Split Mgmt
1.1 Elect Director James H. Berick ---
Withhold
WITHHOLD votes from Benjamin R. Civiletti and James H.
Berick for standing as affiliated outsiders on the Audit,
Compensation and Governance committees.
1.2 Elect Director Benjamin R. Civiletti ---
Withhold
1.3 Elect Director Bruce L. Hammonds --- For
1.4 Elect Director William L. Jews --- For
1.5 Elect Director Randolph D. Lerner --- For
1.6 Elect Director Stuart L. Markowitz --- For
1.7 Elect Director William B. Milstead --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Expense Stock Options Against Against ShrHoldr
4 Require Majority of Independent Directors Against For ShrHoldr
on Board
SSGA supports proposals that seek to Require Majority of
Independent Directors on Board.
32
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
04/20/04 - A MELLON FINANCIAL CORP. *MEL* 58551A108 02/06/04 153,965
1 Elect Directors For For Mgmt
1.1 Elect Director Jared L. Cohon --- For
1.2 Elect Director Ira J. Gumberg --- For
1.3 Elect Director Martin G. Mcguinn --- For
1.4 Elect Director David S. Shapira --- For
1.5 Elect Director John P. Surma --- For
1.6 Elect Director Edward J. Mcaniff --- For
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of the
requested authorization, the resulting level of potential
dilution under all plans, and the reasonable terms of the
plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
04/23/04 - A MERRILL LYNCH & CO., INC. *MER* 590188108 02/24/04 360,437
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Restore or Provide for Cumulative Voting Against Against ShrHoldr
Cumulative voting permits a director to be
33
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
elected who would represent and further a special interest
as opposed to acting for the benefit of all shareholders.
4 Separate Chairman and CEO Positions Against Against ShrHoldr
04/27/04 - A METLIFE, INC *MET* 59156R108 03/01/04 319,131
1 Elect Directors For Split Mgmt
1.1 Elect Director Curtis H. Barnette --- For
1.2 Elect Director John C. Danforth ---
Withhold
WITHHOLD votes from Harry P. Kamen and John C. Danforth for
standing as affiliated outsiders on the Nominating
Committee.
1.3 Elect Director Burton A. Dole, Jr. --- For
1.4 Elect Director Harry P. Kamen --- Withhold
WITHHOLD votes from Harry P. Kamen and John C. Danforth for
standing as affiliated outsiders on the Nominating
Committee.
1.5 Elect Director Charles M. Leighton --- For
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of the
requested authorization, the resulting level of potential
dilution under all plans, and the reasonable terms of the
plan.
3 Approve Executive Incentive Bonus Plan For For Mgmt
Compliance with 162(m) would preserve the full deductibility
of all compensation paid
34
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
under the plan and would ultimately reduce the company's
corporate tax obligation.
4 Approve Non-Employee Director Omnibus For For Mgmt
Stock Plan
5 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
6 Limit Executive Compensation Against Against ShrHoldr
05/13/04 - A MGIC INVESTMENT CORP. *MTG* 552848103 03/15/04 44,492
1 Elect Directors For For Mgmt
1.1 Elect Director James A. Abbott --- For
1.2 Elect Director Thomas M. Hagerty --- For
1.3 Elect Director Michael E. Lehman --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
04/27/04 - A MOODY'S CORPORATION *MCO* 615369105 03/01/04 62,479
1 Elect Directors For For Mgmt
2 Amend Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to the total level of
potential dilution under all plans.
3 Approve Executive Incentive Bonus Plan For For Mgmt
Compliance with 162(m) would preserve the full deductibility
of all compensation paid
35
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
under the plan and would ultimately reduce the company's
corporate tax obligation.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
5 Performance- Based Against Against ShrHoldr
04/20/04 - A MORGAN STANLEY *MWD* 617446448 02/20/04 384,033
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Declassify the Board of Directors Against Against ShrHoldr
Classified boards serve to entrench management and
discourage bidders by preventing replacement of the board in
one year. In addition, shareholders are prevented from
removing board members who are not acting in the best
interest of shareholders until their term is completed.
4 Submit Severance Agreement Against Against ShrHoldr
(Change-in-Control) to Shareholder Vote
The compensation committee is entirely independent.
5 Report on Political Against Against ShrHoldr
Contributions/Activities
04/27/04 - A NATIONAL CITY CORP. *NCC* 635405103 03/05/04 302,350
1 Elect Directors For For Mgmt
1.1 Elect Director John E. Barfield ---
36
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
For
1.2 Elect Director James S. Broadhurst --- For
1.3 Elect Director John W. Brown --- For
1.4 Elect Director Christopher M. Connor ---
For
1.5 Elect Director David A. Daberko --- For
1.6 Elect Director Joseph T. Gorman --- For
1.7 Elect Director Bernadine P. Healy --- For
1.8 Elect Director Paul A. Ormond --- For
1.9 Elect Director Robert A. Paul --- For
1.10 Elect Director Gerald L. Shaheen --- For
1.11 Elect Director Jerry Sue Thornton --- For
1.12 Elect Director Morry Weiss --- For
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of the
requested authorization, the resulting level of potential
dilution under all plans, and the reasonable terms of the
plan.
3 Amend Executive Incentive Bonus Plan For For Mgmt
Compliance with 162(m) would preserve the full deductibility
of all compensation paid under the plan and would ultimately
reduce the company's corporate tax obligation.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
37
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
04/27/04 - A NORTH FORK BANCORPORATION, INC. 659424105 03/01/04 63,723
*NFB*
1 Elect Directors For For Mgmt
1.1 Elect Director James F. Reeve --- For
1.2 Elect Director George H. Rowsom --- For
1.3 Elect Director Dr. Kurt R. Schmeller ---
For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
04/20/04 - A NORTHERN TRUST CORP. *NTRS* 665859104 03/01/04 92,420
1 Elect Directors For Split Mgmt
1.1 Elect Director Duane L. Burnham --- For
1.2 Elect Director Dolores E. Cross --- For
1.3 Elect Director Susan Crown --- For
1.4 Elect Director Robert S. Hamada --- For
1.5 Elect Director Robert A. Helman ---
Withhold
WITHHOLD votes from Robert A. Helman for standing as an
affiliated outsider on the Nominating Committee.
1.6 Elect Director Dipak C. Jain --- For
1.7 Elect Director Arthur L. Kelly --- For
1.8 Elect Director Robert C. Mccormack --- For
38
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
1.9 Elect Director Edward J. Mooney --- For
1.10 Elect Director William A. Osborn --- For
1.11 Elect Director John W. Rowe --- For
1.12 Elect Director Harold B. Smith --- For
1.13 Elect Director William D. Smithburg ---
For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
05/04/04 - A PLUM CREEK TIMBER COMPANY, INC. 729251108 03/15/04 83,056
*PCL*
1 Elect Directors For Split Mgmt
1.1 Elect Director Rick R. Holley --- For
1.2 Elect Director Ian B. Davidson --- For
1.3 Elect Director Robin Josephs --- For
1.4 Elect Director David D. Leland ---
Withhold
WITHHOLD votes from David D. Leland for standing as an
affiliated outsider on the Audit & Compliance and Corporate
Governance & Nominating committees.
1.5 Elect Director John G. McDonald --- For
1.6 Elect Director Hamid R. Moghadam --- For
1.7 Elect Director John H. Scully --- For
1.8 Elect Director Stephen C. Tobias ---
39
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
For
1.9 Elect Director Carl B. Webb --- For
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of the
requested authorization, the resulting level of potential
dilution under all plans, and the reasonable terms of the
plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
4 Endorse CERES Principles Against Against ShrHoldr
04/27/04 - A PNC FINANCIAL SERVICES GROUP, INC. 693475105 02/27/04 105,994
*PNC*
1 Elect Directors For Split Mgmt
1.1 Elect Director Paul Chellgren --- For
1.2 Elect Director Robert Clay --- For
1.3 Elect Director J. Gary Cooper --- For
1.4 Elect Director George Davidson, Jr. ---
For
1.5 Elect Director Richard Kelson --- Withhold
WITHHOLD votes from Richard B. Kelson for standing as an
affiliated outsider on the Audit Committee.
1.6 Elect Director Bruce Lindsay --- For
1.7 Elect Director Anthony Massaro --- For
1.8 Elect Director Thomas O'Brien --- For
1.9 Elect Director Jane Pepper --- For
40
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
1.10 Elect Director James Rohr --- For
1.11 Elect Director Lorene Steffes --- For
1.12 Elect Director Dennis Strigl --- For
1.13 Elect Director Stephen Thieke --- For
1.14 Elect Director Thomas Usher --- For
1.15 Elect Director Milton Washington --- For
1.16 Elect Director Helge Wehmeier --- For
05/18/04 - A PRINCIPAL FINANCIAL GROUP, INC. 74251V102 03/19/04 136,545
*PFG*
1 Elect Directors For For Mgmt
1.1 Elect Director David J. Drury --- For
1.2 Elect Director C. Daniel Gelatt --- For
1.3 Elect Director Sandra L. Helton --- For
1.4 Elect Director Federico F. Pena --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Approve Executive Incentive Bonus Plan For For Mgmt
Compliance with 162(m) would preserve the full deductibility
of all compensation paid under the plan and would ultimately
reduce the company's corporate tax obligation.
41
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
05/18/04 - A PROLOGIS *PLD* 743410102 03/17/04 81,462
1 Elect Directors For For Mgmt
1.1 Elect Director Stephen L. Feinberg --- For
1.2 Elect Director Donald P. Jacobs --- For
1.3 Elect Director D. Michael Steuert --- For
1.4 Elect Director J. Andre Teixeira --- For
2 Approve Non-Employee Director Omnibus For For Mgmt
Stock Plan
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
05/13/04 - A PROVIDIAN FINANCIAL CORP. *PVN* 74406A102 03/15/04 129,681
1 Elect Directors For Split Mgmt
1.1 Elect Director John L. Douglas ---
Withhold
John L. Douglas is an affiliated outsider on the audit
committee.
1.2 Elect Director J. David Grissom --- For
1.3 Elect Director Robert J. Higgins --- For
1.4 Elect Director Francesca Ruiz de
Luzuriaga --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
42
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
06/08/04 - A PRUDENTIAL FINANCIAL INC *PRU* 744320102 04/12/04 177,861
1 Elect Directors For For Mgmt
1.1 Elect Director Arthur F. Ryan --- For
1.2 Elect Director Gaston Caperton --- For
1.3 Elect Director Gilbert F. Casellas --- For
1.4 Elect Director Karl J. Krapek --- For
1.5 Elect Director Ida F.S. Schmertz --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Cease Charitable Contributions Against Against ShrHoldr
4 Declassify the Board of Directors Against For ShrHoldr
Classified boards serve to entrench management and
discourage bidders by preventing replacement of the board in
one year. In addition, shareholders are prevented from
removing board members who are not acting in the best
interest of shareholders until their term is completed.
06/08/04 - A REGIONS FINANCIAL CORP. *RF* 758940100 04/27/04 58,656
1 Approve Merger Agreement For For Mgmt
Based on the fair market values compared to historic trading
levels, the fairness opinion, and the potential strategic
synergies, the merger agreement warrants shareholder
support.
2 Elect Directors For For Mgmt
43
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
4 Adjourn Meeting For Against Mgmt
In this case, shareholders already have enough information
to make their vote decisions. Once their votes have been
cast, there is no justification for spending more money to
continue pressing shareholders for more votes.
5 Require a Majority Vote for the Election Against Against ShrHoldr
of Directors
05/05/04 - A SAFECO CORP. *SAFC* 786429100 03/08/04 69,371
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Limit Executive Compensation Against Against ShrHoldr
10/21/03 - S SHORT-TERM INVESTMENTS CO. 825251101 07/25/03 4,444,596
1 Elect Directors For For Mgmt
2 Approve Conversion to Series of Delaware For For Mgmt
Statutory Trust
Reorganizing the fund from a Maryland corporation to a
Delaware statutory trust may provide benefits to the fund
and its shareholders. Most of the funds of AIM Funds are now
or are likely to become Delaware statutory trusts. To the
extent that the boards and management of funds of AIM Funds,
including the board and management of the
44
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
fund, have to deal with the law of a single state, rather
than the laws of many states, efficiencies may be achieved,
both in terms of reduced costs in determining the
requirements of law in unique circumstances and the
certainty of operating routinely in a familiar regulatory
environment.
05/05/04 - A SIMON PROPERTY GROUP, INC. *SPG* 828806109 03/08/04 95,650
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Separate Chairman and CEO Positions Against Against ShrHoldr
05/13/04 - A SLM CORP. *SLM* 78442P106 03/15/04 204,736
1 Elect Directors For For Mgmt
1.1 Elect Director Charles L. Daley --- For
1.2 Elect Director William M. Diefenderfer,
III --- For
1.3 Elect Director Thomas J. Fitzpatrick ---
For
1.4 Elect Director Edward A. Fox --- For
1.5 Elect Director Diane Suitt Gilleland ---
For
1.6 Elect Director Earl A. Goode --- For
1.7 Elect Director Ann Torre Grant --- For
1.8 Elect Director Ronald F. Hunt ---
45
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
For
1.9 Elect Director Benjamin J. Lambert, III
--- For
1.10 Elect Director Albert L. Lord --- For
1.11 Elect Director Barry A. Munitz --- For
1.12 Elect Director A. Alexander Porter, Jr.
--- For
1.13 Elect Director Wolfgang Schoellkopf ---
For
1.14 Elect Director Steven L. Shapiro --- For
1.15 Elect Director Barry L. Williams --- For
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of the
requested authorization, the resulting level of potential
dilution under all plans, and the reasonable terms of the
plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
04/21/04 - A SOUTHTRUST CORP. *SOTR* 844730101 02/20/04 117,661
1 Elect Directors For For Mgmt
1.1 Elect Director Carl F. Bailey --- For
1.2 Elect Director John M. Bradford --- For
1.3 Elect Director William C. Hulsey --- For
1.4 Elect Director Wallace D. Malone, Jr. ---
For
2 Ratify Auditors For For Mgmt
46
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
Routine proposal seeking ratification of the company's
auditors.
3 Approve Executive Incentive Bonus Plan For For Mgmt
Compliance with 162(m) would preserve the full deductibility
of all compensation paid under the plan and would ultimately
reduce the company's corporate tax obligation.
4 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of the
requested authorization, the resulting level of potential
dilution under all plans, and the reasonable terms of the
plan.
04/21/04 - A STATE STREET CORP. (BOSTON) *STT* 857477103 02/27/04 127,783
1 Elect Directors For For Mgmt
2 Exempt Board of Directors from Against Against ShrHoldr
Massachusetts General Laws, Chapter 156B,
Section 50A(a)
Shareholders should have the ability to remove directors
with or without cause and the board should be annually
elected.
04/20/04 - A SUNTRUST BANKS, INC. *STI* 867914103 02/20/04 99,533
1 Elect Directors For For Mgmt
1.1 Elect Director J. Hicks Lanier --- For
1.2 Elect Director Larry L. Prince --- For
1.3 Elect Director Frank S. Royal, M.D. ---
For
47
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
1.4 Elect Director Robert M. Beall, II --- For
1.5 Elect Director Jeffrey C. Crowe --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of the
requested authorization, the resulting level of potential
dilution under all plans, and the reasonable terms of the
plan.
04/22/04 - A SYNOVUS FINANCIAL CORP. *SNV* 87161C105 02/17/04 105,237
1 Elect Directors For For Mgmt
1.1 Elect Director James H. Blanchard --- For
1.2 Elect Director C. Edward Floyd --- For
1.3 Elect Director Gardiner W. Garrard Jr ---
For
1.4 Elect Director V. Nathaniel Hansford ---
For
1.5 Elect Director Alfred W. Jones III --- For
1.6 Elect Director H. Lynn Page --- For
1.7 Elect Director James D. Yancey --- For
1.8 Elect Director Frank W. Brumley --- For
1.9 Elect Director Elizabeth W. Camp --- For
1.10 Elect Director T. Michael Goodrich --- For
48
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
1.11 Elect Director J. Neal Purcell --- For
1.12 Elect Director William B. Turner, Jr ---
For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
04/08/04 - A T. ROWE PRICE GROUP, INC. *TROW* 74144T108 02/06/04 44,592
1 Elect Directors For For Mgmt
1.1 Elect Director Edward C. Bernard --- For
1.2 Elect Director James T. Brady --- For
1.3 Elect Director D. William J. Garrett ---
For
1.4 Elect Director Donald B. Hebb, Jr. --- For
1.5 Elect Director James A.C. Kennedy --- For
1.6 Elect Director James S. Riepe --- For
1.7 Elect Director George A. Roche --- For
1.8 Elect Director Brian C. Rogers --- For
1.9 Elect Director Dr. Alfred Sommer --- For
1.10 Elect Director Dwight S. Taylor --- For
1.11 Elect Director Anne Marie Whittemore ---
For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
49
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------------------
3 Approve Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to the total level of
potential dilution under all plans.
4 Other Business For Against Mgmt
Details of other business items not disclosed
05/18/04 - A THE ALLSTATE CORP. *ALL* 020002101 03/19/04 296,270
1 Elect Directors For For Mgmt
1.1 Elect Director F. Duane Ackerman --- For
1.2 Elect Director James G. Andress --- For
1.3 Elect Director Edward A. Brennan --- For
1.4 Elect Director W. James Farrell --- For
1.5 Elect Director Jack M. Greenberg --- For
1.6 Elect Director Ronald T. LeMay --- For
1.7 Elect Director Edward M. Liddy --- For
1.8 Elect Director J. Christopher Reyes ---
For
1.9 Elect Director H. John Riley, Jr. --- For
1.10 Elect Director Joshua I. Smith --- For
1.11 Elect Director Judith A. Sprieser --- For
1.12 Elect Director Mary Alice Taylor --- For
2 Ratify Auditors For For Mgmt
50
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ---------------------------------------------------------------------------------------------------------------------------------
Routine proposal seeking ratification of the company's
auditors.
3 Amend Executive Incentive Bonus Plan For For Mgmt
Compliance with 162(m) would preserve the full
deductibility of all compensation paid under the plan
and would ultimately reduce the company's corporate
tax obligation.
4 Amend Executive Incentive Bonus Plan For For Mgmt
Compliance with 162(m) would preserve the full
deductibility of all compensation paid under the plan
and would ultimately reduce the company's corporate
tax obligation.
5 Provide for Cumulative Voting Against Against ShrHoldr
Cumulative voting permits a director to be elected
who would represent and further a special interest
as opposed to acting for the benefit of all
shareholders.
04/13/04 - A THE BANK OF NEW YORK CO., INC. *BK* 064057102 02/23/04 295,902
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Amend Executive Incentive Bonus Plan For For Mgmt
Compliance with 162(m) would preserve the full
deductibility of all compensation paid under the plan
and would ultimately reduce the company's corporate
tax obligation.
4 Report on Political Contributions Against Against ShrHoldr
51
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ---------------------------------------------------------------------------------------------------------------------------------
5 Limit Executive Compensation Against Against ShrHoldr
6 Limit Composition of Committee to Against Against ShrHoldr
Independent Directors
7 Submit Shareholder Rights Plan (Poison Against For ShrHoldr
Pill) to Shareholder Vote
Because shareholder rights plans greatly alter the
balance of power between shareholders and management,
shareholders should be allowed to make their own
evaluation of such plans.
03/31/04 - A * THE BEAR STEARNS COMPANIES INC. 073902108 02/19/04 34,517
*BSC*
1 Elect Directors For For Mgmt
2 Amend the Capital Accumulation Plan for For Against Mgmt
Senior Managing Directors
3 Amend Stock Option Plan For Against Mgmt
4 Approve Restricted Stock Plan For Against Mgmt
5 Ratify Auditors For For Mgmt
05/17/04 - A THE CHARLES SCHWAB CORP. *SCH* 808513105 03/18/04 586,469
1 Elect Directors For For Mgmt
1.1 Elect Director Donald G. Fisher --- For
1.2 Elect Director Paula A. Sneed --- For
1.3 Elect Director David B. Yoffie --- For
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans, and the
reasonable terms of the plan.
52
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ---------------------------------------------------------------------------------------------------------------------------------
04/27/04 - A THE CHUBB CORP. *CB* 171232101 03/08/04 93,937
1 Elect Directors For For Mgmt
2 Approve Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to the total
level of potential dilution under all plans.
3 Approve Non-Employee Director Omnibus For For Mgmt
Stock Plan
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
5 Report on Political Against Against ShrHoldr
Contributions/Activities
03/31/04 - A THE GOLDMAN SACHS GROUP, INC. *GS* 38141G104 02/02/04 193,726
1 Elect Directors For For Mgmt
1.1 Elect Director Lloyd C. Blankfein --- For
1.2 Elect Director Lord Browne Of Madingley
--- For
1.3 Elect Director Claes Dahlback --- For
1.4 Elect Director James A. Johnson --- For
1.5 Elect Director Lois D. Juliber --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Declassify the Board of Directors Against For ShrHoldr
Classified boards serve to entrench
53
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ---------------------------------------------------------------------------------------------------------------------------------
management and discourage bidders by preventing
replacement of the board in one year. In addition,
shareholders are prevented from removing board
members who are not acting in the best interest of
shareholders until their term is completed.
05/20/04 - A THE HARTFORD FINANCIAL SERVICES 416515104 03/22/04 118,918
GROUP, INC. *HIG*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Limit Executive Compensation Against Against ShrHoldr
04/16/04 - A THE PROGRESSIVE CORP. *PGR* 743315103 02/18/04 75,952
1 Elect Directors For For Mgmt
1.1 Elect Director Peter B. Lewis --- For
1.2 Elect Director Glenn M. Renwick --- For
1.3 Elect Director Donald B. Shackelford ---
For
2 Amend Articles to Issue Shares without For For Mgmt
Issuing Physical Certificates
3 Approve Executive Incentive Bonus Plan For For Mgmt
Compliance with 162(m) would preserve the full
deductibility of all compensation paid under the plan
and would ultimately reduce the company's corporate
tax obligation.
4 Ratify Auditors For For Mgmt
54
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ---------------------------------------------------------------------------------------------------------------------------------
Routine proposal seeking ratification of the company's
auditors.
03/19/04 - S THE ST. PAUL TRAVELERS COMPANIES, 792860108 02/06/04 81,520
INC. *STA*
1 Issue Shares in Connection with a Merger For For Mgmt
Agreement
Based on the fairness opinion valuation work, the
relative reasonableness of the estimated potential
strategic synergies, and the overall general
improvement in corporate governance structures
pursuant to the proposed charter and bylaws
amendments (described below), the share issuance in
connection with the proposed merger warrants St.
Paul shareholder support.
2 Amend Bylaws For For Mgmt
3 Amend Articles For For Mgmt
4 Reduce Supermajority Vote Requirement For For Mgmt
04/29/04 - A TORCHMARK CORP. *TMK* 891027104 03/05/04 56,611
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Limit Executive Compensation Against Against ShrHoldr
4 Divest Investments in Tobacco Companies Against Against ShrHoldr
55
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ---------------------------------------------------------------------------------------------------------------------------------
03/19/04 - S TRAVELERS PROPERTY CASUALTY CORP. 89420G406 02/06/04 359,731
1 Approve Merger Agreement For For Mgmt
Based on the fairness opinion valuation
work, the relative reasonableness of the estimated
potential strategic synergies, and the overall
general improvement in corporate governance
structures, the merger agreement warrants Travelers
shareholders' support.
04/20/04 - A U.S. BANCORP *USB* 902973304 02/26/04 737,665
1 Elect Directors For For Mgmt
1.1 Elect Director Victoria Buyniski Gluckman
--- For
1.2 Elect Director Arthur D. Collins, Jr. ---
For
1.3 Elect Director Jerry W. Levin --- For
1.4 Elect Director Thomas E. Petry --- For
1.5 Elect Director Richard G. Reiten --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Limit Executive Compensation Against Against ShrHoldr
4 Submit Executive Compensation to Vote Against Against ShrHoldr
5 Amend Vote Requirements to Amend Against For ShrHoldr
Articles/Bylaws/Charter
Supermajority vote requirements generally serve to
lock in provisions that are harmful to
shareholders. Requiring approval of more than a
simple majority of the voting shares
56
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ---------------------------------------------------------------------------------------------------------------------------------
may entrench management by preventing actions that
may benefit shareholders,such as precluding proxy
contests and potential takeover bids.
06/08/04 - A UNION PLANTERS CORP. 908068109 04/21/04 59,405
1 Approve Merger Agreement For For Mgmt
Based on the fair market value compared to recent
historic trading levels, the fairness opinion, and the
potential strategic synergies, the merger agreement
warrants shareholder support.
2 Elect Directors For For Mgmt
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
4 Adjourn Meeting For Against Mgmt
In this case, shareholders already have enough
information to make their vote decisions. Once their
votes have been cast, there is no justification for
spending more money to continue pressing shareholders
for more votes.
5 Limit Executive Compensation Against Against ShrHoldr
05/13/04 - A UNUMPROVIDENT CORPORATION *UNM* 91529Y106 03/26/04 113,379
1 Elect Directors For For Mgmt
2 Approve Executive Incentive Bonus Plan For For Mgmt
Compliance with 162(m) would preserve the full
deductibility of all compensation paid
57
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ---------------------------------------------------------------------------------------------------------------------------------
under the plan and would ultimately reduce the
company's corporate tax obligation.
3 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the Internal
Revenue Code, the number of shares being added is
relatively conservative, the offering period is
reasonable, and there are limitations on participation.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
5 Require Affirmative Vote of the Majority Against Against ShrHoldr
of the Shares to Elect Directors
6 Establish Other Board Committee Against Against ShrHoldr
04/20/04 - A WACHOVIA CORP. *WB* 929903102 02/18/04 465,822
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Require Two Candidates for Each Board Seat Against Against ShrHoldr
4 Report on Political Against Against ShrHoldr
Contributions/Activities
5 Separate Chairman and CEO Positions Against Against ShrHoldr
04/20/04 - A WASHINGTON MUTUAL, INC *WM* 939322103 02/27/04 343,924
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
58
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ---------------------------------------------------------------------------------------------------------------------------------
Routine proposal seeking ratification of the company's
auditors.
3 Limit Executive Compensation Against Against ShrHoldr
04/27/04 - A WELLS FARGO & COMPANY *WFC* 949746101 03/09/04 843,321
1 Elect Directors For Split Mgmt
1.1 Elect Director J.A. Blanchard III --- For
1.2 Elect Director Susan E. Engel --- For
1.3 Elect Director Enrique Hernandez, Jr. ---
For
1.4 Elect Director Robert L. Joss --- For
1.5 Elect Director Reatha Clark King --- For
1.6 Elect Director Richard M. Kovacevich ---
For
1.7 Elect Director Richard D. McCormick ---
For
1.8 Elect Director Cynthia H. Milligan --- For
1.9 Elect Director Philip J. Quigley --- For
1.10 Elect Director Donald B. Rice --- Withhold
WITHHOLD votes from Judith M. Runstad for standing
as an affiliated outsider on the Audit Committee,
Michael W. Wright and Donald B. Rice for standing
as affiliated outsiders on the Human Resources and
Governance & Nominating committees.
1.11 Elect Director Judith M. Runstad ---
Withhold
1.12 Elect Director Stephen W. Sanger
59
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ---------------------------------------------------------------------------------------------------------------------------------
--- For
1.13 Elect Director Susan G. Swenson --- For
1.14 Elect Director Michael W. Wright ---
Withhold
2 Approve Retirement Plan For For Mgmt
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
4 Expense Stock Options Against Against ShrHoldr
5 Limit Executive Compensation Against Against ShrHoldr
6 Link Executive Compensation to Social Against Against ShrHoldr
Issues
7 Report on Political Against Against ShrHoldr
Contributions/Activities
04/30/04 - A XL CAPITAL LTD (FORMERLY EXEL LTD. ) G98255105 03/15/04 62,259
*XL*
MEETING FOR HOLDERS OF ADRS
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
04/30/04 - A ZIONS BANCORPORATION *ZION* 989701107 02/23/04 43,873
1 Elect Directors For For Mgmt
1.1 Elect Director Roger B. Porter --- For
1.2 Elect Director L. E. Simmons --- For
1.3 Elect Director Steven C. Wheelwright --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the company's
auditors.
3 Other Business For Against Mgmt
60
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
FINANCIAL SELECT SECTOR SPDR FUND - J917
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ---------------------------------------------------------------------------------------------------------------------------------
Details of other business items not disclosed
61
VOTE SUMMARY REPORT
Jun 01, 2003 - Jun 30, 2004
ENERGY SELECT SECTOR SPDR FUND - J916
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
05/05/04 - A AMERADA HESS CORP. *AHC* 023551104 03/15/04 303,832
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Establish Other Board Committee Against Against ShrHoldr
05/06/04 - A ANADARKO PETROLEUM CORP. 032511107 03/08/04 556,523
*APC*
1 Elect Directors For For Mgmt
2 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
4 Report on Greenhouse Gas Against Against ShrHoldr
Emissions
62
VOTE SUMMARY REPORT
Jun 01, 2003 - Jun 30, 2004
ENERGY SELECT SECTOR SPDR FUND - J916
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
12/18/03 - S APACHE CORP. *APA* 037411105 10/29/03 186,884
1 Increase Authorized Common Stock For For Mgmt
The size of the increase (100%) requested
falls within guidelines.
05/06/04 - A APACHE CORP. *APA* 037411105 03/17/04 692,640
1 Elect Directors For Split Mgmt
1.1 Elect Director Eugene C.
Fiedorek --- For
1.2 Elect Director Patricia Albjerg
Graham --- For
1.3 Elect Director F. H. Merelli ---
Withhold
WITHHOLD votes from F. H. Merelli for
standing as an affiliated outsider on the
Audit Committee.
1.4 Elect Director Raymond Plank ---
For
2 Report on Greenhouse Gas Against Against ShrHoldr
Emissions
01/29/04 - A ASHLAND INC. *ASH* 044204105 11/24/03 225,833
1 Elect Directors For For Mgmt
1.1 Elect Director Ernest H. Drew
--- For
1.2 Elect Director Mannie L. Jackson
--- For
1.3 Elect Director Theodore M. Solso
--- For
1.4 Elect Director Michael J. Ward
--- For
63
VOTE SUMMARY REPORT
Jun 01, 2003 - Jun 30, 2004
ENERGY SELECT SECTOR SPDR FUND - J916
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
04/28/04 - A BAKER HUGHES INCORPORATED 057224107 03/03/04 750,246
*BHI*
1 Elect Directors For For Mgmt
1.1 Elect Director Edward P.
Djerejian --- For
1.2 Elect Director H. John Riley,
Jr. --- For
1.3 Elect Director Charles L. Watson
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Declassify the Board of Directors Against For ShrHoldr
Classified boards serve to entrench
management and discourage bidders by
preventing replacement of the board in one
year. In addition, shareholders are prevented
from removing board members who are not
acting in the best interest of shareholders
until their term is completed.
4 Submit Shareholder Rights Plan Against Against ShrHoldr
(Poison Pill) to Shareholder Vote
Although SSGA supports proposals that seek to
Submit Shareholder Rights Plan (Poison Pill) to
Shareholder Vote. Baker Hughes does not have a
rights plan. Last year the
64
VOTE SUMMARY REPORT
Jun 01, 2003 - Jun 30, 2004
ENERGY SELECT SECTOR SPDR FUND - J916
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
board adopted a policy that any future poison pill
must be ratified by shareholders either at the time
of adoption or, if advised by a committee of
independent directors, within a year of adoption or
else the pill will then expire.
01/22/04 - A BJ SERVICES COMPANY *BJS* 055482103 12/05/03 307,707
1 Elect Directors For For Mgmt
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans, and the
reasonable terms of the plan.
SHAREHOLDER PROPOSAL
3 Report on Foreign Operations Risk Against Against ShrHoldr
04/21/04 - A BURLINGTON RESOURCES INC. 122014103 02/23/04 437,644
*BR*
1 Elect Directors For Split Mgmt
1.1 Elect Director Barbara T.
Alexander --- For
1.2 Elect Director Reuben V.
Anderson --- For
1.3 Elect Director Laird I. Grant
--- For
1.4 Elect Director Robert J. Harding
--- For
1.5 Elect Director John T. LaMacchia
--- For
65
VOTE SUMMARY REPORT
Jun 01, 2003 - Jun 30, 2004
ENERGY SELECT SECTOR SPDR FUND - J916
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.6 Elect Director Randy L.
Limbacher --- For
1.7 Elect Director James F. McDonald
--- For
1.8 Elect Director Kenneth W. Orce
--- Withhold
WITHHOLD votes from Walter Scott, Jr. for
standing as an affiliated outsider on the
Compensation and Nominating committees, and
Kenneth W. Orce for standing as an affiliated
outsider on the Nominating Committee.
1.9 Elect Director Donald M. Roberts
--- For
1.10 Elect Director James A. Runde
--- For
1.11 Elect Director John F. Schwarz
--- For
1.12 Elect Director Walter Scott, Jr.
--- Withhold
WITHHOLD votes from Walter Scott, Jr. for
standing as an affiliated outsider on the
Compensation and Nominating committees, and
Kenneth W. Orce for standing as an affiliated
outsider on the Nominating Committee.
1.13 Elect Director Bobby S.
Shackouls --- For
1.14 Elect Director Steven J. Shapiro
--- For
1.15 Elect Director William E. Wade,
Jr. --- For
2 Approve Increase in Common Stock For For Mgmt
and a Stock Split
66
VOTE SUMMARY REPORT
Jun 01, 2003 - Jun 30, 2004
ENERGY SELECT SECTOR SPDR FUND - J916
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------------
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
04/28/04 - A CHEVRONTEXACO CORP. *CVX* 166764100 03/01/04 1,593,327
1 Elect Directors For Split Mgmt
1.1 Elect Director Samuel H.
Armacost --- For
1.2 Elect Director Robert E. Denham
--- For
1.3 Elect Director Robert J. Eaton
--- For
1.4 Elect Director Sam Ginn --- For
1.5 Elect Director Carla Anderson
Hills --- For
1.6 Elect Director Franklyn G.
Jenifer --- For
1.7 Elect Director J. Bennett
Johnston --- For
1.8 Elect Director Sam Nunn ---
Withhold
Sam Nunn is an affiliated outsider on the
nominating committee.
1.9 Elect Director David J. O'Reilly
--- For
1.10 Elect Director Peter J.
Robertson --- For
1.11 Elect Director Charles R.
Shoemate --- For
1.12 Elect Director Carl Ware --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification
67
VOTE SUMMARY REPORT
Jun 01, 2003 - Jun 30, 2004
ENERGY SELECT SECTOR SPDR FUND - J916
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------------
of the company's auditors.
3 Adopt Shareholder Rights Plan For For Mgmt
(Poison Pill) Policy
4 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
5 Report on Operational Impact of Against Against ShrHoldr
HIV/AIDS, TB, and Malaria
Pandemic
6 Report on Political Against Against ShrHoldr
Contributions/Activities
7 Require Affirmative Vote of a Against Against ShrHoldr
Majority of the Shares to Elect
Directors
8 Report on Health and Against Against ShrHoldr
Environmental Initiatives in
Ecuador
9 Report on Renewable Energy Against Against ShrHoldr
05/05/04 - A CONOCOPHILLIPS *COP* 20825C104 03/10/04 1,093,636
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution
68
VOTE SUMMARY REPORT
Jun 01, 2003 - Jun 30, 2004
ENERGY SELECT SECTOR SPDR FUND - J916
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
under all plans, and the reasonable
terms of the plan.
4 Limit Executive Compensation Against Against ShrHoldr
5 Limit Executive Compensation Against Against ShrHoldr
6 Report on Drilling in the Arctic Against Against ShrHoldr
National Wildlife Refuge
06/11/03 - A * DEVON ENERGY CORP. *DVN* 25179M103 05/05/03 269,879
1 Elect Directors For For Mgmt
2 Increase Authorized Common Stock For For Mgmt
Although the company has offered no specific
purpose for the additional shares, the size
of the increase (100%) requested falls within
guidelines.
06/08/04 - A DEVON ENERGY CORP. *DVN* 25179M103 04/09/04 500,486
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Require a Majority Vote for the Against Against ShrHoldr
Election of Directors
05/04/04 - A EOG RESOURCES, INC. *EOG* 26875P101 03/08/04 371,918
1 Elect Directors For For Mgmt
69
VOTE SUMMARY REPORT
Jun 01, 2003 - Jun 30, 2004
ENERGY SELECT SECTOR SPDR FUND - J916
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.1 Elect Director George A. Alcorn
--- For
1.2 Elect Director Charles R. Crisp
--- For
1.3 Elect Director Mark G. Papa
--- For
1.4 Elect Director Edmund P. Segner,
III --- For
1.5 Elect Director Donald F. Textor
--- For
1.6 Elect Director Frank G. Wisner
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Other Business For Against Mgmt
Details of other business items not disclosed
05/26/04 - A EXXON MOBIL CORP. *XOM* 30231G102 04/05/04 4,916,052
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Non-Employee Director For For Mgmt
Restricted Stock
70
VOTE SUMMARY REPORT
Jun 01, 2003 - Jun 30, 2004
ENERGY SELECT SECTOR SPDR FUND - J916
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
Plan
4 Affirm Political Nonpartisanship Against Against ShrHoldr
5 Report on Political Against Against ShrHoldr
Contributions/Activities
6 Report on Equatorial Guinea Against Against ShrHoldr
7 Separate Chairman and CEO Against Against ShrHoldr
Positions
8 Prohibit Awards to Executives Against Against ShrHoldr
9 Report on Stock Option Against Against ShrHoldr
Distribution by Race and Gender
10 Amend EEO Statement to Include Against Against ShrHoldr
Reference to Sexual Orientation
11 Report on Climate Change Research Against Against ShrHoldr
05/19/04 - A HALLIBURTON CO. *HAL* 406216101 03/22/04 968,878
1 Elect Directors For For Mgmt
2 Increase Authorized Common Stock For For Mgmt
The size of the increase (67%) requested
falls within guidelines.
3 Review/Report on Operations in Against Against ShrHoldr
Iran
4 Require Affirmative Vote of a Against Against ShrHoldr
Majority of the Shares to Elect
Directors
5 Separate Chairman and CEO Against Against ShrHoldr
Positions
71
VOTE SUMMARY REPORT
Jun 01, 2003 - Jun 30, 2004
ENERGY SELECT SECTOR SPDR FUND - J916
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
05/11/04 - A KERR-MCGEE CORP. *KMG* 492386107 03/12/04 341,897
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Establishment of an Office of Against Against ShrHoldr
the Board of Directors
06/25/04 - S KERR-MCGEE CORP. *KMG* 492386107 05/20/04 349,609
1 Approve Merger Agreement For For Mgmt
Based on the "within-the-range" valuation and
reasonable market premium, the fairness
opinion, and the potential strategic
synergies, the merger agreement warrants
shareholder support.
04/28/04 - A MARATHON OIL CORP *MRO* 565849106 03/01/04 739,323
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Report on Greenhouse Gas Against Against ShrHoldr
Emissions
4 Submit Severance Agreement Against Against ShrHoldr
(Change-in-Control) to
Shareholder Vote
72
VOTE SUMMARY REPORT
Jun 01, 2003 - Jun 30, 2004
ENERGY SELECT SECTOR SPDR FUND - J916
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
06/03/03 - A NABORS INDUSTRIES, LTD. G6359F103 04/10/03 240,131
*NBR*
1 Reelect E. Isenberg and J. For For Mgmt
Wexler as Class III Directors to
Serve until the 2006 Annual
General Meeting
2 Appoint PricewaterhouseCoopers For For Mgmt
LLP as Auditors and Authorize
Board to Fix Their Remuneration
3 Approve 2003 Employee Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans and other favorable terms of the
plan. A vote in favor of this proposal is
recommended.
4 Transact Other Business None None Mgmt
(Non-Voting)
06/01/04 - A NABORS INDUSTRIES, LTD. G6359F103 04/08/04 420,901
*NBR*
MEETING FOR HOLDERS OF ADRS
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 SHAREHOLDER PROPOSAL TO CHANGE Against Against Mgmt
NABORS JURISDICTION OF
INCORPORATION FROM BERMUDA TO
DELAWARE.
73
VOTE SUMMARY REPORT
Jun 01, 2003 - Jun 30, 2004
ENERGY SELECT SECTOR SPDR FUND - J916
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
04/22/04 - A NOBLE CORP *NE* G65422100 03/04/04 441,280
MEETING FOR HOLDERS OF ADRS
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
04/30/04 - A OCCIDENTAL PETROLEUM CORP. 674599105 03/03/04 783,508
*OXY*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Amend Non-Employee Director For For Mgmt
Restricted Stock Plan
4 Prohibit Awards to Executives Against Against ShrHoldr
04/23/04 - A ROWAN COMPANIES, INC. *RDC* 779382100 03/01/04 536,711
1 Elect Directors For For Mgmt
04/14/04 - A SCHLUMBERGER LTD. *SLB* 806857108 02/25/04 666,589
MEETING FOR HOLDERS OF ADRS
1 Elect Directors For For Mgmt
2 ADOPTION AND APPROVAL OF For For Mgmt
FINANCIALS AND DIVIDENDS
The initiative can be supported due to
74
VOTE SUMMARY REPORT
Jun 01, 2003 - Jun 30, 2004
ENERGY SELECT SECTOR SPDR FUND - J916
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
the size of the requested authorization, the
resulting level of potential dilution under all
plans and other favorable terms of the plan. A vote
in favor of this proposal is recommended.
3 APPROVAL OF ADOPTION OF THE 2004 For For Mgmt
STOCK AND DEFERRAL PLAN FOR
NON-EMPLOYEE DIRECTORS
4 APPROVAL OF AUDITORS For For Mgmt
10/21/03 - S SHORT-TERM INVESTMENTS CO. 825251101 07/25/03 2,540,087
1 Elect Directors For For Mgmt
2 Approve Conversion to Series of For For Mgmt
Delaware Statutory Trust
Reorganizing the fund from a Maryland corporation
to a Delaware statutory trust may provide benefits
to the fund and its shareholders. Most of the funds
of AIM Funds are now or are likely to become
Delaware statutory trusts. To the extent that the
boards and management of funds of AIM Funds,
including the board and management of the fund,
have to deal with the law of a single state, rather
than the laws of many states, efficiencies may be
achieved, both in terms of reduced costs in
determining the requirements of law in unique
circumstances and the certainty of operating
routinely in a familiar
75
VOTE SUMMARY REPORT
Jun 01, 2003 - Jun 30, 2004
ENERGY SELECT SECTOR SPDR FUND - J916
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
regulatory environment.
05/06/04 - A SUNOCO, INC. *SUN* 86764P109 02/10/04 288,652
1 Elect Directors For For Mgmt
1.1 Elect Director Robert J. Darnall
--- For
1.2 Elect Director John G. Drosdick
--- For
1.3 Elect Director Ursula F.
Fairbairn --- For
1.4 Elect Director Thomas P. Gerrity
--- For
1.5 Elect Director Rosemarie B.
Greco --- For
1.6 Elect Director James G. Kaiser
--- For
1.7 Elect Director Robert D. Kennedy
--- For
1.8 Elect Director Richard H. Lenny
--- For
1.9 Elect Director Norman S.
Matthews --- For
1.10 Elect Director R. Anderson Pew
--- For
1.11 Elect Director G. Jackson
Ratcliffe --- For
1.12 Elect Director John W. Rowe ---
For
1.13 Elect Director John K. Wulff ---
For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
76
VOTE SUMMARY REPORT
Jun 01, 2003 - Jun 30, 2004
ENERGY SELECT SECTOR SPDR FUND - J916
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
05/13/04 - A TRANSOCEAN INC. *RIG* G90078109 03/18/04 870,135
MEETING FOR HOLDERS OF ADRS
1 Elect Directors For For Mgmt
2 APPROVAL OF THE AMENDMENT OF OUR For For Mgmt
LONG-TERM INCENTIVE PLAN AS
DESCRIBED IN THE PROXY STATEMENT.
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans and other
favorable terms of the plan. A vote in favor of
this proposal is recommended.
3 Ratify Auditors For For Mgmt
05/24/04 - A UNOCAL CORP. *UCL* 915289102 03/25/04 649,845
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Approve Deferred Compensation For For Mgmt
Plan
5 Separate Chairman and Against Against ShrHoldr
77
VOTE SUMMARY REPORT
Jun 01, 2003 - Jun 30, 2004
ENERGY SELECT SECTOR SPDR FUND - J916
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
CEO Positions
6 Limit Awards to Executives Against Against ShrHoldr
7 Establish Other Board Committee Against Against ShrHoldr
8 Report on Greenhouse Gas Against Against ShrHoldr
Emissions
78
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
06/25/04 - A AMERICAN GREETINGS CORP. 026375105 04/26/04 17,567
*AM*
1 Elect Directors For Split Mgmt
1.1 Elect Director Scott S. Cowen
--- For
1.2 Elect Director Harriet
Mouchly-Weiss --- For
1.3 Elect Director Charles A.
Ratner --- Withhold
Charles A. Ratner is an affiliated outsider
on the compensation and nominating
committees.
1.4 Elect Director Zev Weiss ---
For
1.5 Elect Director Joseph Hardin
--- For
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans is within the allowable cap of
15%, and the reasonable terms of the plan.
05/12/04 - A AUTONATION, INC. *AN* 05329W102 03/26/04 68,647
1 Elect Directors For Split Mgmt
1.1 Elect Director Mike Jackson
--- For
1.2 Elect Director Robert J. Brown
--- For
1.3 Elect Director J.P. Bryan
--- For
79
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
1.4 Elect Director Rick L. Burdick
--- Withhold
WITHHOLD votes from Rick L. Burdick for
standing as an affiliated outsider on the
nominating committee.
1.5 Elect Director William C.
Crowley --- For
1.6 Elect Director Alan S. Dawes
--- For
1.7 Elect Director Edward S.
Lampert --- For
1.8 Elect Director Irene B.
Rosenfeld --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
12/11/03 - A AUTOZONE, INC. *AZO* 053332102 10/14/03 21,596
1 Elect Directors For For Mgmt
1.1 Elect Director Charles M.
Elson --- For
1.2 Elect Director Marsha J. Evans
--- For
1.3 Elect Director Earl G. Graves,
Jr. --- For
1.4 Elect Director N. Gerry House
--- For
1.5 Elect Director J.R. Hyde, III
--- For
1.6 Elect Director Edward S.
Lampert --- For
1.7 Elect Director W. Andrew
McKenna --- For
80
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
1.8 Elect Director Steve Odland
--- For
1.9 Elect Director James J. Postl
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
06/24/04 - A BEST BUY CO., INC. *BBY* 086516101 04/26/04 84,884
1 Elect Directors For Split Mgmt
1.1 Elect Director Bradbury H.
Anderson --- For
1.2 Elect Director K.J. Higgins
Victor --- For
1.3 Elect Director Allen U.
Lenzmeier --- For
1.4 Elect Director Frank D.
Trestman --- For
1.5 Elect Director James C.
Wetherbe --- For
1.6 Elect Director Ronald James
--- Withhold
Ronald James is an affiliated outsider on
the nominating committee.
1.7 Elect Director Matthew H.
Paull --- Withhold
Matthew H. Paull is an affiliated outsider
on the audit committee.
1.8 Elect Director Mary A. Tolan
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking
81
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
ratification of the company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans is within the allowable cap of
15%, and the reasonable terms of the plan.
05/18/04 - A BIG LOTS INC. *BLI* 089302103 03/26/04 29,196
1 Elect Directors For For Mgmt
04/15/04 - A BOISE CASCADE CORP. *BCC* 097383103 02/23/04 21,572
1 Elect Directors For Split Mgmt
1.1 Elect Director Claire S.
Farley --- For
1.2 Elect Director Rakesh Gangwal
--- Withhold
Rakesh Gangwal is an affiliated director on
the compensation and nominating committees.
1.3 Elect Director Gary G. Michael
--- For
1.4 Elect Director A. William
Reynolds --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
82
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
3 Separate Chairman and CEO Against Against ShrHoldr
Positions
04/28/04 - A BRUNSWICK CORP. *BC* 117043109 03/02/04 22,859
1 Elect Directors For For Mgmt
1.1 Elect Director Nolan D.
Archibald --- For
1.2 Elect Director Jeffrey L.
Bleustein --- For
1.3 Elect Director Graham H.
Phillips --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
04/22/04 - A CARNIVAL CORP. *CCL* 143658300 02/23/04 157,072
MEETING FOR HOLDERS OF ADRS
1 Elect Directors For For Mgmt
1.1 Elect Director Micky Arison
--- For
1.2 Elect Director Amb Richard G.
Capen Jr --- For
1.3 Elect Director Robert H.
Dickinson --- For
1.4 Elect Director Arnold W.
Donald --- For
1.5 Elect Director Pier Luigi
Foschi --- For
1.6 Elect Director Howard S. Frank
--- For
83
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
1.7 Elect Director Baroness Hogg
--- For
1.8 Elect Director A. Kirk
Lanterman --- For
1.9 Elect Director Modesto A.
Maidique --- For
1.10 Elect Director John P. Mcnulty
--- For
1.11 Elect Director Peter Ratcliffe
--- For
1.12 Elect Director Sir John Parker
--- For
1.13 Elect Director Stuart
Subotnick --- For
1.14 Elect Director Uzi Zucker ---
For
2 Ratify Auditors For For Mgmt
3 TO AUTHORIZE THE AUDIT For For Mgmt
COMMITTEE OF CARNIVAL PLC TO
AGREE THE REMUNERATION OF THE
INDEPENDENT AUDITORS.
This item requests that shareholders approve the
company's compensation policy, as set out in the
company's Remuneration Report. The Combined Code on
Corporate Governance recommends that companies
consider including this item on AGM agendas and is
now required under U.K. law. Seeking annual
shareholder approval for a company's remuneration
policy is a positive corporate governance
provision. It
84
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
allows shareholders to express their support or
displeasure over how the company pays and provides
incentive to its directors and executives in the
most direct way possible. Shareholders displeased
with a particular remunerative provision may now
vote against this item, instead of (or in addition
to) voting against a director or the company's
financial statements. It is recommended that
shareholders support this item.
4 TO RECEIVE THE ACCOUNTS AND For For Mgmt
REPORTS FOR CARNIVAL PLC FOR
THE FINANCIAL PERIOD ENDED
NOVEMBER 30, 2003.
5 TO APPROVE THE DIRECTORS For For Mgmt
REMUNERATION REPORT OF
CARNIVAL PLC.
6 TO APPROVE LIMITS ON THE For For Mgmt
AUTHORITY TO ALLOT SHARES BY
CARNIVAL PLC.
This routine capital issuance request would
allow the board to issue shares for cash with
preemptive rights. The amount of authorized but
unissued capital that could be used represents
about 33 percent of the currently issued capital.
This issuance authority,
85
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
routinely sought in the United Kingdom, could be
used by the company for one year. This is a
reasonable issuance request.
7 TO APPROVE THE DISAPPLICATION For For Mgmt
OF PRE-EMPTION RIGHTS FOR
CARNIVAL PLC SHARES.
This routine capital issuance request would
allow the board to issue shares for cash without
preemptive rights. The amount that could be used
other than in the context of a rights issue, that
is for cash, would be limited to five percent of
the issued capital. This is a reasonable issuance
request.
07/17/03 - A CENTEX CORP. *CTX* 152312104 05/29/03 12,280
1 Elect Directors For For Mgmt
2 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
3 Approve Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to
the total level of potential dilution under
all plans.
86
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
02/25/04 - S CENTEX CORP. *CTX* 152312104 01/23/04 15,318
1 Increase Authorized Common For For Mgmt
Stock
The number of additional authorized common shares
sought in this proposal exceeds guidelines (200%).
The additional shares are needed for a two-for-one
stock split, which the board approved in November
2003 and expects to distribute as a dividend to
shareholders on March 12, 2004.
2 Approve Merger Agreement For For Mgmt
The transactions will result in a much simpler
corporate structure with significant cost savings.
Although shareholders will receive a cash payment,
they will effectively retain the same beneficial
ownership in Holding and the Partnership through
their Centex stock as they held through their
combination of Centex stock, Holding stock, and
Partnership warrants.
3 Approve Merger Agreement For For Mgmt
Details of other business items not
87
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
disclosed
06/15/04 - A CIRCUIT CITY STORES, INC. 172737108 04/21/04 55,048
*CC*
1 Elect Directors For For Mgmt
1.1 Elect Director E.V. Goings ---
For
1.2 Elect Director James F.
Hardymon --- For
1.3 Elect Director Allen B. King
--- For
1.4 Elect Director J. Patrick
Spainhour --- For
1.5 Elect Director Carolyn Y. Woo
--- For
2 Amend Employee Stock Purchase For For Mgmt
Plan
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there
are limitations on participation.
3 Amend Non-Employee Director For For Mgmt
Omnibus Stock Plan
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
88
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
04/28/04 - A CLEAR CHANNEL 184502102 03/08/04 155,999
COMMUNICATIONS, INC. *CCU*
1 Elect Directors For Split Mgmt
1.1 Elect Director Alan D. Feld
--- Withhold
WITHHOLD votes from Alan D. Feld for
standing as an affiliated outsider on the
Compensation Committee.
1.2 Elect Director Thomas O. Hicks
--- For
1.3 Elect Director Perry J. Lewis
--- For
1.4 Elect Director L. Lowry Mays
--- For
1.5 Elect Director Mark P. Mays
--- For
1.6 Elect Director Randall T. Mays
--- For
1.7 Elect Director B.J. Mccombs
--- Withhold
WITHHOLD votes from B.J. Mccombs for
standing as an affiliated outsider on the
Compensation and Nominating Committees.
1.8 Elect Director Phyllis B.
Riggins --- For
1.9 Elect Director Theordore H.
Strauss --- For
1.10 Elect Director J.C. Watts
--- For
1.11 Elect Director John H.
Williams --- For
2 Ratify Auditors For For Mgmt
89
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
Routine proposal seeking ratification of
the company's auditors.
05/26/04 - A COMCAST CORP. *CMCSA* 20030N101 03/15/04 570,298
1 Elect Directors For Split Mgmt
1.1 Elect Director S. Decker
Anstrom --- Withhold
S. Decker Anstrom is an affiliated director on all
key committees.
1.2 Elect Director C. Michael
Armstrong --- For
1.3 Elect Director Kenneth J.
Bacon --- For
1.4 Elect Director Sheldon M.
Bonovitz --- For
1.5 Elect Director Julian A.
Brodsky --- For
1.6 Elect Director Joseph L.
Castle, II --- For
1.7 Elect Director J. Michael Cook
--- For
1.8 Elect Director Brian L.
Roberts --- For
1.9 Elect Director Ralph J.
Roberts --- For
1.10 Elect Director Dr. Judith
Rodin --- For
1.11 Elect Director Michael I.
Sovern --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
90
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
3 Amend Restricted Stock Plan For For Mgmt
4 Amend For For Mgmt
Articles/Bylaws/Charter-Non-Routine
Amendments include antitakeover provisions
5 Require Two-Thirds Majority of Against For ShrHoldr
Independent Directors on Board
In the case of Comcast, we believe that a
two-thirds independent board is
particularly important due to Comcast's
dual class ownership structure and several
insiders currently sitting on the board.
6 Political Against Against ShrHoldr
Contributions/Activities
7 Nominate Two Directors for Against Against ShrHoldr
every open Directorships
8 Limit Executive Compensation Against Against ShrHoldr
9 Adopt a Recapitalization Plan Against For ShrHoldr
This proposals requests that the company to take
steps to develop a recapitalization plan where all
of the company's outstanding stock would have one
vote. SSGA does not support dual class structures.
05/04/04 - A COOPER TIRE & RUBBER CO. 216831107 03/09/04 18,680
*CTB*
1 Elect Directors For For Mgmt
91
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
1.1 Elect Director Arthur H.
Aronson --- For
1.2 Elect Director Thomas A.
Dattilo --- For
1.3 Elect Director Byron O. Pond
--- For
2 Ratify Auditors Against For ShrHoldr
Before the corporate accounting-related scandals of
the past two years, ratification of auditors was
generally viewed as a routine agenda item. A vote
for an auditor by shareholders is confirmation that
the auditor has objectively reviewed the company's
financial statements for compliance with generally
accepted accounting principles. Due to the recent
SEC rules on auditor independence and increased
shareholder scrutiny on this issue, however,
ratification of auditors has turned into a more
controversial agenda item. As such, shareholders
should have the opportunity to assess the auditor's
general performance, the audit and non-audit
related fees paid by the company, and the auditor's
overall independence.
04/19/04 - A DANA CORP. *DCN* 235811106 03/01/04 37,072
1 Elect Directors For For Mgmt
1.1 Elect Director Benjamin F.
Bailar --- For
1.2 Elect Director A. Charles
92
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
Baillie --- For
1.3 Elect Director David E. Berges
--- For
1.4 Elect Director Michael J.
Burns --- For
1.5 Elect Director Edmund M.
Carpenter --- For
1.6 Elect Director Samir G. Gibara
--- For
1.7 Elect Director Cheyl W. Grise
--- For
1.8 Elect Director Glen H. Hiner
--- For
1.9 Elect Director James P. Kelly
--- For
1.10 Elect Director Marilyn R.
Marks --- For
1.11 Elect Director Richard B.
Priory --- For
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Approve Employee Stock For For Mgmt
Purchase Plan
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there
are limitations on participation.
4 Amend Omnibus Stock Plan For For Mgmt
93
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
5 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
09/25/03 - A DARDEN RESTAURANTS, INC. 237194105 07/28/03 37,102
*DRI*
1 Elect Directors For For Mgmt
1.1 Elect Director Leonard L.
Berry --- For
1.2 Elect Director Odie C. Donald
--- For
1.3 Elect Director David H. Hughes
--- For
1.4 Elect Director Joe R. Lee
--- For
1.5 Elect Director Senator Connie
Mack, III --- For
1.6 Elect Director Richard E.
Rivera --- For
1.7 Elect Director Michael D. Rose
--- For
1.8 Elect Director Maria A. Sastre
--- For
1.9 Elect Director Jack A. Smith
--- For
1.10 Elect Director Blaine Sweatt,
III --- For
1.11 Elect Director Rita P. Wilson
--- For
94
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/06/04 - A DELPHI CORP. *DPH* 247126105 03/08/04 141,933
1 Elect Directors For For Mgmt
1.1 Elect Director Oscar de Paula
Bernardes Neto --- For
WITHHOLD votes from independent outsiders
John D. Opie, Dr. Bernd Gottschalk, and
Oscar de Paula Bernardes Neto for failure
to implement the declassification of the
board and poison pill proposals.
1.2 Elect Director Dr. Bernd
Gottschalk --- For
1.3 Elect Director John D. Opie
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
4 Approve Omnibus Stock Plan For Against Mgmt
95
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
The initiative cannot be supported due to
the total level of potential dilution under
all plans.
5 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder
Vote
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management, shareholders
should be allowed to make their own
evaluation of such plans.
6 Declassify the Board of Against For ShrHoldr
Directors
Classified boards serve to entrench management and
discourage bidders by preventing replacement of the
board in one year. In addition, shareholders are
prevented from removing board members who are not
acting in the best interest of shareholders until
their term is completed.
7 Amend Workplace Code of Conduct Against Against ShrHoldr
05/15/04 - A DILLARD'S, INC. *DDS* 254067101 03/31/04 20,772
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Implement ILO Based Against Against ShrHoldr
96
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
Code of Conduct
05/25/04 - A DOLLAR GENERAL CORP. *DG* 256669102 03/22/04 85,410
1 Elect Directors For For Mgmt
1.1 Elect Director David L. Bere
--- For
1.2 Elect Director Dennis C.
Bottorff --- For
1.3 Elect Director Barbara L.
Bowles --- For
1.4 Elect Director James L.
Clayton --- For
1.5 Elect Director Reginald D.
Dickson --- For
1.6 Elect Director E. Gordon Gee
--- For
1.7 Elect Director Barbara M.
Knuckles --- For
1.8 Elect Director David A. Perdue
--- For
1.9 Elect Director J. Neal Purcell
--- For
1.10 Elect Director James D.
Robbins --- For
1.11 Elect Director David M. Wilds
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
04/21/04 - A DOW JONES & CO., INC. *DJ* 260561105 02/27/04 20,322
1 Elect Directors For For Mgmt
97
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
1.1 Elect Director Irvine O.
Hockaday, Jr. --- For
We recommend a vote FOR the directors with
the exceptions of affiliated outsider
Dieter von Holtzbrinck and independent
outsider Vernon E. Jordan, Jr.. We
recommend that shareholders WITHHOLD votes
from Dieter von Holtzbrinck and from Vernon
E. Jordan, Jr. for poor attendance.
1.2 Elect Director Vernon E.
Jordan, Jr. --- For
1.3 Elect Director Lewis B.
Campbell --- For
1.4 Elect Director Dieter von
Holtzbrinck --- For
1.5 Elect Director Elizabeth
Steele --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Separate Chairman and CEO Against Against ShrHoldr
Positions
98
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
05/12/04 - A EASTMAN KODAK CO. *EK* 277461109 03/15/04 72,656
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
4 Adopt Chemical Policy Against Against ShrHoldr
5 Prohibit Awards to Executives Against Against ShrHoldr
06/24/04 - A EBAY INC. *EBAY* 278642103 04/26/04 168,948
1 Elect Directors For For Mgmt
2 Amend Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to
the trend of recent option grants and the
total level of potential dilution under all
plans is above the allowable cap of 15%.
3 Amend Stock Option Plan For Against Mgmt
The initiative cannot be supported due to
the trend of recent option grants and the
total level of potential dilution under all
plans is above the allowable cap of 15%.
4 Increase Authorized Common For Against Mgmt
Stock
The size of the increase (99%) requested falls
within guidelines. However, the company stated that
it
99
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
could use the additional shares of common stock
to oppose a hostile takeover attempt or delay or
prevent changes in control or management. For
instance, without further shareholder approval, the
company could adopt a "poison pill" that would,
under certain circumstances related to an
acquisition of shares that the company did not
approve, give certain holders the right to acquire
additional shares of common stock at a low price.
The company could strategically sell shares of
common stock in a private transaction to purchasers
who would oppose a takeover or favor the current
board.
5 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
6 Expense Stock Options Against Against ShrHoldr
01/15/04 - A FAMILY DOLLAR STORES, INC. 307000109 11/24/03 42,477
*FDO*
1 Elect Directors For For Mgmt
1.1 Elect Director Howard R.
Levine --- For
1.2 Elect Director George R.
Mahoney, Jr. --- For
1.3 Elect Director Mark R.
Bernstein --- For
1.4 Elect Director Sharon Allred
Decker --- For
1.5 Elect Director Edward C.
100
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
Dolby --- For
1.6 Elect Director Glenn A.
Eisenberg --- For
1.7 Elect Director James G. Martin
--- For
2 Approve Non-Employee Director For For Mgmt
Stock Option Plan
Considering the level of cash compensation
directors currently receive, the relatively
conservative number of shares to be granted
annually to each nonemployee director in relation
to the market price of the stock, and the total
number of shares to be authorized under the terms
of this plan, the plan is reasonable and can be
supported.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/21/04 - A FEDERATED DEPARTMENT 31410H101 04/02/04 45,107
STORES, INC. *FD*
1 Elect Directors For For Mgmt
1.1 Elect Director Sara Levinson
--- For
1.2 Elect Director Joseph Neubauer
--- For
1.3 Elect Director Joseph A.
Pichler --- For
1.4 Elect Director Karl M. von der
Heyden --- For
2 Ratify Auditors For For Mgmt
101
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
Routine proposal seeking ratification of
the company's auditors.
3 Amend Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to
the total level of potential dilution under
all plans.
4 Declassify the Board of Against For ShrHoldr
Directors
Classified boards serve to entrench management and
discourage bidders by preventing replacement of the
board in one year. In addition, shareholders are
prevented from removing board members who are not
acting in the best interest of shareholders until
their term is completed.
05/13/04 - A FORD MOTOR COMPANY *F* 345370860 03/17/04 463,932
1 Elect Directors For Split Mgmt
1.1 Elect Director John R. H. Bond
--- Withhold
WITHHOLD votes from John R. H. Bond and
Robert E. Rubin for standing as affiliated
outsiders on the Compensation and
Nominating committees.
1.2 Elect Director Stephen G.
Butler --- For
1.3 Elect Director Kimberly A.
Casiano --- For
102
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
1.4 Elect Director Edsel B. Ford
II --- For
1.5 Elect Director William Clay
Ford --- For
1.6 Elect Director William Clay
Ford, Jr. --- For
1.7 Elect Director Irvine O.
Hockaday, Jr. --- For
1.8 Elect Director Marie-Josee
Kravis --- For
1.9 Elect Director Richard A.
Manoogian --- For
1.10 Elect Director Ellen R. Marram
--- For
1.11 Elect Director Homer A. Neal
--- For
1.12 Elect Director Jorma Ollila
--- For
1.13 Elect Director Carl E.
Reichardt --- For
1.14 Elect Director Robert E. Rubin
--- Withhold
1.15 Elect Director Nicholas V.
Scheele --- For
1.16 Elect Director John L.
Thornton --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Increase Disclosure of Against Against ShrHoldr
Executive Compensation
4 Establish Other Board Committee Against Against ShrHoldr
5 Prohibit Awards to Executives Against Against ShrHoldr
6 Amend By Laws Relating Against Against ShrHoldr
103
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
to Board Independence
7 Report on Greenhouse Gas Against Against ShrHoldr
Emissions
04/27/04 - A FORTUNE BRANDS, INC. *FO* 349631101 02/27/04 36,371
1 Elect Directors For For Mgmt
1.1 Elect Director Anne M. Tatlock
--- For
1.2 Elect Director Norman H.
Wesley --- For
1.3 Elect Director Peter M. Wilson
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder
Vote
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management, shareholders
should be allowed to make their own
evaluation of such plans.
05/04/04 - A GANNETT CO., INC. *GCI* 364730101 03/05/04 67,573
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
104
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
3 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Limit Executive Compensation Against Against ShrHoldr
10/03/03 - WC GENERAL MOTORS CORP. *GM* 370442105 08/01/03 123,466
1 Amend Articles For For Mgmt
2 Amend Articles For For Mgmt
3 Approve Hughes Split-Off For For Mgmt
Based on the market premium, the fairness
opinions, the strategic rationale, the
board's review of alternatives, and the
potential strategic synergies, the
transactions warrant shareholder support.
4 Approve GM/News Stock Sale For For Mgmt
5 Approve News Stock Acquisition For For Mgmt
6 Amend Articles For For Mgmt
06/02/04 - A GENERAL MOTORS CORP. *GM* 370442105 04/05/04 140,183
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking
105
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
ratification of the company's auditors.
3 Prohibit Awards to Executives Against Against ShrHoldr
4 Prohibit Awards to Executives Against Against ShrHoldr
5 Separate Chairman and CEO Against Against ShrHoldr
Positions
6 Limit Composition of Against Against ShrHoldr
Committees to Independent
Directors
The company has all key committees composed
of independent directors and the board is
also substantial majority independent.
Therefore, the proposal does not warrant
shareholder support.
7 Report on Greenhouse Gas Against Against ShrHoldr
Emissions
8 Submit Severance Agreement Against Against ShrHoldr
(Change-in-Control) to
Shareholder Vote
9 Establish Executive and Against Against ShrHoldr
Director Stock Ownership
Guidelines
04/19/04 - A GENUINE PARTS CO. *GPC* 372460105 02/12/04 43,349
1 Elect Directors For For Mgmt
2 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the
106
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
company's corporate tax obligation.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
SHAREHOLDER PROPOSALS
4 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder
Vote
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management, shareholders
should be allowed to make their own
evaluation of such plans.
5 Company-Specific -- Against Against ShrHoldr
Shareholder Miscellaneous
04/24/04 - A HARLEY-DAVIDSON, INC. 412822108 03/10/04 76,736
*HDI*
1 Elect Directors For For Mgmt
1.1 Elect Director Barry K. Allen
--- For
1.2 Elect Director Richard I.
Beattie --- For
2 Amend Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
3 Approve Omnibus Stock Plan For For Mgmt
107
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
04/29/04 - A HARRAH'S ENTERTAINMENT, 413619107 03/01/04 27,549
INC. *HET*
1 Elect Directors For For Mgmt
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
108
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
5 Report on Political Against Against ShrHoldr
Contributions/Activities
05/20/04 - A HASBRO, INC. *HAS* 418056107 03/31/04 43,477
1 Elect Directors For For Mgmt
2 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
4 Implement and Monitor Code of Against Against ShrHoldr
Corporate Conduct - ILO
Standards
05/27/04 - A HILTON HOTELS CORP. *HLT* 432848109 03/29/04 94,664
1 Elect Directors For Split Mgmt
1.1 Elect Director A. Steven Crown
--- For
1.2 Elect Director David Michels
--- For
1.3 Elect Director John H. Myers
--- Withhold
John H. Myers is an affiliated outsider on
the audit committee.
1.4 Elect Director Donna F. Tuttle
--- For
109
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Approve Incentive Bonus Plan For For Mgmt
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
5 Declassify the Board of Against For ShrHoldr
Directors
Classified boards serve to entrench management and
discourage bidders by preventing replacement of the
board in one year. In addition, shareholders are
prevented from removing board members who are not
acting in the best interest of shareholders until
their term is completed.
6 Require Majority of Against For ShrHoldr
Independent Directors on Board
SSGA supports proposals that Require
Majority of Independent
110
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
Directors on Board.
05/27/04 - A HOME DEPOT, INC. (THE) 437076102 03/29/04 566,496
*HD*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Establish Term Limits for Against Against ShrHoldr
Directors
4 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder
Vote
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management, shareholders
should be allowed to make their own
evaluation of such plans.
5 Performance- Based/Indexed Against For ShrHoldr
Options
SSGA supports peformance-based compensation.
6 Adopt ILO Based Code of Conduct Against Against ShrHoldr
7 Submit Severance Agreement Against Against ShrHoldr
(Change-in-Control) to
Shareholder Vote
8 Require Affirmative Vote of Against Against ShrHoldr
the Majority of the Shares to
Elect Directors
111
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
03/02/04 - A INTERNATIONAL GAME 459902102 01/02/04 78,902
TECHNOLOGY *IGT*
1 Elect Directors For For Mgmt
1.1 Elect Director G. Thomas Baker
--- For
1.2 Elect Director Neil Barsky ---
For
1.3 Elect Director Robert A.
Bittman --- For
1.4 Elect Director Richard R. Burt
--- For
1.5 Elect Director Leslie S. Heisz
--- For
1.6 Elect Director Robert A.
Mathewson --- For
1.7 Elect Director Thomas J.
Matthews --- For
1.8 Elect Director Robert Miller
--- For
1.9 Elect Director Frederick B.
Rentschler --- For
2 Amend Employee Stock Purchase For For Mgmt
Plan
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there
are limitations on participation.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
112
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
05/14/04 - A J. C. PENNEY CO., INC 708160106 03/15/04 69,206
(HLDG CO) *JCP*
1 Elect Directors For For Mgmt
1.1 Elect Director Colleen C.
Barrett --- For
1.2 Elect Director M.Anthony Burns
--- For
1.3 Elect Director Maxine K. Clark
--- For
1.4 Elect Director Allen Questrom
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
01/28/04 - A JOHNSON CONTROLS, INC. 478366107 11/20/03 21,559
*JCI*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Amend Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
4 Amend Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan
113
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
and would ultimately reduce the company's
corporate tax obligation.
5 Approve Non-Employee Director For For Mgmt
Stock Option Plan
Considering the level of cash compensation
directors currently receive, the relatively
conservative number of shares to be granted
annually to each nonemployee director in relation
to the market price of the stock, and the total
number of shares to be authorized under the terms
of this plan, the plan is reasonable and can be
supported.
6 Amend Restricted Stock Plan For For Mgmt
05/19/04 - A JONES APPAREL GROUP, INC. 480074103 03/19/04 31,993
*JNY*
1 Elect Directors For For Mgmt
1.1 Elect Director Peter Boneparth
--- For
1.2 Elect Director Sidney Kimmel
--- For
1.3 Elect Director Geraldine Stutz
--- For
1.4 Elect Director Howard Gittis
--- For
1.5 Elect Director Anthony F.
Scarpa --- For
1.6 Elect Director Matthew H.
Kamens --- For
1.7 Elect Director Michael L.
Tarnopol --- For
1.8 Elect Director J. Robert
114
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
Kerrey --- For
1.9 Elect Director Ann N. Reese
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
04/01/04 - A KB HOME *KBH* 48666K109 02/12/04 11,533
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/04/04 - A KNIGHT-RIDDER, INC. *KRI* 499040103 03/15/04 20,259
1 Elect Directors For Split Mgmt
1.1 Elect Director Mark A. Ernst
--- For
1.2 Elect Director K. Foley
Feldstein --- For
1.3 Elect Director Thomas P.
Gerrity --- For
1.4 Elect Director Gonzalo F.
115
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
Valdes-Fauli --- Withhold
Gonzalo F. Valdes-Fauli is an affiliated
outsider on the audit and compensation
committees.
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
04/28/04 - A KOHL'S CORP. *KSS* 500255104 03/03/04 84,759
1 Elect Directors For Split Mgmt
1.1 Elect Director Wayne Embry ---
For
1.2 Elect Director John F. Herma
--- Withhold
WITHHOLD votes from affiliated outsider
John F. Herma for standing as an affiliated
outsider on the Audit and Nominating
committees.
1.3 Elect Director R. Lawrence
Montgomery --- For
1.4 Elect Director Frank V. Sica
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Performance-Based Against Against ShrHoldr
Stock/Indexed Options
4 Separate Chairman and CEO Against Against ShrHoldr
Positions
116
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
05/05/04 - A LEGGETT & PLATT, INC. 524660107 03/15/04 48,626
*LEG*
1 Elect Directors For Split Mgmt
1.1 Elect Director Raymond F.
Bentele --- For
1.2 Elect Director Ralph W. Clark
--- For
1.3 Elect Director Harry M.
Cornell, Jr. --- For
1.4 Elect Director Robert Ted
Enloe, III --- For
1.5 Elect Director Richard T.
Fisher --- For
1.6 Elect Director Karl G.
Glassman --- For
1.7 Elect Director David S.
Haffner --- For
1.8 Elect Director Judy C. Odom
--- For
1.9 Elect Director Maurice E.
Purnell, Jr. --- Withhold
Maurice E. Purnell, Jr. is an affiliated
director on the nominating committee.
1.10 Elect Director Felix E. Wright
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Amend Employee Stock Purchase For For Mgmt
Plan
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is
117
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
relatively conservative, the offering period is
reasonable, and there are limitations on
participation.
4 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
05/17/04 - A LIMITED BRANDS *LTD* 532716107 03/31/04 128,800
1 Elect Directors For For Mgmt
1.1 Elect Director Eugene M.
Freedman --- For
1.2 Elect Director V. Ann Hailey
--- For
1.3 Elect Director David T. Kollat
--- For
1.4 Elect Director Leslie H.
Wexner --- For
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
05/20/04 - A LIZ CLAIBORNE, INC. *LIZ* 539320101 03/22/04 27,625
1 Elect Directors For For Mgmt
118
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
1.1 Elect Director Raul J.
Fernandez --- For
1.2 Elect Director Mary Kay Haben
--- For
1.3 Elect Director Kenneth P.
Kopelman --- For
1.4 Elect Director Arthur C.
Martinez --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/28/04 - A LOWE *LOW* 548661107 04/01/04 196,129
1 Elect Directors For For Mgmt
1.1 Elect Director Leonard L.
Berry --- For
1.2 Elect Director Paul Fulton
--- For
1.3 Elect Director Dawn E. Hudson
--- For
1.4 Elect Director Marshall O.
Larsen --- For
1.5 Elect Director Robert A.
Niblock --- For
1.6 Elect Director Stephen F. Page
--- For
1.7 Elect Director O. Temple
Sloan, Jr. --- For
1.8 Elect Director Robert L.
Tillman --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
119
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
04/30/04 - A MARRIOTT INTERNATIONAL 571903202 03/08/04 58,545
INC. (NEW) *MAR*
1 Elect Directors For For Mgmt
1.1 Elect Director Lawrence W.
Kellner --- For
1.2 Elect Director John W.
Marriott III --- For
1.3 Elect Director Harry J. Pearce
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Provide for Cumulative Voting Against Against ShrHoldr
Cumulative voting permits a director to be
elected who would represent and further a
special interest as opposed to acting for
the benefit of all shareholders.
05/13/04 - A MATTEL, INC. *MAT* 577081102 03/17/04 108,960
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Limit Awards to Executives Against Against ShrHoldr
4 Prohibit Auditor from Against Against ShrHoldr
Providing Non-Audit
120
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
Services
05/13/04 - A MAYTAG CORP. *MYG* 578592107 03/16/04 19,891
1 Elect Directors For For Mgmt
1.1 Elect Director Wayland R.
Hicks --- For
1.2 Elect Director James A.
McCaslin --- For
1.3 Elect Director W. Ann Reynolds
--- For
1.4 Elect Director Fred G.
Steingraber --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Amend Employee Stock Purchase For For Mgmt
Plan
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there
are limitations on participation.
4 Amend Articles For For Mgmt
5 Declassify the Board of Against For ShrHoldr
Directors
Classified boards serve to entrench management and
discourage bidders by preventing replacement of the
board in one year. In addition, shareholders are
prevented from removing board members who are not
acting in the best interest of
121
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
shareholders until their term is completed.
6 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder
Vote
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management, shareholders
should be allowed to make their own
evaluation of such plans.
05/20/04 - A MCDONALD'S CORP. *MCD* 580135101 03/22/04 321,590
1 Elect Directors For For Mgmt
1.1 Elect Director Edward A.
Brennan --- For
1.2 Elect Director Walter E.
Massey --- For
1.3 Elect Director John W. Rogers,
Jr. --- For
1.4 Elect Director Anne-Marie
Slaughter --- For
1.5 Elect Director Roger W. Stone
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Amend Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to
the total level of potential dilution under
all plans.
4 Approve/Amend For For Mgmt
122
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
Executive Incentive Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
11/10/03 - A MEREDITH CORP. *MDP* 589433101 09/11/03 11,414
1 Elect Directors For For Mgmt
2 Amend Director & Officer For For Mgmt
Indemnification/Liability
Provisions
05/12/04 - A NEWELL RUBBERMAID INC. 651229106 03/15/04 69,571
*NWL*
1 Elect Directors For For Mgmt
1.1 Elect Director Scott S. Cowen
--- For
1.2 Elect Director Cynthia A.
Montgomery --- For
1.3 Elect Director Allan P. Newell
--- For
1.4 Elect Director Gordon R.
Sullivan --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
123
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
09/22/03 - A NIKE, INC. *NKE* 654106103 07/25/03 58,171
1 Elect Directors For Split Mgmt
1.1 Elect Director Thomas E.
Clarke as Class A Director ---
For
1.2 Elect Director Ralph D.
DeNunzio as Class A Director
--- For
1.3 Elect Director Richard K.
Donahue as Class A Director
--- Withhold
WITHHOLD votes from Richard K. Donahue for
standing as an affiliated outsider on the
Nominating Committee.
1.4 Elect Director Delbert J.
Hayes as Class A Director ---
For
1.5 Elect Director Douglas G.
Houser as Class A Director ---
For
1.6 Elect Director Jeanne P.
Jackson as Class A Director
--- For
1.7 Elect Director Philip H.
Knight as Class A Director ---
For
1.8 Elect Director Charles W.
Robinson as Class A Director
--- For
1.9 Elect Director John R.
Thompson, Jr. as Class A
Director --- For
1.10 Elect Director Jill K. Conway
as Class B Director --- For
124
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
1.11 Elect Director Alan B. Graf,
Jr. as Class B Director --- For
1.12 Elect Director John E. Jaqua
as Class B Director --- For
1.13 Elect Director A. Michael
Spence as Class B Director ---
For
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
06/22/04 - A NORDSTROM, INC. *JWN* 655664100 03/17/04 34,841
1 Elect Directors For For Mgmt
1.1 Elect Director D. Wayne
Gittinger --- For
1.2 Elect Director Enrique
Hernandez, Jr. --- For
1.3 Elect Director Jeanne P.
Jackson --- For
1.4 Elect Director Bruce A.
Nordstrom --- For
1.5 Elect Director John N.
Nordstrom --- For
1.6 Elect Director Alfred E.
125
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
Osborne, Jr., Ph.D. --- For
1.7 Elect Director William D.
Ruckelshaus --- For
1.8 Elect Director Alison A.
Winter --- For
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/14/04 - A OFFICE DEPOT, INC. *ODP* 676220106 03/10/04 79,329
1 Elect Directors For For Mgmt
1.1 Elect Director Lee A. Ault III
--- For
1.2 Elect Director Neil R.
Austrian --- For
1.3 Elect Director David W.
Bernauer --- For
126
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
1.4 Elect Director Abelardo E. Bru
--- For
1.5 Elect Director David I. Fuente
--- For
1.6 Elect Director Brenda J.
Gaines --- For
1.7 Elect Director Myra M. Hart
--- For
1.8 Elect Director W. Scott
Hedrick --- For
1.9 Elect Director James L.
Heskett --- For
1.10 Elect Director Patricia H.
McKay --- For
1.11 Elect Director Michael J.
Myers --- For
1.12 Elect Director Bruce Nelson
--- For
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/25/04 - A OMNICOM GROUP INC. *OMC* 681919106 04/09/04 47,375
1 Elect Directors For For Mgmt
1.1 Elect Director John D. Wren
--- For
127
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
1.2 Elect Director Bruce Crawford
--- For
1.3 Elect Director Robert Charles
Clark --- For
1.4 Elect Director Leonard S.
Coleman, Jr. --- For
1.5 Elect Director Errol M. Cook
--- For
1.6 Elect Director Susan S.
Denison --- For
1.7 Elect Director Michael A.
Henning --- For
1.8 Elect Director John R. Murphy
--- For
1.9 Elect Director John R. Purcell
--- For
1.10 Elect Director Linda Johnson
Rice --- For
1.11 Elect Director Gary L. Roubos
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Approve Non-Employee Director For For Mgmt
Stock Option Plan
Considering the level of cash compensation
directors currently receive, the relatively
conservative number of shares to be granted
annually to each nonemployee director in
relation to the market price of the stock, and
the total number of shares to be authorized
under the terms of this plan, the plan is
reasonable and can be supported.
128
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
05/13/04 - A PULTE HOMES INC. *PHM* 745867101 03/16/04 31,384
1 Elect Directors For For Mgmt
1.1 Elect Director Richard J.
Dugas, Jr. --- For
1.2 Elect Director David N.
McCammon --- For
1.3 Elect Director William J.
Pulte --- For
1.4 Elect Director Francis J. Sehn
--- For
1.5 Elect Director Michael E.
Rossi --- For
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Ratify Auditor Against For ShrHoldr
The company's shareholders should be given
the right to a non-binding ratification of
the independent auditor selected by the
company's audit committee.
05/20/04 - A RADIOSHACK CORP. *RSH* 750438103 03/23/04 40,889
1 Elect Directors For For Mgmt
1.1 Elect Director Frank J.
Belatti --- For
1.2 Elect Director Ronald E.
129
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
Elmquist --- For
1.3 Elect Director Robert S.
Falcone --- For
1.4 Elect Director Daniel R.
Feehan --- For
1.5 Elect Director Richard J.
Hernandez --- For
1.6 Elect Director Lawrence V.
Jackson --- For
1.7 Elect Director Robert J.
Kamerschen --- For
1.8 Elect Director H. Eugene
Lockhart --- For
1.9 Elect Director Jack L. Messman
--- For
1.10 Elect Director William G.
Morton, Jr. --- For
1.11 Elect Director Thomas G.
Plaskett --- For
1.12 Elect Director Leonard H.
Roberts --- For
1.13 Elect Director Edwina D.
Woodbury --- For
2 Approve Deferred Compensation For Against Mgmt
Plan
The initiative cannot be supported due to
the total dilution under all plans.
3 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
130
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
05/04/04 - A REEBOK INTERNATIONAL LTD. 758110100 03/05/04 14,652
*RBK*
1 Elect Directors For For Mgmt
1.1 Elect Director Norman Axelrod
--- For
1.2 Elect Director Paul R. Duncan
--- For
1.3 Elect Director Richard G.
Lesser --- For
1.4 Elect Director Deval L.
Patrick --- For
2 Amend Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to
the total level of potential dilution under
all plans.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/13/04 - A SEARS, ROEBUCK & CO. *S* 812387108 03/15/04 64,330
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Declassify the Board of Against For ShrHoldr
Directors
Classified boards serve to entrench management
and discourage bidders by preventing
replacement of the board in one year. In
addition, shareholders are prevented from
131
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
removing board members who are not acting in
the best interest of shareholders until their
term is completed.
4 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder
Vote
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management, shareholders
should be allowed to make their own
evaluation of such plans.
5 Establish Other Board Committee Against Against ShrHoldr
10/21/03 - S SHORT-TERM INVESTMENTS CO. 825251101 07/25/03 672,484
1 Elect Directors For For Mgmt
2 Approve Conversion to Series For For Mgmt
of Delaware Statutory Trust
Reorganizing the fund from a Maryland
corporation to a Delaware statutory trust may
provide benefits to the fund and its
shareholders. Most of the funds of AIM Funds
are now or are likely to become Delaware
statutory trusts. To the extent that the
boards and management of funds of AIM Funds,
including the board and management of the
fund, have to deal with the law of a single
state, rather than the laws of many states,
efficiencies may be achieved, both in
132
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
terms of reduced costs in determining the
requirements of law in unique circumstances
and the certainty of operating routinely in a
familiar regulatory environment.
04/22/04 - A SNAP-ON INCORPORATED *SNA* 833034101 02/23/04 14,498
1 Elect Directors For For Mgmt
1.1 Elect Director John F. Fiedler
--- For
1.2 Elect Director W. Dudley
Lehman --- For
1.3 Elect Director Frank S. Ptak
--- For
1.4 Elect Director Edward H. Rensi
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
06/17/04 - A STAPLES, INC. *SPLS* 855030102 04/19/04 130,600
1 Elect Directors For For Mgmt
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans is within the allowable cap of
15%, and the reasonable terms of the plan.
133
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
3 Amend Employee Stock Purchase For For Mgmt
Plan
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there
are limitations on participation.
4 Amend Employee Stock Purchase For For Mgmt
Plan
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there
are limitations on participation.
5 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
6 Submit Shareholder Rights Plan Against Against ShrHoldr
(Poison Pill) to Shareholder
Vote
Given that the plan has already
expired, and that the board has determined
not to renew the plan, this proposal has
become moot.
7 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder
Vote
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management, shareholders
should be allowed to make their own
134
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
evaluation of such plans.
8 Limit Executive Compensation Against Against ShrHoldr
9 Prohibit Auditor from Against Against ShrHoldr
Providing Non-Audit Services
03/30/04 - A STARBUCKS CORP. *SBUX* 855244109 01/26/04 96,579
1 Elect Directors For For Mgmt
1.1 Elect Director William W.
(Bill) Bradley --- For
1.2 Elect Director Gregory B.
Maffei --- For
1.3 Elect Director Orin C. Smith
--- For
1.4 Elect Director Olden Lee ---
For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/07/04 - A STARWOOD HOTELS & RESORTS 85590A203 03/19/04 51,248
WORLDWIDE, INC. *HOT*
1 Elect Directors For Split Mgmt
1.1 Elect Director Eric Hippeau
--- Withhold
Eric Hippeau is a former director of Global
Crossing. SSGA has chosen to WITHHOLD votes
from this director.
1.2 Elect Director Daniel Yih ---
For
135
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
1.3 Elect Director Kneeland
Youngblood --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Approve Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to
the trend of recent option grants, the size
of the requested authorization and the
total level of potential dilution under all
plans.
4 Declassify the Board of For For Mgmt
Directors
05/19/04 - A TARGET CORPORATION *TGT* 87612E106 03/22/04 230,897
1 Elect Directors For For Mgmt
1.1 Elect Director Calvin Darden
--- For
1.2 Elect Director Michele J.
Hooper --- For
1.3 Elect Director Anne M. Mulcahy
--- For
1.4 Elect Director Stephen W.
Sanger --- For
1.5 Elect Director Warren R.
Staley --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Amend Omnibus Stock Plan For For Mgmt
136
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
04/27/04 - A THE BLACK & DECKER CORP. 091797100 02/17/04 19,404
*BDK*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Approve Restricted Stock Plan For Against Mgmt
The initiative cannot be supporte due to
the level of potential dilution under all
plans.
4 Limit Executive Compensation Against Against ShrHoldr
05/12/04 - A THE GAP, INC. *GPS* 364760108 03/15/04 226,949
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would
137
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
preserve the full deductibility of all
compensation paid under the plan and would
ultimately reduce the company's corporate tax
obligation.
4 Limit Executive Compensation Against Against ShrHoldr
06/30/04 - A THE GOODYEAR TIRE & RUBBER 382550101 05/10/04 44,466
CO. *GT*
1 Elect Directors For For Mgmt
1.1 Elect Director Robert J.
Keegan --- For
1.2 Elect Director Rodney O'Neal
--- For
1.3 Elect Director Shirley D.
Peterson --- For
1.4 Elect Director John G. Breen
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Submit Shareholder Rights Plan Against Against ShrHoldr
(Poison Pill) to Shareholder
Vote
Because poison pills greatly alter the balance
of power between shareholders and management,
shareholders should be allowed to make their
own evaluation of such plans. Ideally, a pill
should include a two- to three-year sunset
provision, a reasonable flip-in (20 percent or
higher), and a chewable feature allowing
shareholders to redeem the pill in the event
of a
138
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
takeover offer. Goodyear, in this case, has
published in its guidelines that it will
terminate the existing rights plan (effective
June 1, 2004) and will put future plans up for
shareholder approval or ratification within
one year. This balances the board's ability to
exercise its fiduciary duty while still
permitting a shareholder vote within a
reasonable timeframe.
05/18/04 - A THE INTERPUBLIC GROUP OF 460690100 03/26/04 103,334
COMPANIES, INC. *IPG*
1 Elect Directors For For Mgmt
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Approve Non-Employee Director For For Mgmt
Omnibus Stock Plan
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
5 MacBride Principles Against Against ShrHoldr
139
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
05/21/04 - A THE MAY DEPARTMENT STORES 577778103 04/02/04 71,939
CO. *MAY*
1 Elect Directors For For Mgmt
1.1 Elect Director Eugene S. Kahn
--- For
1.2 Elect Director Helene L.
Kaplan --- For
1.3 Elect Director James M. Kilts
--- For
1.4 Elect Director Russell E.
Palmer --- For
1.5 Elect Director William P.
Stiritz --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Amend Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
4 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
5 Declassify the Board of Against For ShrHoldr
Directors
Classified boards serve to entrench management
and discourage bidders
140
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
by preventing replacement of the board in one
year. In addition, shareholders are prevented
from removing board members who are not acting
in the best interest of shareholders until
their term is completed.
04/28/04 - A THE MCGRAW-HILL COMPANIES, 580645109 03/09/04 48,532
INC. *MHP*
1 Elect Directors For For Mgmt
1.1 Elect Director Pedro Aspe ---
For
1.2 Elect Director Robert P.
McGraw --- For
1.3 Elect Director Hilda
Ochoa-Brillembourg --- For
1.4 Elect Director Edward B. Rust,
Jr. --- For
2 Amend Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to
the total level of potential dilution under
all plans.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
4 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder
Vote
Because shareholder rights plans greatly
alter the balance of power
141
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
between shareholders and management,
shareholders should be allowed to make their
own evaluation of such plans.
04/13/04 - A THE NEW YORK TIMES CO. 650111107 02/17/04 37,120
*NYT*
1 Elect Directors For For Mgmt
1.1 Elect Director Raul E. Cesan
--- For
1.2 Elect Director William E.
Kennard --- For
1.3 Elect Director Thomas
Middelhoff --- For
1.4 Elect Director Henry B.
Schacht --- For
1.5 Elect Director Donald M.
Stewart --- For
2 Approve A Non-Employee For For Mgmt
Director Stock Incentive Plan
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
04/28/04 - A THE SHERWIN-WILLIAMS CO. 824348106 02/23/04 36,370
*SHW*
1 Elect Directors For For Mgmt
1.1 Elect Director James C. Boland
--- For
1.2 Elect Director John G. Breen
--- For
1.3 Elect Director Duane E.
Collins --- For
142
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
1.4 Elect Director Christopher M.
Connor --- For
1.5 Elect Director Daniel E. Evans
--- For
1.6 Elect Director Susan J. Kropf
--- For
1.7 Elect Director Robert W.
Mahoney --- For
1.8 Elect Director Gary E.
McCullough --- For
1.9 Elect Director A. Malachi
Mixon, III --- For
1.10 Elect Director Curtis E. Moll
--- For
1.11 Elect Director Joseph M.
Scaminace --- For
1.12 Elect Director Richard K.
Smucker --- For
2 Amend Bylaws For Against Mgmt
Amendments include antitakeover provisions.
3 Amend Bylaws For For Mgmt
4 Amend Nomination Procedures For For Mgmt
for the Board
5 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
04/23/04 - A THE STANLEY WORKS *SWK* 854616109 02/27/04 20,161
1 Elect Directors For For Mgmt
1.1 Elect Director John G. Breen
--- For
1.2 Elect Director Virgis W.
143
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
Colbert --- For
1.3 Elect Director John F.
Lundgren --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Declassify the Board of Against For ShrHoldr
Directors
Classified boards serve to entrench management
and discourage bidders by preventing
replacement of the board in one year. In
addition, shareholders are prevented from
removing board members who are not acting in
the best interest of shareholders until their
term is completed.
06/01/04 - A THE TJX COMPANIES, INC. 872540109 04/12/04 130,248
*TJX*
1 Elect Directors For For Mgmt
1.1 Elect Director Gary L.
Crittenden --- For
1.2 Elect Director Edmond J.
English --- For
1.3 Elect Director Richard G.
Lesser --- For
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
144
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
3 Implement ILO Based Code of Against Against ShrHoldr
Conduct
4 Report on Vendor Standards Against Against ShrHoldr
5 Declassify the Board of Against For ShrHoldr
Directors
Classified boards serve to entrench management
and discourage bidders by preventing
replacement of the board in one year. In
addition, shareholders are prevented from
removing board members who are not acting in
the best interest of shareholders until their
term is completed.
03/03/04 - A THE WALT DISNEY COMPANY 254687106 01/16/04 505,009
*DIS*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 China Principles Against Against ShrHoldr
4 Report on Supplier Labor Against For ShrHoldr
Standards in China
Since the information requested by the
proponents is already gathered by Walt Disney,
the report should not be difficult to assemble
or prohibitively expensive. Further, several
companies that operate in similar markets have
adopted policies that include disclosure on
145
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
vendor compliance with company standards,
local laws, and/or international guidelines.
Finally, a report addressing the issue of
supplier compliance with company policies,
local laws, and international guidelines on
labor rights issues may serve to improve Walt
Disney's public image and limit the exposure
to reputational risk associated with its
operations in China.
5 Report on Amusement Park Safety Against Against ShrHoldr
05/20/04 - A TIFFANY & CO. *TIF* 886547108 03/25/04 36,499
1 Elect Directors For Split Mgmt
1.1 Elect Director Michael J.
Kowalski --- For
1.2 Elect Director Rose Marie
Bravo --- For
1.3 Elect Director William R.
Chaney --- For
1.4 Elect Director Samuel L. Hayes
III --- For
1.5 Elect Director Abby F.
Kohnstamm --- Withhold
Abby F. Kohnstamm is an affiliated outsider
on the nominating committee.
1.6 Elect Director Charles K.
Marquis --- For
1.7 Elect Director J. Thomas
Presby --- For
1.8 Elect Director James E. Quinn
--- For
146
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
1.9 Elect Director William A.
Shutzer --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/21/04 - A TIME WARNER INC *TWX* 887317105 03/23/04 1,127,252
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Adopt China Principles Against Against ShrHoldr
4 Report on Pay Disparity Against Against ShrHoldr
06/02/04 - A TOYS 'R' US, INC. *TOY* 892335100 04/09/04 53,298
1 Elect Directors For For Mgmt
2 Require a Majority Vote for Against Against ShrHoldr
the Election of Directors
05/12/04 - A TRIBUNE CO. *TRB* 896047107 03/17/04 83,566
1 Elect Directors For Split Mgmt
1.1 Elect Director Jeffrey
Chandler --- For
1.2 Elect Director William A.
Osborn --- Withhold
William A. Osborn is an affiliated
147
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
outsider on the audit committee.
1.3 Elect Director Kathryn C.
Turner --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Amend Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to
the total level of potential dilution under
all plans.
05/12/04 - A TUPPERWARE CORP. *TUP* 899896104 03/15/04 14,862
1 Elect Directors For For Mgmt
1.1 Elect Director Rita Bornstein
--- For
1.2 Elect Director E.V. Goings ---
For
1.3 Elect Director Robert J.
Murray --- For
1.4 Elect Director Joyce M. Roche
--- For
1.5 Elect Director M. Anne Szostak
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
148
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
05/12/04 - A UNIVISION COMMUNICATIONS 914906102 03/15/04 81,683
INC. *UVN*
1 Elect Directors For For Mgmt
1.1 Elect Director A. Jerrold
Perenchio --- For
1.2 Elect Director Fernando
Aguirre --- For
1.3 Elect Director Harold Gaba ---
For
1.4 Elect Director Alan F. Horn
--- For
1.5 Elect Director John G.
Perenchio --- For
1.6 Elect Director Ray Rodriguez
--- For
1.7 Elect Director McHenry T.
Tichenor, Jr. --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
04/27/04 - A VF CORP. *VFC* 918204108 03/09/04 27,362
1 Elect Directors For For Mgmt
2 Amend Omnibus Stock Plan For For Mgmt
149
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
4 Declassify the Board of Against For ShrHoldr
Directors
Classified boards serve to entrench management
and discourage bidders by preventing
replacement of the board in one year. In
addition, shareholders are prevented from
removing board members who are not acting in
the best interest of shareholders until their
term is completed.
5 Adopt ILO Based Code of Conduct Against Against ShrHoldr
05/12/04 - A VISTEON CORPORATION *VC* 92839U107 03/15/04 33,138
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due
150
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
to the size of the requested authorization,
the resulting level of potential dilution
under all plans, and the reasonable terms of
the plan.
4 Approve Non-Employee Director For For Mgmt
Omnibus Stock Plan
5 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder
Vote
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management, shareholders
should be allowed to make their own
evaluation of such plans.
6 Amend and Report on an Against Against ShrHoldr
International Code of Conduct
7 Permit Voting Leverage for Against Against ShrHoldr
Shareowners
04/22/04 - A WENDY's INTERNATIONAL, 950590109 03/01/04 28,450
INC. *WEN*
1 Elect Directors For For Mgmt
1.1 Elect Director Janet Hill ---
For
1.2 Elect Director Paul D. House
--- For
1.3 Elect Director John R.
Thompson --- For
1.4 Elect Director J. Randolph
Lewis --- For
2 Ratify Auditors For For Mgmt
151
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
Routine proposal seeking ratification of
the company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
04/20/04 - A WHIRLPOOL CORP. *WHR* 963320106 02/27/04 17,323
1 Elect Directors For For Mgmt
1.1 Elect Director Allan D.
Gilmour --- For
1.2 Elect Director Michael F.
Johnston --- For
1.3 Elect Director Janice D.
Stoney --- For
1.4 Elect Director David R.
Whitwam --- For
2 Amend Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
05/20/04 - A YUM BRANDS, INC. *YUM* 988498101 03/22/04 74,563
1 Elect Directors For For Mgmt
152
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER DISCRETIONARY SELECT SECTOR SPDR FUND - J915
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
2 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
4 Adopt Smoke-Free Restaurant Against Against ShrHoldr
Policy
5 Prepare a Sustainability Report Against Against ShrHoldr
6 Adopt MacBride Principles Against Against ShrHoldr
7 Report on Genetically Modified Against Against ShrHoldr
Organisms (GMO)
8 Report on Animal Welfare Against Against ShrHoldr
Standards
153
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
01/22/04 - A ALBERTO-CULVER CO. *ACV* 013068101 12/01/03 26,045
1 Elect Directors For For Mgmt
1.1 Elect Director A. G. Atwater,
Jr. --- For
1.2 Elect Director Sam J. Susser ---
For
1.3 Elect Director William W. Wirtz
--- For
1.4 Elect Director John A. Miller
--- For
1.5 Elect Director James G.
Brocksmith, Jr. --- For
2 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
3 Amend Articles For For Mgmt
4 Increase Authorized Common Stock For For Mgmt
The size of the increase (100%) requested
falls within guidelines.
06/10/04 - A ALBERTSON's INC. *ABS* 013104104 04/14/04 196,868
1 Elect Directors For Split Mgmt
1.1 Elect Director Pamela G. Bailey
--- For
1.2 Elect Director Teresa Beck ---
Withhold
WITHHOLD votes from Teresa Beck
154
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -------------------------------------------------------------------------------------------------------------------
for standing as an affiliated outsider on the
Audit and Nominating committees.
1.3 Elect Director Beth M. Pritchard
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans is within the allowable cap of 15%,
and the reasonable terms of the plan.
4 Require a Majority Vote for the Against Against ShrHoldr
Election of Directors
5 Amend Vote Requirements to Amend Against For ShrHoldr
Articles/Bylaws/Charter
SSGA supports proposals that seek to lower
supermajority vote requirements.
6 Submit Severance Agreement Against Against ShrHoldr
(Change-in-Control) to
Shareholder Vote
7 Declassify the Board of Directors Against For ShrHoldr
Classified boards serve to entrench
management and discourage bidders by
preventing replacement of the board in one
year. In addition,
155
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
shareholders are prevented from removing board
members who are not acting in the best
interest of shareholders until their term is
completed.
04/29/04 - A ALTRIA GROUP, INC. *MO* 02209S103 03/08/04 356,799
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Report on Product Warnings for Against Against ShrHoldr
Pregnant Women
4 Report on Health Risks Against Against ShrHoldr
Associated with Cigarette Filters
5 Political Against Against ShrHoldr
Contributions/Activities
6 Cease Use of Light and Ultra Against Against ShrHoldr
Light in Cigarette Marketing
7 Place Canadian Style Warnings on Against Against ShrHoldr
Cigarette Packaging
8 Separate Chairman and CEO Against Against ShrHoldr
Positions
04/28/04 - A ANHEUSER-BUSCH COMPANIES, 035229103 03/01/04 280,076
INC. *BUD*
1 Elect Directors For For Mgmt
1.1 Elect Director August A. Busch
III --- For
1.2 Elect Director Carlos
156
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
Fernandez G. --- For
1.3 Elect Director James R. Jones
--- For
1.4 Elect Director Andrew C. Taylor
--- For
1.5 Elect Director Douglas A. Warner
III --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
11/06/03 - A ARCHER-DANIELS-MIDLAND 039483102 09/12/03 214,164
COMPANY *ADM*
1 Elect Directors For For Mgmt
05/06/04 - A AVON PRODUCTS, INC. *AVP* 054303102 03/15/04 88,795
1 Elect Directors For Split Mgmt
1.1 Elect Director Edward T. Fogarty
--- For
1.2 Elect Director Susan J. Kropf
--- For
1.3 Elect Director Maria Elena
Lagomasino --- Withhold
WITHHOLD votes from Maria Elena Lagomasino
for standing as an affiliated outsider on the
Compensation and Nominating committees.
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Increase Authorized Common Stock For For Mgmt
157
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
The size of the increase (88%) requested
falls within guidelines.
4 Declassify the Board of Directors Against For ShrHoldr
Classified boards serve to entrench
management and discourage bidders by
preventing replacement of the board in one
year. In addition, shareholders are prevented
from removing board members who are not
acting in the best interest of shareholders
until their term is completed.
5 Report on Feasibility of Against Against ShrHoldr
Removing Parabens from Company
Products
6 Report on Feasibility of Against Against ShrHoldr
Removing Dibutyl Phthalate from
Company Products
07/24/03 - A BROWN-FORMAN CORP. *BF.B* 115637209 06/16/03 16,261
1 Elect Directors For For Mgmt
01/08/04 - WC BROWN-FORMAN CORP. *BF.B* 115637209 11/28/03 22,749
1 Increase Authorized Common Stock For For Mgmt
The size of the increases (90% and 67%)
requested falls within guidelines.
158
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
11/21/03 - A CAMPBELL SOUP CO. *CPB* 134429109 09/23/03 131,048
1 Elect Directors For For Mgmt
1.1 Elect Director Edmund M.
Carpenter --- For
1.2 Elect Director Douglas R.
Conant --- For
1.3 Elect Director Paul R.
Charron --- For
1.4 Elect Director Bennett
Dorrance --- For
1.5 Elect Director Kent B.
Foster --- For
1.6 Elect Director Harvey
Golub --- For
1.7 Elect Director Randall W.
Larrimore --- For
1.8 Elect Director Philip E.
Lippincott --- For
1.9 Elect Director Mary Alice D.
Malone --- For
1.10 Elect Director David C.
Patterson --- For
1.11 Elect Director Charles R.
Perrin --- For
1.12 Elect Director George M.
Sherman --- For
1.13 Elect Director Donald M.
Stewart --- For
1.14 Elect Director George
Strawbridge, Jr. --- For
1.15 Elect Director Les C.
Vinney --- For
1.16 Elect Director Charlotte C.
Weber --- For
2 Ratify Auditors For For Mgmt
159
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
Routine proposal seeking ratification of the
company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
04/30/04 - A COCA-COLA ENTERPRISES INC. 191219104 03/04/04 185,937
*CCE*
1 Elect Directors For Split Mgmt
1.1 Elect Director John R. Alm ---
For
1.2 Elect Director J. Trevor Eyton
--- For
1.3 Elect Director Gary P. Fayard
--- For
1.4 Elect Director L. Phillip Humann
--- Withhold
L. Phillip Humann is an affiliated outsider on
the compensation commitee.
1.5 Elect Director Paula G. Rosput
--- For
2 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
3 Approve Omnibus Stock Plan For Against Mgmt
160
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
The initiative cannot be supported due to the
total level of potential dilution under all
plans.
4 Amend Deferred Compensation Plan For For Mgmt
5 Approve Employee Stock Purchase For For Mgmt
Plan
The number of shares being added is
relatively conservative, the offering period
is reasonable, and there are limitations on
participation.
6 Approve Employee Stock Purchase For For Mgmt
Plan
The number of shares being added is
relatively conservative, the offering period
is reasonable, and there are limitations on
participation.
7 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
8 Submit Severance Agreement Against Against ShrHoldr
(Change-in-Control) to
Shareholder Vote
9 Report on Recycling Policy Against Against ShrHoldr
05/07/04 - A COLGATE-PALMOLIVE CO. *CL* 194162103 03/09/04 188,175
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Executive Incentive For For Mgmt
Bonus Plan
161
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
4 Submit Severance Agreement Against Against ShrHoldr
(Change-in-Control) to
Shareholder Vote
5 Adopt ILO Based Code of Conduct Against Against ShrHoldr
6 Separate Chairman and CEO Against Against ShrHoldr
Positions
09/25/03 - A CONAGRA FOODS INC. *CAG* 205887102 07/31/03 162,204
1 Elect Directors For For Mgmt
1.1 Elect Director David H.
Batchelder --- For
1.2 Elect Director Robert A. Krane
--- For
1.3 Elect Director Mark H.
Rauenhorst --- For
1.4 Elect Director Bruce Rohde ---
For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
SHAREHOLDER PROPOSALS
4 Genetically Modified Organisms Against Against ShrHoldr
(GMO)
5 Modify Current and Future Stock Against Against ShrHoldr
Option Plans
6 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder Vote
162
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management, shareholders
should be allowed to make their own
evaluation of such plans.
10/03/03 - S COORS (ADOLPH) COMPANY *RKY* 217016104 08/25/03 21,591
1 Change State of Incorporation For For Mgmt
from Colorado to Delaware
2 Adjourn Meeting For Against Mgmt
In this case, shareholders already have enough
information to make their vote decisions. Once
their votes have been cast, there is no
justification for spending more money to
continue pressing shareholders for more votes.
01/29/04 - A COSTCO WHOLESALE CORPORATION 22160K105 12/05/03 135,319
*COST*
1 Elect Directors For For Mgmt
1.1 Elect Director Benjamin S.
Carson, Sr., M.D. as Class II
Director --- For
1.2 Elect Director Hamilton E. James
as Class II Director --- For
1.3 Elect Director Jill S.
Ruckelshaus as Class II Director
--- For
1.4 Elect Director William H. Gates,
163
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
II as Class II Director --- For
1.5 Elect Director Daniel J. Evans
as Class I Director --- For
SHAREHOLDER PROPOSALS
2 Declassify the Board of Directors Against For ShrHoldr
Classified boards serve to entrench
management and discourage bidders by
preventing replacement of the board in one
year. In addition, shareholders are prevented
from removing board members who are not
acting in the best interest of shareholders
until their term is completed.
3 Develop Land Procurement Policy Against Against ShrHoldr
MANAGEMENT PROPOSAL
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
05/12/04 - A CVS CORPORATION *CVS* 126650100 03/15/04 154,902
1 Elect Directors For For Mgmt
2 Amend Omnibus Stock Plan For For Mgmt
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
4 Limit Executive Compensation Against Against ShrHoldr
164
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
09/22/03 - A GENERAL MILLS, INC. *GIS* 370334104 07/24/03 105,830
1 Elect Directors For For Mgmt
1.1 Elect Director Stephen R.
Demeritt --- For
1.2 Elect Director Livio D. DeSimone
--- For
1.3 Elect Director William T. Esrey
--- For
1.4 Elect Director Raymond V.
Gilmartin --- For
1.5 Elect Director Judith Richards
Hope --- For
1.6 Elect Director Robert L. Johnson
--- For
1.7 Elect Director John M. Keenan
--- For
1.8 Elect Director Heidi G. Miller
--- For
1.9 Elect Director Hilda
Ochoa-Brillembourg --- For
1.10 Elect Director Stephen W. Sanger
--- For
1.11 Elect Director A. Michael Spence
--- For
1.12 Elect Director Dorothy A.
Terrell --- For
1.13 Elect Director Raymond G. Viault
--- For
1.14 Elect Director Paul S. Walsh ---
For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
165
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
09/12/03 - A H. J. HEINZ CO. *HNZ* 423074103 07/18/03 106,221
1 Elect Directors For For Mgmt
1.1 Elect Director William R.
Johnson --- For
1.2 Elect Director Charles E. Bunch
--- For
1.3 Elect Director Mary C. Choksi
--- For
1.4 Elect Director Leonard S.
Coleman, Jr. --- For
1.5 Elect Director Peter H. Coors
--- For
1.6 Elect Director Edith E. Holiday
--- For
1.7 Elect Director Candace Kendle
--- For
1.8 Elect Director Dean R. O'Hare
--- For
1.9 Elect Director Lynn C. Swann ---
For
1.10 Elect Director Thomas J. Usher
--- For
1.11 Elect Director James M.
Zimmerman --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
166
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
04/28/04 - A HERSHEY FOODS CORP. *HSY* 427866108 03/01/04 52,458
1 Elect Directors For For Mgmt
1.1 Elect Director J.A. Boscia ---
For
1.2 Elect Director R.H. Campbell ---
For
1.3 Elect Director R.F. Cavanaugh
--- For
1.4 Elect Director G.P. Coughlan ---
For
1.5 Elect Director H. Edelman --- For
1.6 Elect Director B.G. Hill --- For
1.7 Elect Director R.H. Lenny --- For
1.8 Elect Director M.J. Mcdonald ---
For
1.9 Elect Director M.J. Toulantis
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
04/23/04 - A KELLOGG CO. *K* 487836108 03/04/04 153,985
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Report on Genetically Modified Against Against ShrHoldr
Organisms (GMO)
167
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
04/29/04 - A KIMBERLY-CLARK CORP. *KMB* 494368103 03/01/04 178,225
1 Elect Directors For For Mgmt
1.1 Elect Director Pastora San Juan
Cafferty --- For
1.2 Elect Director Claudio X.
Gonzalez --- For
1.3 Elect Director Linda Johnson
Rice --- For
1.4 Elect Director Marc J. Shapiro
--- For
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
4 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder Vote
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management, shareholders
should be allowed to make their own
evaluation of such plans.
05/05/04 - A PEPSICO, INC. *PEP* 713448108 03/12/04 363,098
1 Elect Directors For For Mgmt
168
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
4 Report on Political Against Against ShrHoldr
Contributions/Activities
5 Report on Operational Impact of Against Against ShrHoldr
HIV/AIDS, TB, and Malaria
Pandemic
05/20/04 - A SAFEWAY INC. *SWY* 786514208 03/25/04 190,600
1 Elect Directors For Split Mgmt
1.1 Elect Director Steven A. Burd
--- For
1.2 Elect Director Robert I.
MacDonnell --- Withhold
Robert I. MacDonnell is an affiliated
outsider by SSGA standards, on the
Compensation committee.
1.3 Elect Director William Y.
Tauscher --- Withhold
William Y. Tauscher is an affiliated outsider
by SSGA standards, on all key committees.
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
169
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
3 Declassify the Board of Directors For For Mgmt
4 Approve Repricing of Options For Against Mgmt
SSGA does not support proposals that seek to
approve the reprcing of options.
5 Amend Bylaws to Require Against Against ShrHoldr
Independent Director as Chairman
of the Board
6 Provide for Cumulative Voting Against Against ShrHoldr
Cumulative voting permits a director to be
elected who would represent and further a
special interest as opposed to acting for the
benefit of all shareholders.
7 Report on Genetically Modified Against Against ShrHoldr
Organisms (GMO)
8 Prepare Sustainability Report Against For ShrHoldr
While Safeway does have certain information on
social, environmental, and economic
initiatives available on the company website,
detailed disclosure on issues of environmental
performance, diversity, workplace health and
safety, and sustainable growth could be
improved and included as part of a more
comprehensive report. Additionally, we do not
believe that the incremental approach
advocated by the GRI would be overly
burdensome for the company to implement,
especially
170
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
since it appears that the company is already
tracking and reporting on some of the information
necessary to prepare the report. Therefore,
considering the current lack of detailed disclosure
and the potential benefits that could be derived
from increased reporting, this proposal warrants
support.
9 Report on Political Contributions Against Against ShrHoldr
10 Expense Stock Options Against Against ShrHoldr
10/30/03 - A SARA LEE CORP. *SLE* 803111103 09/02/03 234,766
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
SHAREHOLDER PROPOSALS
3 Report on Charitable Contributions Against Against ShrHoldr
4 Implement and Monitor Code of Against Against ShrHoldr
Corporate Conduct - ILO Standards
10/21/03 - S SHORT-TERM INVESTMENTS CO. 825251101 07/25/03 2,252,693
1 Elect Directors For For Mgmt
2 Approve Conversion to Series of For For Mgmt
Delaware Statutory Trust
Reorganizing the fund from a Maryland corporation
to a Delaware statutory trust may provide benefits
to
171
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
the fund and its shareholders. Most of the funds of
AIM Funds are now or are likely to become Delaware
statutory trusts. To the extent that the boards and
management of funds of AIM Funds, including the
board and management of the fund, have to deal with
the law of a single state, rather than the laws of
many states, efficiencies may be achieved, both in
terms of reduced costs in determining the
requirements of law in unique circumstances and the
certainty of operating routinely in a familiar
regulatory environment.
05/26/04 - A SUPERVALU INC. *SVU* 868536103 04/01/04 79,069
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Require Affirmative Vote of the Against Against ShrHoldr
Majority of the Shares to Elect
Directors
11/07/03 - A SYSCO CORPORATION *SYY* 871829107 09/09/03 190,489
1 Elect Directors For For Mgmt
2 Increase Authorized Common Stock For For Mgmt
Although the company has offered no specific
purpose for the additional shares, the size of the
increase (100%)
172
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
requested falls within guidelines.
3 Approve Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to the total
level of potential dilution under all plans.
SHAREHOLDER PROPOSAL
4 Report on the Impact of Against Against ShrHoldr
Genetically Engineered Products
11/19/03 - A THE CLOROX COMPANY *CLX* 189054109 09/22/03 70,174
1 Elect Directors For For Mgmt
1.1 Elect Director Daniel Boggan, Jr.
--- For
1.2 Elect Director Tully M. Friedman
--- For
1.3 Elect Director Christoph Henkel
--- For
1.4 Elect Director William R. Johnson
--- For
1.5 Elect Director Gerald E. Johnston
--- For
1.6 Elect Director Robert W.
Matschullat --- For
1.7 Elect Director Gary G. Michael
--- For
1.8 Elect Director Klaus Morwind ---
For
1.9 Elect Director Jan L. Murley ---
For
1.10 Elect Director Lary R. Scott ---
For
1.11 Elect Director Michael E. Shannon
--- For
173
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.12 Elect Director G. Craig Sullivan
--- For
2 Approve Deferred Compensation Plan For For Mgmt
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
04/21/04 - A THE COCA-COLA COMPANY *KO* 191216100 02/23/04 767,086
1 Elect Directors For For Mgmt
1.1 Elect Director Herbert A. Allen
--- For
1.2 Elect Director Ronald W. Allen
--- For
1.3 Elect Director Cathleen P. Black
--- For
1.4 Elect Director Warren E. Buffett
--- For
We cannot deny an affiliation exists. We feel,
however, the question rests in whether we believe
his substantial ownership stake mitigates or
negates his outside affiliation and that his
presence on the audit committee is critical to KO
or best serves KO? SSgA does not require but would
tend to prefer board members who have skins in the
game, aligning their interests with the interests
of shareholders. In his case, Mr. Buffet has more
than enough skins and his membership on the audit
committee is logical given that such a large
personal stake will more than ensure he acts in his
best interests, which are
174
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
aligned with overall shareholders best interests.
Mr. Buffet is the quintessential stake-holder and
his presence on the KO board offers one of the true
independent voices in corporate America. SSgA
policy currently recommends voting against Mr.
Buffet. Based on the analysis above we have
identified investment reasons for overriding
policy.
1.5 Elect Director Douglas N. Daft
--- For
1.6 Elect Director Barry Diller ---
For
1.7 Elect Director Donald R. Keough
--- For
1.8 Elect Director Susan Bennett King
--- For
1.9 Elect Director Maria Elena
Lagomasino --- For
1.10 Elect Director Donald F. Mchenry
--- For
1.11 Elect Director Robert L. Nardelli
--- For
1.12 Elect Director Sam Nunn --- For
1.13 Elect Director J. Pedro Reinhard
--- For
1.14 Elect Director James D. Robinson
III --- For
1.15 Elect Director Peter V. Ueberroth
--- For
1.16 Elect Director James B. Williams
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
175
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
3 Report on Operational Impact of For For ShrHoldr
HIV/AIDS Pandemic
4 Report on Stock Option Against Against ShrHoldr
Distribution by Race and Gender
5 Prohibit Awards to Executives Against Against ShrHoldr
6 Submit Executive Compensation to Against For ShrHoldr
Vote
SSGA supports perfromance-based compensation.
7 Submit Executive Compensation to Against Against ShrHoldr
Vote
8 Implement China Principles Against Against ShrHoldr
9 Separate Chairman and CEO Against Against ShrHoldr
Positions
05/20/04 - A THE GILLETTE CO. *G* 375766102 03/22/04 363,515
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Declassify the Board of Directors Against For ShrHoldr
Classified boards serve to entrench
176
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
management and discourage bidders by
preventing replacement of the board in one
year. In addition, shareholders are prevented
from removing board members who are not
acting in the best interest of shareholders
until their term is completed.
5 Prohibit Auditor from Providing Against Against ShrHoldr
Non-Audit Services
6 Expense Stock Options Against Against ShrHoldr
06/24/04 - A THE KROGER CO. *KR* 501044101 04/26/04 361,747
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Declassify the Board of Directors Against For ShrHoldr
Classified boards serve to entrench
management and discourage bidders by
preventing replacement of the board in one
year. In addition, shareholders are prevented
from removing board members who are not
acting in the best interest of shareholders
until their term is completed.
4 Separate Chairman and CEO Against Against ShrHoldr
Positions
5 Submit Severance Agreement Against Against ShrHoldr
(Change-in-Control) to
Shareholder Vote
177
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
05/26/04 - A THE PEPSI BOTTLING GROUP, 713409100 03/29/04 124,462
INC. *PBG*
1 Elect Directors For For Mgmt
1.1 Elect Director Linda G. Alvarado
--- For
1.2 Elect Director Barry H. Beracha
--- For
1.3 Elect Director John T. Cahill --- For
1.4 Elect Director Ira D. Hall --- For
1.5 Elect Director Thomas H. Kean ---
For
1.6 Elect Director Susan D. Kronick
--- For
1.7 Elect Director Blythe J. McGarvie
--- For
1.8 Elect Director Margaret D. Moore
--- For
1.9 Elect Director Rogelio Rebolledo
--- For
1.10 Elect Director Clay G. Small --- For
2 Approve Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to the total
level of potential dilution under all plans.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
178
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
10/14/03 - A THE PROCTER & GAMBLE COMPANY 742718109 08/01/03 336,336
*PG*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Non-Employee Director For For Mgmt
Omnibus Stock Plan
Considering the level of cash compensation
directors currently receive, the relatively
conservative number of shares to be granted
annually to each nonemployee director in relation
to the market price of the stock, and the total
number of shares to be authorized under the terms
of this plan, the plan is reasonable and can be
supported.
SHAREHOLDER PROPOSALS
4 Declassify the Board of Directors Against For ShrHoldr
Classified boards serve to entrench
management and discourage bidders by
preventing replacement of the board in one
year. In addition, shareholders are prevented
from removing board members who are not
acting in the best interest of shareholders
until their term is completed.
5 Label Genetically Engineered Foods Against Against ShrHoldr
179
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
05/04/04 - A UST INC. *UST* 902911106 03/05/04 73,212
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Submit Shareholder Rights Plan None For ShrHoldr
(Poison Pill) to Shareholder Vote
Because shareholder rights plans greatly alter the
balance of power between shareholders and
management, shareholders should be allowed to make
their own evaluation of such plans.
4 Reduce Nitrosamines in Oral Snuff Against Against ShrHoldr
06/04/04 - A WAL-MART STORES, INC. *WMT* 931142103 04/05/04 1,555,905
1 Elect Directors For For Mgmt
2 Approve Stock Option Plan For For Mgmt
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans is within the
allowable cap of 15%, and the reasonable terms of
the plan.
3 Approve Stock Option Plan For For Mgmt
4 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the Internal
Revenue Code, the number of shares being added is
relatively conservative, the offering
180
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
period is reasonable, and there are limitations on
participation.
5 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
6 Separate Chairman and CEO Against Against ShrHoldr
Positions
7 Prepare Sustainability Report Against For ShrHoldr
In this case, Wal-Mart has some discussion of
issues related to sustainability available on the
company website and through its other initiatives,
it does not specifically address a number of key,
environment, health and safety, and economic issues
in detail. Sustainability reporting is becoming the
norm at many large companies and that Wal-Mart has
continued to face concerns related to certain
employment and labor issues in its operations. As
such, more comprehensive reporting on
sustainability issues will benefit Wal-Mart, as
this will help the company to better assess the
financial risks that such issues pose to its
business and the company's future growth. Further,
considering the scope of this proposal and the fact
that some of this information is already available
on parts of the company's website, it does not
appear that consolidation of this data into a
sustainability report would prove overly burdensome
or costly to
181
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
shareholders.
8 Report on Stock Option Against Against ShrHoldr
Distribution by Race and Gender
9 Report on Genetically Modified Against Against ShrHoldr
Organisms (GMO)
10 Prepare Diversity Report Against For ShrHoldr
In this case, the proponents are asking the company
to disclose information about the company's equal
employment policies and programs, the minority
composition of the workforce, policies aimed at
increasing women and minority managers, and
policies regarding supporting minority owned
businesses and suppliers. Wal-Mart has been subject
of one or more EEOC lawsuits alleging employer
discrimination and possibly one of the largest
gender discrimination lawsuits in history. While
the company does disclose some general information
regarding its diversity initiatives on its website
and publishes a brochure containing such
information, the company does not disclose data
regarding the advancement of women and minorities
throughout the various levels of the company. As
employment diversity issues and subsequent
litigation can affect the company's bottom line and
reputation, increased disclosure of the type
requested by this proposal could be of value to
shareholders. As employment diversity issues can
182
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
impact corporate reputation, such information
should be made available to shareholders of the
company.
11 Submit Executive Compensation to Against Against ShrHoldr
Vote
01/14/04 - A WALGREEN CO. *WAG* 931422109 11/17/03 258,781
1 Elect Directors For For Mgmt
2 Approve Non-Employee Director For For Mgmt
Omnibus Stock Plan
10/08/03 - A WINN-DIXIE STORES, INC. 974280109 08/01/03 80,403
*WIN*
1 Elect Directors For For Mgmt
1.1 Elect Director Tillie K. Fowler
as Class II Director --- For
1.2 Elect Director Frank Lazaran as
Class II Director --- For
1.3 Elect Director Edward W. Mehrer,
Jr. as Class II Director --- For
1.4 Elect Director Ronald Townsend as
Class II Director --- For
1.5 Elect Director John E. Anderson
as Class III Director --- For
2 Approve Executive Incentive Bonus For For Mgmt
Plan
Compliance with 162(m) would preserve the full
deductibility of all
183
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
CONSUMER STAPLES SELECT SECTOR SPDR FUND - J914
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
compensation paid under the plan and would
ultimately reduce the company's corporate tax
obligation.
3 Amend Stock Option Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
03/09/04 - A WM. WRIGLEY JR. CO. *WWY* 982526105 01/15/04 71,164
1 Elect Directors For For Mgmt
1.1 Elect Director Thomas A. Knowlton
--- For
1.2 Elect Director Steven B. Sample
--- For
1.3 Elect Director Alex Shumate ---
For
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
184
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
04/23/04 - A ABBOTT LABORATORIES *ABT* 002824100 02/25/04 588,410
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Drug Pricing Against Against ShrHoldr
4 Report on Political Against Against ShrHoldr
Contributions/Activities
5 Prohibit Awards to Executives Against Against ShrHoldr
6 Report on Operational Imact of Against Against ShrHoldr
HIV/AIDS, TB, and Malaria
Pandemic
04/30/04 - A AETNA INC. *AET* 00817Y108 02/27/04 69,702
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Provide for Cumulative Voting Against Against ShrHoldr
Cumulative voting permits a director to be elected
who would represent and further a special interest
as opposed to acting for the benefit of all
shareholders.
4 Limit Executive Compensation Against Against ShrHoldr
185
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
04/28/04 - A ALLERGAN, INC. *AGN* 018490102 03/08/04 61,376
1 Elect Directors For Split Mgmt
1.1 Elect Director Handel E. Evans
--- For
We recommend a vote FOR the directors with the
exception of affiliated outsider Gavin S. Herbert,
from whom we recommend shareholders WITHHOLD votes
for standing as an affiliated outsider on the Audit
Committee.
1.2 Elect Director Michael R.
Gallagher --- For
1.3 Elect Director Gavin S. Herbert
--- Withhold
WITHHOLD votes for standing as an affiliated
outsider on the Audit Committee.
1.4 Elect Director Stephen J. Ryan
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Expense Stock Options Against Against ShrHoldr
4 Separate Chairman and CEO Against Against ShrHoldr
Positions
03/05/04 - A AMERISOURCEBERGEN CORP *ABC* 03073E105 01/12/04 39,913
1 Elect Directors For For Mgmt
186
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
05/13/04 - A AMGEN, INC. *AMGN* 031162100 03/19/04 598,164
1 Elect Directors For Split Mgmt
1.1 Elect Director Frank J. Biondi,
Jr. --- For
1.2 Elect Director Jerry D. Choate
--- Withhold
WITHHOLD votes from Jerry D. Choate for standing as
an affiliated outsider on the Audit and
Compensation committees.
1.3 Elect Director Frank C.
Herringer --- For
1.4 Elect Director Gilbert S. Omenn
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Prepare Glass Ceiling Report Against Against ShrHoldr
4 Expense Stock Options Against Against ShrHoldr
05/17/04 - A ANTHEM INC. *ATH* 03674B104 03/19/04 65,743
1 Elect Directors For For Mgmt
06/28/04 - S ANTHEM INC. *ATH* 03674B104 05/10/04 66,499
1 Issue Shares in Connection with For For Mgmt
an Acquisition
Based on the sensible strategic rationale, the
potential cost and revenue synergies to be derived
from the proposed combination, the
187
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
accretive nature of the deal, and the valuation
work and marketing process of company's financial
advisor, the merger agreement warrants shareholder
support.
2 Change Company Name For For Mgmt
This proposal seeks shareholder support of a
change in the company's name. In this case
there is little danger that sales would
suffer due to loss of name recognition and
associated goodwill. Since it is unlikely
that adoption of this proposal will have a
negative impact on the financial position of
the company, this proposal can be supported.
10/16/03 - A APPLERA CORP *ABI* 038020103 08/27/03 52,482
1 Elect Directors For For Mgmt
1.1 Elect Director Richard H. Ayers
--- For
1.2 Elect Director Jean-Luc
Belingard --- For
1.3 Elect Director Robert H. Hayes
--- For
1.4 Elect Director Arnold J. Levine
--- For
1.5 Elect Director William H.
Longfield --- For
1.6 Elect Director Theodore E.
Martin --- For
1.7 Elect Director Carolyn W.
Slayman --- For
1.8 Elect Director Orin R. Smith ---
For
188
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.9 Elect Director James R. Tobin
--- For
1.10 Elect Director Tony L. White ---
For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
04/27/04 - A BAUSCH & LOMB INC. *BOL* 071707103 03/01/04 25,831
1 Elect Directors For For Mgmt
1.1 Elect Director Alan M. Bennett
--- For
1.2 Elect Director Domenico De Sole
--- For
1.3 Elect Director Kenneth L. Wolfe
--- For
1.4 Elect Director Ronald L.
Zarrella --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
05/04/04 - A BAXTER INTERNATIONAL INC. 071813109 03/05/04 283,453
*BAX*
1 Elect Directors For For Mgmt
1.1 Elect Director John D. Forsyth
--- For
1.2 Elect Director Gail D. Fosler
--- For
1.3 Elect Director Carole J. Uhrich
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification
189
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
of the company's auditors.
3 Provide for Cumulative Voting Against Against ShrHoldr
Cumulative voting permits a director to be elected
who would represent and further a special interest
as opposed to acting for the benefit of all
shareholders.
02/11/04 - A BECTON, DICKINSON AND 075887109 12/15/03 83,524
COMPANY *BDX*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
SHAREHOLDER PROPOSAL
4 Provide for Cumulative Voting Against Against ShrHoldr
Cumulative voting permits a director to be elected
who would represent and further a special interest
as opposed to acting for the benefit of all
shareholders.
190
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
06/16/04 - A BIOGEN IDEC INC *BIIB* 09062X103 04/20/04 154,795
1 Elect Directors For For Mgmt
1.1 Elect Director Alan Belzer ---
For
1.2 Elect Director Mary L. Good --- For
1.3 Elect Director James C. Mullen
--- For
1.4 Elect Director Bruce R. Ross --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
11/12/03 - S BIOGEN, INC. 090597105 09/25/03 40,240
1 Approve Merger Agreement For For Mgmt
Based on the strategic rationale of the
transaction, the fairness opinion, the potential
strategic synergies, and the positive governance
implications, the merger agreement warrants
shareholder support.
2 Adjourn Meeting For Against Mgmt
In this case, shareholders already have enough
information to make their vote decisions. Once
their votes have been cast, there is no
justification for spending more money to continue
pressing shareholders for more votes.
191
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
09/27/03 - A BIOMET, INC. *BMET* 090613100 08/07/03 56,235
1 Elect Directors For For Mgmt
1.1 Elect Director Jerry L. Ferguson
--- For
1.2 Elect Director Daniel P. Hann
--- For
1.3 Elect Director Thomas F. Kearns,
Jr. --- For
1.4 Elect Director Dane A. Miller,
Ph.D. --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
10/06/03 - S BOSTON SCIENTIFIC CORP. 101137107 08/27/03 92,661
*BSX*
1 Increase Authorized Common Stock For For Mgmt
The size of the increase (100%) requested falls
within guidelines.
05/11/04 - A BOSTON SCIENTIFIC CORP. 101137107 03/19/04 383,464
*BSX*
1 Elect Directors For For Mgmt
1.1 Elect Director Ursula M. Burns
--- For
1.2 Elect Director Marye Anne Fox
--- For
1.3 Elect Director N.J.
Nicholas, Jr. --- For
1.4 Elect Director John E. Pepper
--- For
2 Ratify Auditors For For Mgmt
192
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
Routine proposal seeking ratification of the
company's auditors.
05/04/04 - A BRISTOL-MYERS SQUIBB CO. 110122108 03/08/04 891,171
*BMY*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Report on Political Against Against ShrHoldr
Contributions/Activities
4 Cease Political Against Against ShrHoldr
Contributions/Activities
5 Separate Chairman and CEO Against Against ShrHoldr
Positions
6 Report on Operational Impact of Against Against ShrHoldr
HIV/AIDS, TB, and Malaria
Pandemic
7 Require Affirmative Vote of a Against Against ShrHoldr
Majority of the Shares to Elect
Directors
04/21/04 - A C. R. BARD, INC. *BCR* 067383109 03/01/04 24,860
1 Elect Directors For For Mgmt
1.1 Elect Director Anthony Welters
--- For
1.2 Elect Director Tony L. White ---
For
1.3 Elect Director Theodore E.
Martin --- For
1.4 Elect Director Timothy M. Ring
--- For
2 Approve Omnibus Stock Plan For For Mgmt
193
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Amend Executive Incentive Bonus For For Mgmt
Plan
Compliance with 162(m) would preserve the full
deductibility of all compensation paid under the
plan and would ultimately reduce the company's
corporate tax obligation.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
11/05/03 - A CARDINAL HEALTH, INC. *CAH* 14149Y108 09/08/03 101,862
1 Elect Directors For For Mgmt
05/04/04 - A CAREMARK RX, INC. *CMX* 141705103 04/01/04 206,300
1 Elect Directors For For Mgmt
05/27/04 - A CHIRON CORP. *CHIR* 170040109 03/29/04 88,865
1 Elect Directors For For Mgmt
2 Amend Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to the total
level of potential dilution under all plans.
194
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
04/28/04 - A CIGNA CORP. *CI* 125509109 03/01/04 65,261
1 Elect Directors For For Mgmt
1.1 Elect Director Robert H.
Campbell --- For
1.2 Elect Director Jane E. Henney,
M.D. --- For 1.3 Elect Director Charles R.
Shoemate --- For
1.4 Elect Director Louis W.
Sullivan, M.D. --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
04/19/04 - A ELI LILLY AND CO. *LLY* 532457108 02/13/04 481,332
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the full
deductibility of all compensation paid under the
plan and would ultimately reduce the company's
corporate tax obligation.
4 Limit Executive Against Against ShrHoldr
195
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
Compensation
5 Report on Drug Pricing Against Against ShrHoldr
05/26/04 - A EXPRESS SCRIPTS, INC. *ESRX* 302182100 03/31/04 38,109
1 Elect Directors For Split Mgmt
1.1 Elect Director Gary G. Benanav
--- Withhold
Gary G. Benanav is an affiliated outsider on the
compensation committee.
1.2 Elect Director Frank J. Borelli
--- For
1.3 Elect Director Nicholas J.
LaHowchic --- For
1.4 Elect Director Thomas P. Mac
Mahon --- For
1.5 Elect Director John O. Parker, Jr.
--- For
1.6 Elect Director George Paz --- For
1.7 Elect Director Samuel K. Skinner
--- For
1.8 Elect Director Seymour Sternberg
--- Withhold
Seymour Sternberg is an affiliated outsider on the
nominating committee.
1.9 Elect Director Barrett A. Toan
--- For
1.10 Elect Director Howard L. Waltman
--- For
2 Increase Authorized Common Stock For For Mgmt
The size of the increase (52%) requested falls
within guidelines.
196
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
08/11/03 - A FOREST LABORATORIES, INC. 345838106 06/20/03 73,422
*FRX*
1 Elect Directors For Split Mgmt
1.1 Elect Director Howard Solomon
--- For
1.2 Elect Director William J.
Candee, III --- For
1.3 Elect Director George S. Cohan
--- For
1.4 Elect Director Dan L. Goldwasser
--- For
1.5 Elect Director Lester B.
Salans, M.D. --- For
1.6 Elect Director Kenneth E.
Goodman --- For
1.7 Elect Director Phillip M. Satow
--- Withhold
WITHHOLD votes from Phillip M. Satow for standing
as an affiliated outsider on the Audit Committee.
2 Increase Authorized Common Stock For Against Mgmt
The number of additional authorized common
shares sought in this proposal exceeds
guidelines (300%). The company has not
offered a specific purpose for the additional
shares.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification
197
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
of the company's auditors.
05/27/04 - A GENZYME CORP. *GENZ* 372917104 03/31/04 106,180
1 Elect Directors For For Mgmt
2 Amend Employee Stock Purchase For For Mgmt
Plan
The plan complies with Section 423 of the Internal
Revenue Code, the number of shares being added is
relatively conservative, the offering period is
reasonable, and there are limitations on
participation.
3 Approve Stock Option Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Amend Non-Employee Director For For Mgmt
Stock Option Plan
Considering the level of cash compensation
directors currently receive, the relatively
conservative number of shares to be granted
annually to each nonemployee director in relation
to the market price of the stock, and the total
number of shares to be authorized under the terms
of this plan, the plan is reasonable and can be
supported.
5 Increase Authorized Preferred For Against Mgmt
Stock
In this case, management has
198
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
specifically stated that the shares will be used in
connection with the poison pill.
6 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
7 Limit Awards to Executives Against Against ShrHoldr
05/18/04 - A GUIDANT CORP. *GDT* 401698105 03/11/04 144,477
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Expense Stock Options Against Against ShrHoldr
05/27/04 - A HCA, INC. *HCA* 404119109 04/01/04 231,899
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Amend Management Stock Purchase For For Mgmt
Plan
02/17/04 - A HEALTH MANAGEMENT 421933102 12/19/03 81,964
ASSOCIATES, INC. *HMA*
1 Elect Directors For For Mgmt
199
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
04/22/04 - A HUMANA INC. *HUM* 444859102 03/01/04 77,667
1 Elect Directors For For Mgmt
05/07/04 - A IMS HEALTH INC. *RX* 449934108 03/05/04 114,630
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Declassify the Board of Against For ShrHoldr
Directors
Classified boards serve to entrench
management and discourage bidders by
preventing replacement of the board in one
year. In addition, shareholders are prevented
from removing board members who are not
acting in the best interest of shareholders
until their term is completed.
4 Submit Severance Agreement Against Against ShrHoldr
(Change-in-Control) to
Shareholder Vote
04/22/04 - A JOHNSON & JOHNSON *JNJ* 478160104 02/24/04 1,317,975
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Cease Charitable Contributions Against Against ShrHoldr
200
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
11/04/03 - A KING PHARMACEUTICALS INC. 495582108 09/05/03 63,965
*KG*
1 Elect Directors For For Mgmt
1.1 Elect Director Earnest W.
Deavenport, Jr. as Class II
Director --- For
1.2 Elect Director Elizabeth M.
Greetham as Class II Director
--- For
1.3 Elect Director James R. Lattanzi
as Class III Director --- For
1.4 Elect Director Philip M. Pfeffer
as Class II Director --- For
1.5 Elect Director Ted G. Wood as
Class I Director --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
05/05/04 - A MANOR CARE, INC. *HCR* 564055101 03/12/04 45,037
1 Elect Directors For Split Mgmt
1.1 Elect Director Virgis W. Colbert
--- Withhold
WITHHOLD votes from Audit Committee member and
independent outsider Virgis W. Colbert for paying
excessive non-audit fees.
1.2 Elect Director William H.
Longfield --- For
1.3 Elect Director Paul A.
201
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
Ormond --- For
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Declassify the Board of Directors For For Mgmt
4 Ratify Auditors For Against Mgmt
Non-audit fees are two times greater than audit
fees.
5 Limit Executive Compensation Against Against ShrHoldr
07/30/03 - A MCKESSON CORP. *MCK* 58155Q103 06/03/03 57,405
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
SHAREHOLDER PROPOSAL
3 Submit Severance Agreement Against Against ShrHoldr
(Change-in-Control) to
Shareholder Vote
The compensation commitee consists of only
independent directors.
04/21/04 - A MEDCO HEALTH SOLUTIONS INC 58405U102 03/10/04 127,193
*MHS*
1 Elect Directors For For Mgmt
202
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.1 Elect Director David B. Snow,
Jr. --- For
1.2 Elect Director Howard W. Barker,
Jr. --- For
1.3 Elect Director Brian L. Strom,
Md, Mph --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
05/20/04 - A MEDIMMUNE, INC. *MEDI* 584699102 03/31/04 120,554
1 Elect Directors For Split Mgmt
1.1 Elect Director Wayne T.
Hockmeyer --- For
1.2 Elect Director David M. Mott ---
For
1.3 Elect Director David Baltimore
--- For
1.4 Elect Director M. James Barrett
--- For
1.5 Elect Director Melvin D. Booth
--- For
1.6 Elect Director James H.
Cavanaugh --- For
1.7 Elect Director Barbara Hackman
Franklin --- For
1.8 Elect Director Gordon S. Macklin
--- Withhold
Gordon S. Macklin is a former WorldCom Director and
SSGA has chosen to WITHHOLD votes from this
director.
1.9 Elect Director Elizabeth H. S.
Wyatt --- For
2 Approve Omnibus Stock For For Mgmt
203
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
Plan
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
08/28/03 - A MEDTRONIC, INC. *MDT* 585055106 07/03/03 248,671
1 Elect Directors For Split Mgmt
1.1 Elect Director Richard H.
Anderson --- For
1.2 Elect Director Michael R.
Bonsignore --- For
1.3 Elect Director Gordon M.
Sprenger --- Withhold
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the full
deductibility of all compensation paid under the
plan and
204
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
would ultimately reduce the company's corporate tax
obligation.
04/27/04 - A MERCK & CO., INC. *MRK* 589331107 02/24/04 987,974
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Declassify the Board of Directors For For Mgmt
4 Prohibit Awards to Executives Against Against ShrHoldr
5 Develop Ethical Criteria for Against Against ShrHoldr
Patent Extension
6 Link Executive Compensation to Against Against ShrHoldr
Social Issues
7 Report on Political Contributions Against Against ShrHoldr
8 Report on Operational Impact of Against Against ShrHoldr
HIV/AIDS, TB, and Malaria
Pandemic
04/28/04 - A MILLIPORE CORP. *MIL* 601073109 03/05/04 25,326
1 Elect Directors For For Mgmt
04/22/04 - A PFIZER INC. *PFE* 717081103 02/27/04 3,388,701
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification
205
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
of the company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Report on Operational Impact of Against Against ShrHoldr
HIV/AIDS, TB, and Malaria
Pandemic
5 Cease Political Against Against ShrHoldr
Contributions/Activities
6 Report on Political Against Against ShrHoldr
Contributions/Activities
7 Establish Term Limits for Against Against ShrHoldr
Directors
8 Report on Drug Pricing Against Against ShrHoldr
9 Limit Awards to Executives Against Against ShrHoldr
10 Amend Animal Testing Policy Against Against ShrHoldr
05/04/04 - A QUEST DIAGNOSTICS, 74834L100 03/08/04 49,324
INCORPORATED *DGX*
1 Elect Directors For For Mgmt
1.1 Elect Director William R. Grant
--- For
1.2 Elect Director Surya N.
Mohapatra --- For
1.3 Elect Director John C. Baldwin
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
206
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
09/25/03 - S QUINTILES TRANSNATIONAL 748767100 08/19/03 33,607
Corp.
1 Approve Merger Agreement For For Mgmt
Based on the market premium and the fairness
opinion, buyout warrants shareholder support.
In addition, the negotiation process was
conducted by an independent special
committee, ensuring that the interests of
non-interested shareholders are best served.
2 Adjourn Meeting For Against Mgmt
In this case, shareholders already have enough
information to make their vote decisions. Once
their votes have been cast, there is no
justification for spending more money to continue
pressing shareholders for more votes.
04/27/04 - A SCHERING-PLOUGH CORP. *SGP* 806605101 03/05/04 679,998
1 Elect Directors For For Mgmt
1.1 Elect Director Fred Hassan ---
For
1.2 Elect Director Philip Leder,
M.D. --- For
1.3 Elect Director Eugene R. McGrath
--- For
1.4 Elect Director Richard de J.
Osborne --- For
2 Ratify Auditors For For Mgmt
207
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
Routine proposal seeking ratification of the
company's auditors.
3 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the full
deductibility of all compensation paid under the
plan and would ultimately reduce the company's
corporate tax obligation.
10/21/03 - S SHORT-TERM INVESTMENTS CO. 825251101 07/25/03 1,212,748
1 Elect Directors For For Mgmt
2 Approve Conversion to Series of For For Mgmt
Delaware Statutory Trust
Reorganizing the fund from a Maryland corporation
to a Delaware statutory trust may provide benefits
to the fund and its shareholders. Most of the funds
of AIM Funds are now or are likely to become
Delaware statutory trusts. To the extent that the
boards and management of funds of AIM Funds,
including the board and management of the fund,
have to deal with the law of a single state, rather
than the laws of many states, efficiencies may be
achieved, both in terms of reduced costs in
determining the requirements of law in unique
circumstances and the certainty of operating
routinely in a familiar regulatory environment.
208
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
05/12/04 - A ST. JUDE MEDICAL, INC. *STJ* 790849103 03/15/04 82,099
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the full
deductibility of all compensation paid under the
plan and would ultimately reduce the company's
corporate tax obligation.
4 Increase Authorized Common Stock For For Mgmt
The size of the increase (100%) requested falls
within guidelines.
5 Limit Executive Compensation Against Against ShrHoldr
04/20/04 - A STRYKER CORP. *SYK* 863667101 02/27/04 90,222
1 Elect Directors For Split Mgmt
1.1 Elect Director John W. Brown ---
For
1.2 Elect Director Howard E. Cox,
Jr. --- For
1.3 Elect Director Donald M.
Engelman, Ph.D. --- Withhold
WITHHOLD votes from Ronda E. Stryker for standing
as an affiliated outsider on the compensation and
nominating committees and from
209
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
Donald M. Engelman, Ph.D. for standing as
affiliated outsiders on the nominating committee.
1.4 Elect Director Jerome H.
Grossman, M.D. --- For
1.5 Elect Director John S. Lillard
--- For
1.6 Elect Director William U. Parfet
--- For
1.7 Elect Director Ronda E. Stryker
--- Withhold
WITHHOLD votes from Ronda E. Stryker for standing
as an affiliated outsider on the compensation and
nominating committees and from Donald M. Engelman,
Ph.D. for standing as affiliated outsiders on the
nominating committee.
2 Increase Authorized Common Stock For For Mgmt
The size of the increase (100%) requested falls
within guidelines.
07/23/03 - A TENET HEALTHCARE CORP. *THC* 88033G100 06/02/03 92,714
1 Elect Directors For For Mgmt
2 Declassify the Board of Directors For For Mgmt
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
SHAREHOLDER PROPOSAL
4 Require Majority of Independent Against Against ShrHoldr
Directors on Board
210
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
In this case, the board is sufficiently
independent.
05/06/04 - A TENET HEALTHCARE CORP. *THC* 88033G100 03/11/04 220,766
1 Elect Directors For For Mgmt
1.1 Elect Director Trevor Fetter ---
For
1.2 Elect Director Van B. Honeycutt
--- For
1.3 Elect Director John C. Kane --- For
1.4 Elect Director Edward A. Kangas
--- For
1.5 Elect Director J. Robert Kerrey
--- For
1.6 Elect Director Richard R.
Pettingill --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
05/12/04 - A UNITEDHEALTH GROUP 91324P102 03/15/04 292,619
INCORPORATED *UNH*
1 Elect Directors For Split Mgmt
1.1 Elect Director William C.
Ballard, Jr. --- Withhold
WITHHOLD votes from Richard T. Burke Jr. for
standing as affiliated outsider on the Audit
Committee and William C. Ballard, Jr. for standing
as an affiliated outsider on the Audit and
Nominating committees.
1.2 Elect Director Richard T.
211
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
Burke --- For
1.3 Elect Director Stephen J.
Hemsley --- For
1.4 Elect Director Donna E. Shalala
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Expense Stock Options Against Against ShrHoldr
4 Limit Awards to Executives Against Against ShrHoldr
05/17/04 - A WATSON PHARMACEUTICALS, INC. 942683103 03/19/04 52,799
*WPI*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Review Executive Compensation Against Against ShrHoldr
06/28/04 - S WELLPOINT HEALTH NETWORKS 94973H108 05/10/04 73,992
INC. *WLP*
1 Approve Merger Agreement For For Mgmt
Based on the sensible strategic rationale,
the significant market premium, the potential
cost and revenue synergies to be derived from
the proposed combination, the accretive
nature of the deal, and the valuation work
and marketing process of company's financial
advisor, the
212
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
merger agreement warrants shareholder support.
04/22/04 - A WYETH *WYE* 983024100 03/12/04 619,204
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Report on Drug Pricing Against Against ShrHoldr
4 Amend Animal Testing Policy Against Against ShrHoldr
07/22/03 - S ZIMMER HOLDINGS INC *ZMH* 98956P102 06/16/03 39,260
1 Issue Shares in Connection with For For Mgmt
an Acquisition
Based on the fairness opinion and the potential
strategic synergies, the merger agreement warrants
shareholder support.
05/10/04 - A ZIMMER HOLDINGS INC *ZMH* 98956P102 03/15/04 113,843
1 Elect Directors For For Mgmt
1.1 Elect Director Larry C.
Glasscock --- For
1.2 Elect Director John L.
McGoldrick --- For
2 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder Vote
Because shareholder rights plans
213
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
HEALTH CARE SELECT SECTOR SPDR FUND - J913
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
greatly alter the balance of power between
shareholders and management, shareholders should be
allowed to make their own evaluation of such plans.
3 Ratify Auditors Against For ShrHoldr
Shareholders should be given the right to a
non-binding ratification of the independent auditor
selected by the company's audit committee.
214
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
03/02/04 - A ADC TELECOMMUNICATIONS, INC. 000886101 01/07/04 464,870
*ADCT*
1 Elect Directors For For Mgmt
1.1 Elect Director Robert Annunziata
--- For
1.2 Elect Director John J. Boyle III
--- For
1.3 Elect Director Larry W. Wangberg
--- For
1.4 Elect Director Robert E. Switz
--- For
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Increase Authorized Common Stock For For Mgmt
The size of the increase (100%) requested falls
within guidelines.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
04/28/04 - A ADOBE SYSTEMS INC. *ADBE* 00724F101 03/03/04 123,585
1 Elect Directors For For Mgmt
1.1 Elect Director Michael R. Cannon
--- For
1.2 Elect Director Bruce R. Chizen
--- For
215
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.3 Elect Director James E. Daley ---
For
1.4 Elect Director Charles M. Geschke
--- For
1.5 Elect Director Delbert W. Yocam
--- For
2 Amend Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to the total
level of potential dilution under all plans.
3 Expense Stock Options Against Against ShrHoldr
4 Adopt a Plocy that will Committ Against Against ShrHoldr
Executives to Hold a Significant
Percentage of their Shares
5 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
04/29/04 - A ADVANCED MICRO DEVICES, INC. 007903107 03/01/04 198,294
*AMD*
1 Elect Directors For For Mgmt
1.1 Elect Director W. J. Sanders III
--- For
1.2 Elect Director Hector de J. Ruiz
--- For
1.3 Elect Director W. Michael Barnes
--- For
1.4 Elect Director Charles M. Blalack
--- For
1.5 Elect Director R. Gene Brown --- For
1.6 Elect Director Bruce Claflin ---
For
1.7 Elect Director H. Paulett
216
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
Eberhart --- For
1.8 Elect Director Robert B. Palmer
--- For
1.9 Elect Director Leonard M.
Silverman --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to the total
level of potential dilution under all plans.
03/02/04 - A AGILENT TECHNOLOGIES INC. 00846U101 01/05/04 247,242
*A*
1 Elect Directors For For Mgmt
1.1 Elect Director James G. Cullen
--- For
1.2 Elect Director Robert L. Joss ---
For
1.3 Elect Director Walter B. Hewlett
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
04/22/04 - A ALLTEL CORP. *AT* 020039103 02/24/04 162,944
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
217
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
3 Ammend EEO - Sexual Orientation Against Against ShrHoldr
05/11/04 - A ALTERA CORP. *ALTR* 021441100 03/16/04 198,014
1 Elect Directors For For Mgmt
2 Amend Stock Option Plan For Against Mgmt
The initiative cannot be supported due to the total
level of potential dilution under all plans.
3 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there are
limitations on participation.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
5 Approve Option Expensing Against Against ShrHoldr
03/09/04 - A ANALOG DEVICES, INC. *ADI* 032654105 01/16/04 190,150
1 Elect Directors For For Mgmt
1.1 Elect Director Jerald G. Fishman
--- For
1.2 Elect Director F. Grant Saviers
--- For
2 Increase Authorized Common Stock For For Mgmt
The size of the increase (100%)
218
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
requested falls within guidelines.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
07/15/03 - S ANDREW CORP. *ANDW* 034425108 05/27/03 73,425
1 Issue Shares in Connection with For For Mgmt
an Acquisition
Based on the the fairness opinion, and the
potential strategic synergies, the merger agreement
warrants shareholder support.
2 Authorize New Class of Preferred For For Mgmt
Stock
Pursuant to the terms of the proposed merger with
Allen Telecom Inc., the company would issue one
share of its Series A preferred stock in exchange
for each outstanding Allen Series D preferred
share. The terms of the Series A preferred shares
are intended to be substantially identical to
Allen's Series D 7.75 percent convertible preferred
stock (Series D preferred stock). The Series A
preferred shares would have no voting rights and
would accrue dividends at a rate per annum equal to
7.75 percent of the liquidation preference, or
$3.875 per share annually. Additionally, the Series
A preferred shares would be convertible into common
stock at an initial conversion price of $4.338 per
share.
219
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
3 Approve Increase in Size of Board For For Mgmt
The requested increase appears to be
appropriate for a company of this size, and
there is no evidence suggesting that the
proposal is an attempt to entrench current
management
4 Adjourn Meeting For Against Mgmt
In this case, shareholders already have enough
information to make their vote decisions. Once
their votes have been cast, there is no
justification for spending more money to continue
pressing shareholders for more votes.
02/10/04 - A ANDREW CORP. *ANDW* 034425108 12/12/03 98,813
1 Elect Directors For For Mgmt
1.1 Elect Director John G. Bollinger,
Ph.D. --- For
1.2 Elect Director Philip Wm. Colburn
--- For
WITHHOLD votes from Philip Wm. Colburn for standing
as an affiliated outsider on the Nominating
Committee.
1.3 Elect Director Thomas A. Donahoe
--- For
1.4 Elect Director Ralph E. Faison
--- For
1.5 Elect Director Jere D. Fluno --- For
1.6 Elect Director William O. Hunt
--- For
220
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.7 Elect Director Charles R.
Nicholas --- For
1.8 Elect Director Robert G. Paul ---
For
1.9 Elect Director Gerald A. Poch ---
For
1.10 Elect Director Glen O. Toney,
Ph.D. --- For
1.11 Elect Director Dennis L. Whipple
--- For
2 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there are
limitations on participation.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
04/22/04 - A APPLE COMPUTER, INC. *AAPL* 037833100 02/24/04 195,937
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Limit Executive Compensation Against Against ShrHoldr
03/24/04 - A APPLIED MATERIALS, INC. 038222105 01/30/04 885,417
*AMAT*
1 Elect Directors For For Mgmt
221
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.1 Elect Director Michael H.
Armacost --- For
1.2 Elect Director Deborah A. Coleman
--- For
1.3 Elect Director Herbert M. Dwight,
Jr. --- For
1.4 Elect Director Philip V. Gerdine
--- For
1.5 Elect Director Paul R. Low --- For
1.6 Elect Director Dan Maydan --- For
1.7 Elect Director Steven L. Miller
--- For
1.8 Elect Director James C. Morgan
--- For
1.9 Elect Director Gerhard H. Parker
--- For
1.10 Elect Director Michael R.
Splinter --- For
2 Amend Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to the total
level of potential dilution under all plans.
08/27/03 - A APPLIED MICRO CIRCUITS CORP. 03822W109 07/01/03 219,348
*AMCC*
1 Elect Directors For For Mgmt
1.1 Elect Director David M. Rickey
--- For
1.2 Elect Director Roger A. Smullen,
Sr. --- For
1.3 Elect Director Cesar Cesaratto
--- For
1.4 Elect Director Franklin P.
222
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
Johnson, Jr. --- For
1.5 Elect Director Kevin N. Kalkhoven
--- For
1.6 Elect Director L. Wayne Price --- For
1.7 Elect Director Douglas C. Spreng
--- For
1.8 Elect Director Arthur B. Stabenow
--- For
1.9 Elect Director Harvey P. White
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
05/19/04 - A AT&T CORP. *T* 001957505 03/25/04 394,779
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Establish Term Limits for Against Against ShrHoldr
Directors
5 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder Vote
Because shareholder rights plans greatly alter the
balance of power
223
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
between shareholders and management, shareholders
should be allowed to make their own evaluation of
such plans.
6 Separate Chairman and CEO Against Against ShrHoldr
Positions
7 Report on Executive Compensation Against Against ShrHoldr
05/19/04 - A AT&T WIRELESS SERVICES, INC. 00209A106 03/22/04 1,358,005
*AWE*
1 Approve Merger Agreement For For Mgmt
Based on the significant market premium,
the valuation work done by the company's financial
advisor, and the recent deterioration of the
company's competitive position, the merger
agreement warrants shareholder support.
2 Elect Directors For For Mgmt
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
4 Limit Executive Compensation Against Against ShrHoldr
5 Prohibit Awards to Executives Against Against ShrHoldr
6 Require Affirmative Vote of a Against Against ShrHoldr
Majority of the Shares to Elect
Directors
224
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
06/17/04 - A AUTODESK, INC. *ADSK* 052769106 05/05/04 60,027
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Adopt Policy Regarding Against Against ShrHoldr
Equity-Based Compensation for
Executives
11/11/03 - A AUTOMATIC DATA PROCESSING, 053015103 09/12/03 326,925
INC. *ADP*
1 Elect Directors For For Mgmt
1.1 Elect Director Gregory D.
Brenneman --- For
1.2 Elect Director Leslie A. Brun ---
For
1.3 Elect Director Gary C. Butler ---
For
1.4 Elect Director Joseph A.
Califano, Jr. --- For
1.5 Elect Director Leon G. Cooperman
--- For
1.6 Elect Director Ann Dibble Jordan
--- For
1.7 Elect Director Harvey M. Krueger
--- For
1.8 Elect Director Frederic V. Malek
--- For
1.9 Elect Director Henry Taub --- For
1.10 Elect Director Arthur F. Weinbach
--- For
1.11 Elect Director Josh S. Weston ---
For
225
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
2 Amend Stock Option Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there are
limitations on participation.
4 Approve Outside Director Stock For For Mgmt
Awards in Lieu of Cash
5 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
02/26/04 - A AVAYA INC *AV* 053499109 12/31/03 278,382
1 Elect Directors For For Mgmt
2 Approve Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to the total
level of potential dilution under all plans.
3 Limit Awards to Executives Against Against ShrHoldr
226
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
04/26/04 - A BELLSOUTH CORP. *BLS* 079860102 03/08/04 924,840
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Declassify the Board of Directors For For Mgmt
4 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans, and the
reasonable terms of the plan.
5 Limit Executive Compensation Against Against ShrHoldr
6 Limit Executive Compensation Against Against ShrHoldr
7 Report on Political Against Against ShrHoldr
Contributions/Activities
08/21/03 - A BMC SOFTWARE, INC. *BMC* 055921100 07/03/03 144,624
1 Elect Directors For For Mgmt
1.1 Elect Director B. Garland Cupp
--- For
1.2 Elect Director Robert E.
Beauchamp --- For
1.3 Elect Director Jon E. Barfield
--- For
1.4 Elect Director John W. Barter ---
For
1.5 Elect Director Meldon K. Gafner
--- For
1.6 Elect Director L.W. Gray ---
227
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
For
1.7 Elect Director Kathleen A. O'Neil
--- For
1.8 Elect Director George F. Raymond
--- For
1.9 Elect Director Tom C. Tinsley --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
04/29/04 - A BROADCOM CORP. *BRCM* 111320107 03/05/04 160,003
1 Elect Directors For For Mgmt
1.1 Elect Director George L. Farinsky
--- For
1.2 Elect Director John Major --- For
1.3 Elect Director Alan E. Ross ---
For
1.4 Elect Director Henry Samueli,
Ph.D. --- For
1.5 Elect Director Robert E. Switz
--- For
1.6 Elect Director Werner F. Wolfen
--- For
2 Amend Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to the total
level of potential dilution under all plans and the
plan permits repricing.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
228
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
05/06/04 - A CENTURYTEL, INC. *CTL* 156700106 03/08/04 76,337
1 Elect Directors For For Mgmt
1.1 Elect Director William R. Boles,
Jr. --- For
1.2 Elect Director W. Bruce Hanks ---
For
1.3 Elect Director C.G. Melville, Jr.
--- For
1.4 Elect Director Glen F. Post, III
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
03/10/04 - A CIENA CORPORATION *CIEN* 171779101 01/20/04 265,370
1 Elect Directors For For Mgmt
11/11/03 - A CISCO SYSTEMS, INC. *CSCO* 17275R102 09/12/03 3,836,467
1 Elect Directors For For Mgmt
2 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the Internal
Revenue Code, the number of shares being added is
relatively conservative, the offering period is
reasonable, and there are limitations on
participation.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification
229
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
of the company's auditors.
SHAREHOLDER PROPOSALS
4 Report on Company Products Used Against Against ShrHoldr
by the Government to Monitor the
Internet
5 Report on Pay Disparity Against Against ShrHoldr
05/18/04 - A CITIZENS COMMUNICATIONS CO. 17453B101 03/19/04 153,094
*CZN*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Submit Severance Agreement Against Against ShrHoldr
(Change-in-Control) to
Shareholder Vote
05/13/04 - A CITRIX SYSTEMS, INC. *CTXS* 177376100 03/15/04 91,546
1 Elect Directors For For Mgmt
2 Expense Stock Options Against Against ShrHoldr
08/27/03 - A COMPUTER ASSOCIATES 204912109 07/02/03 348,330
INTERNATIONAL, INC. *CA*
1 Elect Directors For For Mgmt
1.1 Elect Director Russell M. Artzt
--- For
1.2 Elect Director Kenneth Cron ---
For
1.3 Elect Director Alfonse M.
230
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
D'Amato --- For
1.4 Elect Director Gary J. Fernandes
--- For
1.5 Elect Director Sanjay Kumar ---
For
1.6 Elect Director Robert E. La Blanc
--- For
1.7 Elect Director Jay W. Lorsch --- For
1.8 Elect Director Lewis S. Ranieri
--- For
1.9 Elect Director Walter P. Schuetze
--- For
1.10 Elect Director Alex Serge Vieux
--- For
2 Approve Non-Employee Director For For Mgmt
Omnibus Stock Plan
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
08/11/03 - A COMPUTER SCIENCES 205363104 06/13/03 114,762
CORPORATION *CSC*
1 Elect Directors For For Mgmt
08/26/03 - A COMPUWARE CORP. *CPWR* 205638109 07/01/03 255,877
1 Elect Directors For Split Mgmt
1.1 Elect Director Dennis W. Archer
--- For
1.2 Elect Director Gurminder S. Bedi
--- For
1.3 Elect Director Elizabeth A.
Chappell --- For
231
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.4 Elect Director Elaine K. Didier
--- For
1.5 Elect Director William O. Grabe
--- For
1.6 Elect Director William R. Halling
--- For
1.7 Elect Director Peter Karmanos,
Jr. --- For
1.8 Elect Director Faye Alexander
Nelson --- For
1.9 Elect Director Glenda D. Price
--- For
1.10 Elect Director W. James Prowse
--- Withhold
WITHHOLD votes for standing as an affiliated
outsider on the Audit and Nominating/Governance
committees.
1.11 Elect Director G. Scott Romney
--- For
1.12 Elect Director Lowell P. Weicker,
Jr. --- For
12/16/03 - A COMVERSE TECHNOLOGY, INC. 205862402 10/28/03 110,588
*CMVT*
1 Elect Directors For For Mgmt
1.1 Elect Director Kobi Alexander ---
For
1.2 Elect Director Raz Alon --- For
1.3 Elect Director Itsik Danziger ---
For
1.4 Elect Director John H. Friedman
--- For
1.5 Elect Director Ron Hiram --- For
1.6 Elect Director Sam Oolie ---
232
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
For
1.7 Elect Director William F. Sorin
--- For
2 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there are
limitations on participation.
3 Approve Executive Incentive Bonus For For Mgmt
Plan
Compliance with 162(m) would preserve the full
deductibility of all compensation paid under the
plan and would ultimately reduce the company's
corporate tax obligation.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
06/15/04 - A COMVERSE TECHNOLOGY, INC. 205862402 04/27/04 99,411
*CMVT*
1 Elect Directors For For Mgmt
1.1 Elect Director Kobi Alexander ---
For
1.2 Elect Director Raz Alon --- For
1.3 Elect Director Itsik Danziger ---
For
1.4 Elect Director John H. Friedman
--- For
1.5 Elect Director Ron Hiram --- For
233
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.6 Elect Director Sam Oolie --- For
1.7 Elect Director William F. Sorin
--- For
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans is within the allowable cap of 18%,
and the reasonable terms of the plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
10/28/03 - S CONCORD EFS, INC. 206197105 09/08/03 265,986
1 Approve Merger Agreement For For Mgmt
The combined company would have a dominant position
in the debit card market and is expected to achieve
annual synergies of $230 million by 2005.
02/26/04 - S CONCORD EFS, INC. 206197105 01/16/04 233,850
1 Approve Merger Agreement For For Mgmt
Despite an adverse impact on shareholder rights for
Concord shareholders, there is a strong strategic
rationale for this deal. The
234
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
combined company would have a dominant position in
the debit card market and is expected to achieve
annual synergies of $205 million by 2006. With
respect to the merger consideration, it represents
a premium of 52.6 percent over the closing price of
Concord's stock on the last trading day prior to
the merger announcements in the media.
Additionally, the increase in the company's stock
price on news of the resolution of antitrust issues
that were hindering the merger indicates strong
shareholder support for the transaction.
04/27/04 - A CONVERGYS CORP. *CVG* 212485106 03/01/04 72,564
1 Elect Directors For For Mgmt
1.1 Elect Director Zoe Baird --- For
1.2 Elect Director Roger L. Howe ---
For
1.3 Elect Director Philip A. Odeen
--- For
1.4 Elect Director James M. Zimmerman
--- For
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Approve Employee Stock For For Mgmt
235
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
Purchase Plan
The plan complies with Section 423 of the Internal
Revenue Code, the number of shares being added is
relatively conservative, the offering period is
reasonable, and there are limitations on
participation.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
04/29/04 - A CORNING INC. *GLW* 219350105 03/01/04 725,233
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Submit Severance Agreement Against Against ShrHoldr
(Change-in-Control) to
Shareholder Vote
07/18/03 - A DELL INC. *DELL* 247025109 05/23/03 1,530,469
1 Elect Directors For For Mgmt
2 Declassify the Board of Directors For For Mgmt
3 Change Company Name For For Mgmt
This proposal seeks shareholder support of a change
in the company's name. In this case there is little
danger that sales would suffer due to loss of name
recognition and associated goodwill. Since it is
236
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
unlikely that adoption of this proposal will have a
negative impact on the financial position of the
company, this proposal can be supported.
4 Approve Executive Incentive Bonus For For Mgmt
Plan
Compliance with 162(m) would preserve the full
deductibility of all compensation paid under the
plan and would ultimately reduce the company's
corporate tax obligation.
07/31/03 - A ELECTRONIC ARTS, INC. *ERTS* 285512109 06/04/03 86,913
1 Elect Directors For For Mgmt
2 Amend Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to the total
level of potential dilution under all plans.
3 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there are
limitations on participation.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
237
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
05/25/04 - A ELECTRONIC DATA SYSTEMS 285661104 03/29/04 242,567
CORP. *EDS*
1 Elect Directors For For Mgmt
1.1 Elect Director Roger A. Enrico
--- For
1.2 Elect Director Ellen M. Hancock
--- For
1.3 Elect Director C. Robert Kidder
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Declassify the Board of Directors Against For ShrHoldr
Classified boards serve to entrench
management and discourage bidders by
preventing replacement of the board in one
year. In addition, shareholders are prevented
from removing board members who are not
acting in the best interest of shareholders
until their term is completed.
4 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder Vote
Because shareholder rights plans greatly alter the
balance of power between shareholders and
management, shareholders should be allowed to make
their own evaluation of such plans.
5 Amend Vote Requirements to Amend Against For ShrHoldr
Articles/Bylaws/Charter
Requiring more than a simple
238
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
majority may permit management to entrench itself
by blocking amendments that are in shareholders'
best interests.
05/05/04 - A EMC CORP. *EMC* 268648102 03/08/04 1,219,573
1 Elect Directors For For Mgmt
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans, and the
reasonable terms of the plan.
3 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there are
limitations on participation.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
5 Limit Executive Compensation Against Against ShrHoldr
10/28/03 - S FIRST DATA CORP. *FDC* 319963104 09/08/03 408,882
1 Approve Merger Agreement For For Mgmt
239
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
The deal has a strong strategic rationale: the
combined company would have a dominant position in
the debit card market and is expected to generate
annual synergies of $230 million by 2005. The
premium paid for Concord is still below Concord's
valuation with synergies according to the advisors'
opinion and the deal is expected to be accretive in
2005.
05/19/04 - A FIRST DATA CORP. *FDC* 319963104 03/22/04 442,549
1 Elect Directors For For Mgmt
1.1 Elect Director Henry C. Duques
--- For
1.2 Elect Director Charles T. Fote
--- For
1.3 Elect Director Richard P. Kiphart
--- For
1.4 Elect Director Joan E.
Spero --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
04/06/04 - A FISERV, INC. *FISV* 337738108 02/13/04 99,577
1 Elect Directors For For Mgmt
1.1 Elect Director K.R. Jensen --- For
1.2 Elect Director K.M. Robak --- For
1.3 Elect Director T.C. Wertheimer
--- For
240
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
05/20/04 - A GATEWAY INC *GTW* 367626108 03/25/04 233,551
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Report on Political Against Against ShrHoldr
Contributions/Activities
4 Require a Majority Vote for the Against Against ShrHoldr
Election of Directors
5 Board Diversity Against Against ShrHoldr
03/17/04 - A HEWLETT-PACKARD CO. *HPQ* 428236103 01/20/04 1,540,168
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Approve Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due
241
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
to the total level of potential dilution
under all plans.
4 Expense Stock Options Against Against ShrHoldr
05/19/04 - A INTEL CORP. *INTC* 458140100 03/22/04 3,217,082
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Expense Stock Options Against Against ShrHoldr
5 Limit/Prohibit Awards to Against For ShrHoldr
Executives
The company currently does not use
performance-vesting awards in its
compensation plans for senior executives.
Although the proponent in its supporting
statement is critical of fixed-price
options, it does not appear that the
proposal advocates replacement of options
with performance-based restricted stock.
The proposal requests the the company use
performance-vesting stock in development of
future equity awards for senior executives.
6 Performance- Based/Indexed Options Against For ShrHoldr
242
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
In this case, the company uses standard
options for its long term compensation. It
does not currently award or plans to award
performance-based options. The proposal
requests for a portion of future stock
option grants to be performance-based to
senior executives and is therefore not
unduly restrictive. The company should be
able to identify appropriate performance
criteria and clearly disclose the
associated performance goals or hurdle
rates to the shareholders. This would
provide further discipline and alignment in
award of executive compensation to
shareholders interest.
04/27/04 - A INTERNATIONAL BUSINESS 459200101 02/27/04 872,331
MACHINES CORP. *IBM*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Ratify Auditors for the Company's For For Mgmt
Business Consulting Services Unit
Routine proposal seeking ratification of
the company's auditors.
4 Approve Executive Incentive Bonus For For Mgmt
Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and
243
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
would ultimately reduce the company's
corporate tax obligation.
5 Provide for Cumulative Voting Against Against ShrHoldr
Cumulative voting permits a director to be
elected who would represent and further a
special interest as opposed to acting for
the benefit of all shareholders.
6 Amend Pension and Retirement Against Against ShrHoldr
Medical Insurance Plans
7 Submit Executive Compensation to Against Against ShrHoldr
Vote
8 Expense Stock Options Against Against ShrHoldr
9 Limit Awards to Executives Against Against ShrHoldr
10 China Principles Against Against ShrHoldr
11 Report on Political Against Against ShrHoldr
Contributions/Activities
12 Report on Executive Compensation Against Against ShrHoldr
10/30/03 - A INTUIT, INC. *INTU* 461202103 09/02/03 115,260
1 Elect Directors For For Mgmt
1.1 Elect Director Stephen M. Bennett
--- For
1.2 Elect Director Christopher W.
Brody --- For
1.3 Elect Director William V.
Campbell --- For
1.4 Elect Director Scott D. Cook ---
For
1.5 Elect Director L. John Doerr ---
For
244
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
1.6 Elect Director Donna L. Dubinsky
--- For
1.7 Elect Director Michael R. Hallman
--- For
1.8 Elect Director Stratton D. Sclavos
--- For
2 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there
are limitations on participation.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
01/13/04 - A JABIL CIRCUIT, INC. *JBL* 466313103 11/14/03 109,530
1 Elect Directors For For Mgmt
1.1 Elect Director William D. Morean
--- For
1.2 Elect Director Thomas A. Sansone
--- For
1.3 Elect Director Timothy L. Main
--- For
1.4 Elect Director Lawrence J. Murphy
--- For
1.5 Elect Director Mel S. Lavitt ---
For
1.6 Elect Director Steven A. Raymund
--- For
1.7 Elect Director Frank A. Newman
--- For
1.8 Elect Director Laurence S.
245
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
Grafstein --- For
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
11/06/03 - A JDS UNIPHASE CORP. *JDSU* 46612J101 09/15/03 840,629
1 Elect Directors For For Mgmt
1.1 Elect Director Robert E. Enos ---
For
1.2 Elect Director Peter A. Guglielmi
--- For
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
11/05/03 - A KLA-TENCOR CORP. *KLAC* 482480100 09/15/03 108,128
1.a Elect Director H. Raymond For For Mgmt
246
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
Bingham
1.b Elect Director Robert T. Bond For For Mgmt
1.c Elect Director Richard J. Elkus, For For Mgmt
Jr.
1.d Elect Director Michael E. Marks For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
04/22/04 - A LEXMARK INTERNATIONAL, INC. 529771107 03/05/04 66,195
*LXK*
1 Elect Directors For For Mgmt
1.1 Elect Director Frank T. Cary ---
For
1.2 Elect Director Paul J. Curlander
--- For
1.3 Elect Director Martin D. Walker
--- For
1.4 Elect Director James F. Hardymon
--- For
2 Approve Executive Incentive Bonus For For Mgmt
Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
247
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
11/05/03 - A LINEAR TECHNOLOGY CORP. 535678106 09/08/03 176,610
*LLTC*
1 Elect Directors For For Mgmt
1.1 Elect Director Robert H. Swanson,
Jr. --- For
1.2 Elect Director David S. Lee ---
For
1.3 Elect Director Leo T. McCarthy
--- For
1.4 Elect Director Richard M. Moley
--- For
1.5 Elect Director Thomas S. Volpe
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/06/04 - A LSI LOGIC CORP. *LSI* 502161102 03/11/04 212,404
1 Elect Directors For For Mgmt
1.1 Elect Director Wilfred J.
Corrigan --- For
1.2 Elect Director James H. Keyes ---
For
1.3 Elect Director Malcolm R. Currie
--- For
1.4 Elect Director T.Z. Chu --- For
1.5 Elect Director R. Douglas Norby
--- For
1.6 Elect Director Matthew J.
O'Rourke --- For
1.7 Elect Director Gregorio Reyes ---
For
1.8 Elect Director Larry W. Sonsini
--- For
248
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
2 Amend Employee Stock Purchase Plan For Against Mgmt
. Because there is no expiration date
specified for this plan, we are unable to
determine the total number of shares which
will become available for future issuance
and, as such, we are unable to determine if
the number of shares being reserved is
reasonable.
3 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there
are limitations on participation.
4 Approve/Amend Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
5 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
02/18/04 - A LUCENT TECHNOLOGIES INC. 549463107 12/22/03 2,211,299
*LU*
1 Elect Directors For For Mgmt
2 Declassify the Board of Directors For For Mgmt
and Amend
249
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
Director Removal Provision
3 Approve Non-Employee Director For For Mgmt
Omnibus Stock Plan
4 Approve Reverse Stock Split For For Mgmt
Since there will not be an effective
increase in the common stock authorized due
to the proportionate reduction, this
proposal warrants shareholder support.
SHAREHOLDER PROPOSALS
5 Submit Severance Agreement Against For ShrHoldr
(Change-in-Control) to
Shareholder Vote
The ceiling set by the proponent at
2.99 times the sum of an executive's base
salary and bonus is widely considered as
the standard threshold level of severance
remuneration for corporate executives.
Moreover, as stated by the company, its
current severance agreements are below the
standard threshold level. As such, the
adoption of the proposed policy would have
minimum impact on the company currently but
ensures good corporate governance for
future employment contracts.
6 Prohibit Awards to Executives Against Against ShrHoldr
250
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
11/13/03 - A MAXIM INTEGRATED PRODUCTS, 57772K101 09/15/03 181,833
INC. *MXIM*
1 Elect Directors For For Mgmt
1.1 Elect Director James R. Bergman
--- For
1.2 Elect Director John F. Gifford
--- For
1.3 Elect Director B. Kipling
Hagopian --- For
1.4 Elect Director M. D. Sampels ---
For
1.5 Elect Director A. R. Frank Wazzan
--- For
2 Amend Stock Option Plan For Against Mgmt
The initiative cannot be supported due to the total
level of potential dilution under all plans.
3 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there
are limitations on participation.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
12/10/03 - S MERCURY INTERACTIVE CORP. 589405109 10/31/03 49,128
*MERQ*
1 Amend Stock Option Plan For For Mgmt
2 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of
251
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
the Internal Revenue Code, the number of
shares being added is relatively
conservative, the offering period is
reasonable, and there are limitations on
participation.
05/19/04 - A MERCURY INTERACTIVE CORP. 589405109 03/22/04 48,924
*MERQ*
1 Elect Directors For Split Mgmt
1.1 Elect Director Amnon Landan ---
For
1.2 Elect Director Igal Kohavi --- For
1.3 Elect Director Clyde Ostler ---
Withhold
Clyde Ostler is an affiliated outsider on
the audit and nominating committees.
1.4 Elect Director Yair Shamir --- For
1.5 Elect Director Giora Yaron --- For
1.6 Elect Director Anthony Zingale
--- Withhold
Anthony Zingale is an affiliated outsider
on the compensation committee.
2 Increase Authorized Common Stock For Against Mgmt
The number of additional authorized common
shares sought in this proposal exceeds
guidelines (133%). The company has not
offered a specific purpose for the
additional shares.
252
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
11/21/03 - A MICRON TECHNOLOGY, INC. *MU* 595112103 09/22/03 347,217
1 Elect Directors For For Mgmt
1.1 Elect Director Steven R. Appleton
--- For
1.2 Elect Director James W. Bagley
--- For
1.3 Elect Director Robert A. Lothrop
--- For
1.4 Elect Director Thomas T.
Nicholson --- For
1.5 Elect Director Gordon C. Smith
--- For
1.6 Elect Director William P. Weber
--- For
2 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there
are limitations on participation.
3 Amend Stock Option Plan For Against Mgmt
The initiative cannot be supported due to
the total level of potential dilution under
all plans.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
253
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
11/11/03 - A MICROSOFT CORP. *MSFT* 594918104 09/12/03 5,868,519
1 Elect Directors For Split Mgmt
1.1 Elect Director William H. Gates,
III --- For
1.2 Elect Director Steven A. Ballmer
--- For
1.3 Elect Director James I. Cash,
Jr., Ph.D. --- For
1.4 Elect Director Raymond V.
Gilmartin --- For
1.5 Elect Director Ann McLaughlin
Korologos --- For
1.6 Elect Director David F. Marquardt
--- For
1.7 Elect Director Charles H. Noski
--- For
1.8 Elect Director Dr. Helmut Panke
--- For
1.9 Elect Director Wm. G. Reed, Jr.
--- For
1.10 Elect Director Jon A. Shirley ---
Withhold
WITHHOLD votes from Jon A. Shirley for
standing as an affiliated outsider on the
Audit Committee.
2 Amend Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to
the total level of potential dilution under
all plans.
3 Amend Non-Employee Director Stock For Against Mgmt
Option Plan
254
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
The plan allows for NSO's to be granted at
less than FMV.
SHAREHOLDER PROPOSAL
4 Refrain from Giving Charitable Against Against ShrHoldr
Contributions
10/24/03 - A MOLEX INCORPORATED *MOLX* 608554101 08/29/03 104,506
1 Elect Directors For For Mgmt
1.1 Elect Director Fred L. Krehbiel
--- For
1.2 Elect Director Douglas K. Carnahan
--- For
1.3 Elect Director J. Joseph King ---
For
1.4 Elect Director Joe W. Laymon ---
For
1.5 Elect Director Michelle L.
Collins --- For
2 Amend Stock Option Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
05/03/04 - A MOTOROLA, INC. *MOT* 620076109 03/05/04 1,173,643
1 Elect Directors For For Mgmt
2 Limit Executive Compensation Against Against ShrHoldr
3 Limit Awards to Executives Against Against ShrHoldr
255
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
09/26/03 - A NATIONAL SEMICONDUCTOR CORP. 637640103 08/14/03 111,391
*NSM*
1 Elect Directors For Split Mgmt
1.1 Elect Director Brian L. Halla ---
For
We recommend a vote FOR the directors with the
exception of Gary P. Arnold. We recommend that
shareholders WITHHOLD votes from Gary P. Arnold for
standing as an affiliated outsider on the Audit and
Nominating Committees.
1.2 Elect Director Steven R. Appleton
--- For
1.3 Elect Director Gary P. Arnold ---
Withhold
WITHHOLD votes from Gary P. Arnold for
standing as an affiliated outsider on the
Audit and Nominating Committees.
1.4 Elect Director Richard J. Danzig
--- For
1.5 Elect Director Robert J. Frankenberg
--- For
1.6 Elect Director E. Floyd Kvamme
--- For
1.7 Elect Director Modesto A.
Maidique --- For
1.8 Elect Director Edward R.
Mccracken --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Approve Employee Stock Purchase For For Mgmt
Plan
The plan complies with Section 423 of
256
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
the Internal Revenue Code, the number of
shares being added is relatively
conservative, the offering period is
reasonable, and there are limitations on
participation.
04/28/04 - A NCR CORPORATION *NCR* 62886E108 02/09/04 54,028
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Prohibit Auditor from Providing Against Against ShrHoldr
Non-Audit Services
4 Prohibit Awards to Executives Against Against ShrHoldr
09/02/03 - A NETWORK APPLIANCE, INC. 64120L104 07/07/03 211,749
*NTAP*
1 Elect Directors For For Mgmt
1.1 Elect Director Daniel J.
Warmenhoven --- For
1.2 Elect Director Donald T.
Valentine --- For
1.3 Elect Director Sanjiv Ahuja ---
For
1.4 Elect Director Carol A. Bartz ---
For
1.5 Elect Director Michael R. Hallman
--- For
1.6 Elect Director Nicholas G. Moore
--- For
1.7 Elect Director Dr. Sachio Semmoto
--- For
257
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
1.8 Elect Director Robert T. Wall ---
For
2 Amend Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to
the total level of potential dilution under
all plans.
3 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there
are limitations on participation.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
5 Other Business For Against Mgmt
Details of other business items not
disclosed
05/27/04 - A NEXTEL COMMUNICATIONS, INC. 65332V103 04/02/04 545,672
*NXTL*
1 Elect Directors For For Mgmt
1.1 Elect Director Keith J. Bane ---
For
1.2 Elect Director V. Janet Hill ---
For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Amend Employee Stock Purchase Plan For For Mgmt
258
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there
are limitations on participation.
04/15/04 - A NOVELL, INC. *NOVL* 670006105 02/20/04 232,521
1 Elect Directors For For Mgmt
2 Expense Stock Options Against Against ShrHoldr
3 Performance-Based/Indexed Options Against For ShrHoldr
SSGA supports Performance-Based/Indexed
Options.
4 Prohibit Auditor from Providing Against Against ShrHoldr
Non-Audit Services
04/16/04 - A NOVELLUS SYSTEMS, INC. 670008101 02/17/04 83,210
*NVLS*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Provision of Non-Audit Services Against Against ShrHoldr
by Independent Auditors
4 Limit Executive Compensation Against Against ShrHoldr
259
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
07/10/03 - A * NVIDIA CORPORATION *NVDA* 67066G104 05/15/03 106,483
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
10/13/03 - A ORACLE CORP. *ORCL* 68389X105 08/21/03 2,926,430
1 Elect Directors For For Mgmt
2 Approve Executive Incentive Bonus For For Mgmt
Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
4 Amend Non-Employee Director For Against Mgmt
Omnibus Stock Plan
The initiative cannot be supported due to
the number of shares to be granted
initially and annually to each non-employee
director.
SHAREHOLDER PROPOSAL
5 Implement China Principles Against Against ShrHoldr
260
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
03/03/04 - A PARAMETRIC TECHNOLOGY CORP. 699173100 01/09/04 189,141
*PMTC*
1 Elect Directors For For Mgmt
1.1 Elect Director Michael E. Porter
--- For
1.2 Elect Director Noel G. Posternak
--- For
2 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there
are limitations on participation.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
10/02/03 - A PAYCHEX, INC. *PAYX* 704326107 08/04/03 211,776
1 Elect Directors For Split Mgmt
1.1 Elect Director B. Thomas Golisano
--- For
1.2 Elect Director Betsy S. Atkins
--- For
1.3 Elect Director G. Thomas Clark
--- Withhold
WITHHOLD votes from G.Thomas Clark for
standing as an affiliated outsider on the
Audit Committee.
1.4 Elect Director David J. S.
Flaschen --- For
1.5 Elect Director Phillip Horsley
--- For
261
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
1.6 Elect Director Grant M. Inman ---
For
1.7 Elect Director J. Robert Sebo ---
For
1.8 Elect Director Joseph M. Tucci
--- For
03/25/04 - A PEOPLESOFT, INC. *PSFT* 712713106 02/10/04 201,568
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Expense Stock Options Against Against ShrHoldr
04/27/04 - A PERKINELMER INC. *PKI* 714046109 02/27/04 81,829
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Expense Stock Options Against Against ShrHoldr
05/14/04 - A PMC-SIERRA, INC. *PMCS* 69344F106 03/15/04 110,087
1 Elect Directors For Split Mgmt
1.1 Elect Director Robert Bailey ---
For
1.2 Elect Director Alexandre
Balkanski --- For
1.3 Elect Director Richard Belluzzo
--- For
1.4 Elect Director James Diller ---
Withhold
262
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
WITHHOLD votes from James Diller for
standing as an affiliated outsider on the
Compensation and Nominating committees.
1.5 Elect Director Jonathan Judge ---
For
1.6 Elect Director William Kurtz ---
For
1.7 Elect Director Frank Marshall ---
For
1.8 Elect Director Lewis Wilks --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
08/26/03 - A QLOGIC CORP. *QLGC* 747277101 07/01/03 58,841
1 Elect Directors For For Mgmt
1.1 Elect Director H.K. Desai --- For
1.2 Elect Director Larry R. Carter
--- For
1.3 Elect Director James R. Fiebiger
--- For
1.4 Elect Director Balakrishnan S.
Iyer --- For
1.5 Elect Director Carol L. Miltner
--- For
1.6 Elect Director George D. Wells
--- For
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization,
263
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
the resulting level of potential dilution
under all plans, and the reasonable terms
of the plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
03/02/04 - A QUALCOMM INC. *QCOM* 747525103 01/02/04 406,905
1 Elect Directors For Split Mgmt
1.1 Elect Director Adelia A. Coffman
--- Withhold
WITHHOLD votes from Adelia A. Coffman for
standing as an affiliated outsider on the
Audit and Compensation committees.
1.2 Elect Director Raymond V.
Dittamore --- For
1.3 Elect Director Irwin Mark Jacobs
--- For
1.4 Elect Director Richard Sulpizio
--- For
2 Amend Stock Option Plan For Against Mgmt
The initiative cannot be supported due to
the total level of potential dilution under
all plans.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
4 Declassify the Board of Directors Against For ShrHoldr
Classified boards serve to entrench
management and discourage bidders by
preventing replacement of the
264
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
board in one year. In addition,
shareholders are prevented from removing
board members who are not acting in the
best interest of shareholders until their
term is completed.
12/16/03 - A QWEST COMMUNICATIONS 749121109 10/27/03 905,155
INTERNATIONAL INC. *Q*
1 Elect Directors For For Mgmt
2 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there
are limitations on participation.
SHAREHOLDER PROPOSALS
3 Exclude Pension Credits from Net For For ShrHoldr
Income When Determining Executive
Compensation
4 Declassify the Board of Directors For For ShrHoldr
Classified boards serve to entrench
management and discourage bidders by
preventing replacement of the board in one
year. In addition, shareholders are
prevented from removing board members who
are not acting in the best interest of
shareholders until their term is completed.
5 Submit Severance For For ShrHoldr
265
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
Agreement (Change-in-Control) to
Shareholder Vote
6 Require Majority of Independent Against For ShrHoldr
Directors on Board
An independent board is one way to assure
that shareholder interests will be
adequately represented by a board that is
independent of management and that does not
have an interest in the company that
differs from the interests of other
shareholders. Moreover, this company has
affiliated outsiders on its compensation
and nominating committees.
7 Performance- Based/Indexed Options Against Against ShrHoldr
Given that this proposal is too
restrictive, shareholder support is not
warranted at this time.
8 Performance- Based/Indexed Options Against For ShrHoldr
Given that this proposal does not specify a
fixed percentage of options to be awarded
as performance-based compensation, it does
not place undue restrictions on the
company's compensation committee.
9 Expense Stock Options Against Against ShrHoldr
05/25/04 - A QWEST COMMUNICATIONS 749121109 03/26/04 891,834
INTERNATIONAL INC. *Q*
1 Elect Directors For For Mgmt
1.1 Elect Director Thomas J.
266
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
Donohue --- For
1.2 Elect Director Peter S. Hellman
--- For
1.3 Elect Director Vinod Khosla ---
For
1.4 Elect Director K. Dane Brooksher
--- For
2 Declassify the Board of Directors For For Mgmt
3 Separate Chairman and CEO Against Against ShrHoldr
Positions
4 Submit Executive Pension Benefit Against Against ShrHoldr
to Vote
5 Require Majority of Independent Against For ShrHoldr
Directors on Board
SSGA supports this proposal.
05/04/04 - A SABRE HOLDINGS CORPORATION 785905100 03/15/04 71,369
*TSG*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there
are limitations on participation.
267
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
01/26/04 - A SANMINA-SCI CORP. *SANM* 800907107 12/01/03 293,243
1 Elect Directors For For Mgmt
1.1 Elect Director John C. Bolger ---
For
1.2 Elect Director Neil R. Bonke ---
For
1.3 Elect Director Randy W. Furr ---
For
1.4 Elect Director Mario M. Rosati
--- For
1.5 Elect Director A. Eugene Sapp,
Jr. --- For
1.6 Elect Director Wayne Shortridge
--- For
1.7 Elect Director Peter J. Simone
--- For
1.8 Elect Director Jure Sola --- For
1.9 Elect Director Bernard V
Vonderschmitt --- For
1.10 Elect Director Jacqueline M. Ward
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
04/30/04 - A SBC COMMUNICATIONS INC. 78387G103 03/02/04 1,278,407
*SBC*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Amend Bylaws For For Mgmt
4 Report on Political Against Against ShrHoldr
Contributions/Activities
268
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
5 Change Size of Board of Directors Against Against ShrHoldr
11/07/03 - A SCIENTIFIC-ATLANTA, INC. 808655104 09/15/03 93,177
*SFA*
1 Elect Directors For Split Mgmt
1.1 Elect Director Marion H. Antonini
--- For
1.2 Elect Director David J.
McLaughlin --- For
1.3 Elect Director James V. Napier
--- Withhold
WITHHOLD votes from James V. Napier for
standing as an affiliated outsider on the
Audit and Governance & Nominations
Committee.
1.4 Elect Director Sam Nunn --- For
2 Approve Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to
the total level of potential dilution under
all plans.
10/21/03 - S SHORT-TERM INVESTMENTS CO. 825251101 07/25/03 1,661,403
1 Elect Directors For For Mgmt
2 Approve Conversion to Series of For For Mgmt
Delaware Statutory Trust
Reorganizing the fund from a Maryland
corporation to a Delaware statutory trust
may provide benefits to the fund and its
shareholders. Most of
269
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
the funds of AIM Funds are now or are
likely to become Delaware statutory trusts.
To the extent that the boards and
management of funds of AIM Funds, including
the board and management of the fund, have
to deal with the law of a single state,
rather than the laws of many states,
efficiencies may be achieved, both in terms
of reduced costs in determining the
requirements of law in unique circumstances
and the certainty of operating routinely in
a familiar regulatory environment.
06/23/04 - A SIEBEL SYSTEMS, INC. *SEBL* 826170102 04/29/04 241,355
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Expense Stock Options Abstain Against ShrHoldr
01/07/04 - A SOLECTRON CORP. *SLR* 834182107 11/18/03 465,749
1 Elect Directors For For Mgmt
2 Approve Option Exchange Program For Against Mgmt
SSGA does not support proposals that seek
to exchange options.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
270
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
04/20/04 - A SPRINT CORP. *FON* 852061100 02/20/04 474,022
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Performance- Based/Indexed Options Against Against ShrHoldr
SSGA supports performanced-based
compensation.
4 Limit Executive Compensation Against Against ShrHoldr
5 Separate Chairman and CEO Against Against ShrHoldr
Positions
6 Report on Foreign Outsourcing Against Against ShrHoldr
04/20/04 - A SPRINT CORP. *FON* 852061506 02/20/04 563,268
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Performance- Based/Indexed Options Against Against ShrHoldr
SSGA supports performanced-based
compensation.
4 Limit Executive Compensation Against Against ShrHoldr
5 Separate Chairman and CEO Against Against ShrHoldr
Positions
6 Report on Foreign Outsourcing Against Against ShrHoldr
271
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
11/13/03 - A SUN MICROSYSTEMS, INC. 866810104 09/15/03 1,812,792
*SUNW*
1 Elect Directors For For Mgmt
2 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there
are limitations on participation.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
SHAREHOLDER PROPOSAL
4 Implement China Principles Against Against ShrHoldr
05/14/04 - A SUNGARD DATA SYSTEMS INC. 867363103 03/15/04 148,666
*SDS*
1 Elect Directors For Split Mgmt
1.1 Elect Director Gregory S. Bentley
--- Withhold
WITHHOLD votes from Gregory S. Bentley for
standing as an affiliated outsider on the
Audit Committee.
1.2 Elect Director Michael C. Brooks
--- For
1.3 Elect Director Cristobal Conde
--- For
1.4 Elect Director Ramon de Oliveira
--- For
1.5 Elect Director Henry C.
272
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
Duques --- For
1.6 Elect Director Albert A.
Eisenstat --- For
1.7 Elect Director Bernard Goldstein
--- For
1.8 Elect Director Janet Brutschea
Haugen --- For
1.9 Elect Director James L. Mann ---
For
1.10 Elect Director Malcolm I. Ruddock
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
08/21/03 - A SYMANTEC CORP. *SYMC* 871503108 07/08/03 85,984
1 Elect Directors For For Mgmt
1.1 Elect Director Tania Amochaev ---
For
1.2 Elect Director William Coleman
--- For
1.3 Elect Director Dr. Per-Kristian
Halvorsen --- For
1.4 Elect Director David Mahoney ---
For
1.5 Elect Director Robert S. Miller
--- For
1.6 Elect Director Bill Owens --- For
1.7 Elect Director George Reyes ---
For
1.8 Elect Director Daniel H. Schulman
--- For
1.9 Elect Director John W. Thompson
--- For
273
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
2 Increase Authorized Common Stock For Against Mgmt
The number of additional authorized common
shares sought in this proposal exceeds
guidelines (200%).
3 Amend Stock Option Plan For Against Mgmt The
initiative cannot be supported due to the
total level of potential dilution under all
plans.
4 Approve Executive Incentive Bonus For For Mgmt
Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
5 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
04/26/04 - A SYMBOL TECHNOLOGIES, INC. 871508107 03/01/04 134,032
*SBL*
1 Elect Directors For For Mgmt
1.1 Elect Director William R. Nuti
--- For
1.2 Elect Director Robert J. Chrenc
--- For
1.3 Elect Director Salvatore Iannuzzi
--- For
1.4 Elect Director Edward Kozel ---
For
1.5 Elect Director George Samenuk ---
For
1.6 Elect Director Melvin A.
274
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
Yellin --- For
2 Amend Executive Incentive Bonus For For Mgmt
Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
3 Approve Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to
the total level of potential dilution under
all plans.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
09/25/03 - A TEKTRONIX, INC. *TEK* 879131100 07/21/03 56,426
1 Elect Directors For For Mgmt
SHAREHOLDER PROPOSAL
2 Refrain from Doing Business in Against Against ShrHoldr
China
04/22/04 - A TELLABS, INC. *TLAB* 879664100 02/23/04 232,689
1 Elect Directors For For Mgmt
1.1 Elect Director Michael J. Birck
--- For
1.2 Elect Director Frederick A.
Krehbiel --- For
1.3 Elect Director Krish A. Prabhu
--- For
2 Approve Omnibus Stock For Against Mgmt
275
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
Plan
The initiative cannot be supported due to
the total level of potential dilution under
all plans.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/27/04 - A TERADYNE, INC. *TER* 880770102 04/05/04 97,401
1 Elect Directors For For Mgmt
1.1 Elect Director John P. Mulroney
--- For
1.2 Elect Director Patricia S.
Wolpert --- For
2 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there
are limitations on participation.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
04/15/04 - A TEXAS INSTRUMENTS INC. *TXN* 882508104 02/17/04 897,836
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
276
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
3 Expense Stock Options Against Against ShrHoldr
05/18/04 - A THERMO ELECTRON CORP. *TMO* 883556102 03/26/04 87,942
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Limit Awards to Executives Against Against ShrHoldr
04/22/04 - A UNISYS CORP. *UIS* 909214108 02/27/04 180,807
1 Elect Directors For For Mgmt
04/28/04 - A VERIZON COMMUNICATIONS *VZ* 92343V104 03/01/04 1,400,274
1 Elect Directors For Split Mgmt
1.1 Elect Director James R. Barker
--- For
1.2 Elect Director Richard L. Carrion
--- For
1.3 Elect Director Robert W. Lane ---
For
1.4 Elect Director Sandra O. Moose
--- Withhold
Sandra O. Moose is an affiliated outsider
on the audit and nominating committees.
1.5 Elect Director Joseph Neubauer
--- For
1.6 Elect Director Thomas H. O'Brien
--- For
1.7 Elect Director Hugh B.
277
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
Price --- For
1.8 Elect Director Ivan G. Seidenberg
--- For
1.9 Elect Director Walter V. Shipley
--- For
1.10 Elect Director John R. Stafford
--- For
1.11 Elect Director Robert D. Storey
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Restore or Provide for Cumulative Against Against ShrHoldr
Voting
Cumulative voting permits a director to be
elected who would represent and further a
special interest as opposed to acting for
the benefit of all shareholders.
4 Require Majority of Independent Against Against ShrHoldr
Directors on Board
Because the company already has a majority
independent board and has already
established a formal independence policy,
this proposal does not warrant shareholder
support.
5 Separate Chairman and CEO Against Against ShrHoldr
Positions
6 Submit Shareholder Rights Plan Against Against ShrHoldr
(Poison Pill) to Shareholder Vote
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management, shareholders
should be
278
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
allowed to make their own evaluation of
such plans.
7 Submit Executive Compensation to Against Against ShrHoldr
Vote
8 Prohibit Awards to Executives Against Against ShrHoldr
9 Report on Stock Option Against Against ShrHoldr
Distribution by Race and Gender
10 Report on Political Against Against ShrHoldr
Contributions/Activities
11 Cease Charitable Contributions Against Against ShrHoldr
05/04/04 - A WATERS CORP. *WAT* 941848103 03/15/04 66,489
1 Elect Directors For Split Mgmt
1.1 Elect Director Joshua Bekenstein
--- For
1.2 Elect Director M.J. Berendt,
Ph.D. --- For
1.3 Elect Director Douglas A.
Berthiaume --- For
1.4 Elect Director Philip Caldwell
--- For
1.5 Elect Director Edward Conard ---
Withhold
WITHHOLD votes from Thomas P. Salice for
standing as an affiliated outsider on the
Audit, Compensation, and Nominating
committees. WITHHOLD votes from Edwarrd
Conard for standing as an affiliated
outsider on the Compensation Committee.
1.6 Elect Director L.H.
279
\
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
Glimcher, M.D. --- For
1.7 Elect Director William J. Miller
--- For
1.8 Elect Director Thomas P. Salice
--- Withhold
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Other Business For Against Mgmt
Details of other business items not
disclosed
05/20/04 - A XEROX CORP. *XRX* 984121103 03/23/04 407,712
1 Elect Directors For For Mgmt
1.1 Elect Director Glenn A. Britt ---
For
1.2 Elect Director Richard J.
Harrington --- For
1.3 Elect Director William Curt
Hunter --- For
1.4 Elect Director Vernon E. Jordan,
Jr. --- For
The amounts in question appear de minimus
in this case and likewise Mr. Jordan's
affiliation. Since our policy currently
does not limit how many boards an
individual may serve which would otherwise
cause us to take this into account we see no
reason not to support Mr. Jordan. SSgA
policy currently recommends voting against
Mr. Jordan. Based on the analysis above we
have identified investment reasons for
overriding policy.
280
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
1.5 Elect Director Hilmar Kopper ---
For
1.6 Elect Director Ralph S. Larsen
--- For
1.7 Elect Director Anne M. Mulcahy
--- For
1.8 Elect Director N.J. Nicholas, Jr.
--- For
1.9 Elect Director John E. Pepper ---
For
1.10 Elect Director Ann N. Reese ---
For
1.11 Elect Director Stephen Robert ---
For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Approve Non-Employee Director For For Mgmt
Omnibus Stock Plan
08/07/03 - A XILINX, INC. *XLNX* 983919101 06/09/03 203,215
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
281
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
05/21/04 - A YAHOO!, INC. *YHOO* 984332106 03/25/04 335,477
1 Elect Directors For Split Mgmt
1.1 Elect Director Terry S. Semel ---
For
1.2 Elect Director Jerry Yang --- For
1.3 Elect Director Roy J. Bostock ---
For
1.4 Elect Director Ronald W. Burkle
--- For
1.5 Elect Director Eric Hippeau ---
Withhold
Eric Hippeau is a former director of Global
crossing, SSGA is WITHHOLDING votes from this
director.
1.6 Elect Director Arthur H. Kern ---
For
1.7 Elect Director Robert A. Kotick
--- For
1.8 Elect Director Edward R. Kozel
--- For
1.9 Elect Director Gary L. Wilson ---
For
2 Amend Employee Stock Purchase Plan For For Mgmt
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there
are limitations on participation.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification
282
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
TECHNOLOGY SELECT SECTOR SPDR FUND - J912
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
of the company's auditors.
4 Expense Stock Options Against Against ShrHoldr
283
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
05/11/04 - A 3M CO *MMM* 88579Y101 03/12/04 438,984
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Increase Authorized Common Stock For For Mgmt
The size of the increase (100%) requested
falls within guidelines.
4 Separate Chairman and CEO Against Against ShrHoldr
Positions
12/18/03 - S ALLIED WASTE INDUSTRIES, 019589308 11/03/03 175,240
INC. *AW*
1 Approve Conversion of Securities For For Mgmt
Although this exchange will be dilutive to
the ownership interest of the common
shareholders and the conversion price
underlying the exchange is at a slight
discount to the company's closing stock
price on the day before the announcement of
the exchange, the economic benefits of the
transaction outweigh the costs. Moreover,
the company established a special committee
of disinterested directors to control all
negotiations and to circumvent any conflict
of interests.
284
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
05/21/04 - A ALLIED WASTE INDUSTRIES, 019589308 03/31/04 258,887
INC. *AW*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Expense Stock Options Against Against ShrHoldr
4 Report on Privatization Against Against ShrHoldr
06/10/04 - A AMERICAN POWER CONVERSION 029066107 04/14/04 112,416
CORP. *APCC*
1 Fix Number of Directors For For Mgmt
2 Elect Directors For Split Mgmt
2.1 Elect Director Rodger B.
Dowdell, Jr. --- For
2.2 Elect Director Emanuel E.
Landsman --- For
2.3 Elect Director Neil E.
Rasmussen --- For
2.4 Elect Director Ervin F. Lyon
--- Withhold
WITHHOLD votes from Ervin F. Lyon for
standing as an affiliated outsider on the
Audit, Compensation and Nominating
committees.
2.5 Elect Director James D. Gerson
--- For
2.6 Elect Director John G.
Kassakian --- For
2.7 Elect Director John F. Keane,
Sr. --- For
2.8 Elect Director Ellen B.
Richstone --- For
3 Approve Omnibus Stock For For Mgmt
285
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
Plan
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans is within the allowable cap of
15%, and the reasonable terms of the plan.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/04/04 - A AMERICAN STANDARD 029712106 03/10/04 49,294
COMPANIES, INC. *ASD*
1 Elect Directors For For Mgmt
1.1 Elect Director Steven E.
Anderson --- For
1.2 Elect Director James F.
Hardymon --- For
\
1.3 Elect Director Ruth Ann
Marshall --- For
2 Increase Authorized Common Stock For Against Mgmt
The number of additional authorized common
shares sought in this proposal exceeds
guidelines (180%). The company has not
offered a specific purpose for the
additional shares.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
286
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
04/22/04 - A AVERY DENNISON CORP. *AVY* 053611109 02/23/04 73,297
1 Elect Directors For For Mgmt
1.1 Elect Directors Philip M. Neal
--- For
1.2 Elect Directors Frank V.
Cahouet --- For
1.3 Elect Directors Peter W. Mullin
--- For
1.4 Elect Directors Bruce E. Karatz
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Amend Executive Incentive Bonus For For Mgmt
Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
4 Amend Executive Incentive Bonus For For Mgmt
Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
04/21/04 - A BURLINGTON NORTHERN SANTA 12189T104 02/27/04 224,321
FE CORP. *BNI*
1 Elect Directors For Split Mgmt
287
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
1.1 Elect Director Alan L.
Boeckmann --- For
1.2 Elect Director Vilma S.
Martinez --- Withhold
WITHHOLD votes from Marc F. Racicot and
Vilma S. Martinez for standing as
affiliated outsiders on the Directors and
Corporate Governance Committee, which
serves as the nominating committee.
1.3 Elect Director Marc F. Racicot
--- Withhold
WITHHOLD votes from Marc F. Racicot and
Vilma S. Martinez for standing as
affiliated outsiders on the Directors and
Corporate Governance Committee, which
serves as the nominating committee.
1.4 Elect Director Roy S. Roberts
--- For
1.5 Elect Director Matthew K. Rose
--- For
1.6 Elect Director Marc J. Shapiro
--- For
1.7 Elect Director J.C. Watts, Jr.
--- For
1.8 Elect Director Robert H. West
--- For
1.9 Elect Director J. Steven
Whisler --- For
1.10 Elect Director Edward E.
Whitacre, Jr. --- For
1.11 Elect Director Michael B.
Yanney --- For
2 Amend Omnibus Stock Plan For For Mgmt
288
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
04/14/04 - A CATERPILLAR INC. *CAT* 149123101 02/17/04 198,600
1 Elect Directors For For Mgmt
2 Amend Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to
the total level of potential dilution under
all plans.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
4 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder
Vote
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management, shareholders
should be allowed to make their own
evaluation of such plans.
5 Report on Equipment Sales to Against Against ShrHoldr
Israel
289
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- -----------------------------------------------------------------------------------------------------------------------------------
6 Report on Operational Imact of Against Against ShrHoldr
HIV/AIDS, TB, and Malaria
Pandemic
04/20/04 - A CENDANT CORPORATION *CD* 151313103 02/23/04 580,064
1 Elect Directors For For Mgmt
2 Declassify the Board of For For Mgmt
Directors
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
SHAREHOLDER PROPOSALS
4 Separate Chairman and CEO Against Against ShrHoldr
Positions
5 Limit Executive Compensation Against Against ShrHoldr
10/14/03 - A CINTAS CORP. *CTAS* 172908105 08/18/03 138,609
1 Fix Number of Directors For For Mgmt
2 Elect Directors For Split Mgmt
2.1 Elect Director Richard T.
Farmer --- Withhold
WITHHOLD votes from Richard T. Farmer for
standing as an insider on the Nominating
Committee, Roger L. Howe for standing as an
affiliated outsider on the Audit Committee,
Compensation, and Nominating Committees,
David C. Phillips for standing as an
affiliated outsider on the Nominating
Committee, and Audit Committee members
Roger L.
290
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
Howe, Robert J. Herbold, Gerald V. Dirvin, and Paul
R. Carter for paying excessive non-audit fees.
2.2 Elect Director Robert J.
Kohlhepp --- For
2.3 Elect Director Scott D. Farmer
--- For
2.4 Elect Director Paul R. Carter
--- Withhold
2.5 Elect Director Gerald V. Dirvin
--- Withhold
2.6 Elect Director Robert J.
Herbold --- Withhold
2.7 Elect Director Roger L. Howe
--- Withhold
2.8 Elect Director David C.
Phillips --- Withhold
3 Approve Non-Employee Director For For Mgmt
Stock Option Plan
Considering the level of cash compensation directors
currently receive, the relatively conservative number
of shares to be granted annually to each nonemployee
director in relation to the market price of the
stock, and the total number of shares to be
authorized under the terms of this plan, the plan is
reasonable and can be supported.
SHAREHOLDER PROPOSALS
4 Expense Stock Options Against Against ShrHoldr
5 Establish a Nominating Against For ShrHoldr
Committee of Independent
Directors
An independent nominating committee is one way to
assure that
291
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
shareholder interests will be adequately represented
by a board that is independent of management and that
does not have an interest in the company that differs
from the interests of other shareholders.
6 Require Majority of Independent Against For ShrHoldr
Directors on Board
An independent board is one way to assure that
shareholder interests will be adequately represented
by a board that is independent of management and that
does not have an interest in the company that differs
from the interests of other shareholders.
7 Report on Code of Conduct Against Against ShrHoldr
04/27/04 - A COOPER INDUSTRIES LTD G24182100 03/01/04 67,273
*CBE*
MEETING FOR HOLDERS OF ADRS
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 APPROVE THE AMENDED AND For For Mgmt
RESTATED STOCK INCENTIVE PLAN.
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans and other
favorable terms of the
292
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
plan. A vote in favor of this proposal is
recommended.
4 SHAREHOLDER PROPOSAL RELATING Against Against ShrHoldr
TO SOCIAL AND ENVIRONMENTAL
ISSUES RELATED TO
SUSTAINABILITY.
5 SHAREHOLDER PROPOSAL RELATING Against Against ShrHoldr
TO EXECUTIVE EQUITY
COMPENSATION PLANS.
04/26/04 - A CRANE CO. *CR* 224399105 02/27/04 63,994
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to total level
of potential dilution under all plans.
4 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the full
deductibility of all compensation paid under the plan
and would ultimately reduce the company's corporate
tax obligation.
5 Implement MacBride Against Against ShrHoldr
293
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
Principles
05/05/04 - A CSX CORP. *CSX* 126408103 03/05/04 140,704
1 Elect Directors For Split Mgmt
1.1 Elect Director E.E. Bailey ---
For
1.2 Elect Director R.L. Burrus, Jr.
--- For
1.3 Elect Director E.J. Kelly, III
--- For
1.4 Elect Director R.D. Kunisch ---
For
1.5 Elect Director S.J. Morcott ---
For
1.6 Elect Director D.M. Ratcliffe
--- Withhold
D.M. Ratcliffe is an affiliated outsider on the
nominating committee.
1.7 Elect Director C.E. Rice --- For
1.8 Elect Director W.C. Richardson
--- For
1.9 Elect Director F.S. Royal, M.D.
--- For
1.10 Elect Director D.J. Shepard ---
For
1.11 Elect Director M.J. Ward --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Limit Executive Compensation Against Against ShrHoldr
294
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
4 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder
Vote
Because shareholder rights plans greatly alter the
balance of power between shareholders and management,
shareholders should be allowed to make their own
evaluation of such plans.
5 Limit Awards to Executives Against Against ShrHoldr
09/16/03 - A CUMMINS , INC. *CMI* 231021106 08/06/03 49,363
1 Elect Directors For For Mgmt
1.1 Elect Director Robert J.
Darnall --- For
1.2 Elect Director John M. Deutch
--- For
1.3 Elect Director Walter Y. Elisha
--- For
1.4 Elect Director Alexis M. Herman
--- For
1.5 Elect Director William I.
Miller --- For
1.6 Elect Director William D.
Ruckelshaus --- For
1.7 Elect Director Theodore M.
Solso --- For
1.8 Elect Director Franklin A.
Thomas --- For
1.9 Elect Director J. Lawrence
Wilson --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's
295
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans, and the
reasonable terms of the plan.
04/06/04 - A CUMMINS , INC. *CMI* 231021106 02/16/04 41,994
1 Elect Directors For For Mgmt
1.1 Elect Director Robert J.
Darnall --- For
1.2 Elect Director John M. Deutch
--- For
Mr. Deutch is an affiliated outside director because
he provides consulting services to Cummins, Inc. Mr.
Deutch is a member of the nominating committee
serving as an affiliated outside director.
1.3 Elect Director Alexis M. Herman
--- For
1.4 Elect Director William I.
Miller --- For
1.5 Elect Director William D.
Ruckelshaus --- For
1.6 Elect Director Theodore M.
Solso --- For
1.7 Elect Director J. Lawrence
Wilson --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking
296
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
ratification of the company's auditors.
05/04/04 - A DANAHER CORP. *DHR* 235851102 03/10/04 94,075
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Amend Stock Option Plan For For Mgmt
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans, and the
reasonable terms of the plan.
4 Develop Charter Language on Against Against ShrHoldr
Board Diversity
02/25/04 - A DEERE & CO. *DE* 244199105 12/31/03 138,295
1 Elect Directors For For Mgmt
04/23/04 - A DELTA AIR LINES, INC. 247361108 03/01/04 115,755
*DAL*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
297
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
3 Restore or Provide for Against Against ShrHoldr
Cumulative Voting
Cumulative voting permits a director to be elected
who would represent and further a special interest as
opposed to acting for the benefit of all
shareholders.
4 Limit Awards to Executives Against Against ShrHoldr
5 Submit Executive Pension Against Against ShrHoldr
Benefit To Vote
6 Limit Executive Compensation Against Against ShrHoldr
05/04/04 - A DELUXE CORP. *DLX* 248019101 03/08/04 41,892
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the full
deductibility of all compensation paid under the plan
and would ultimately reduce the company's corporate
tax obligation.
4 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans, and the
reasonable terms of the
298
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
plan.
5 Limit Executive Compensation Against Against ShrHoldr
04/20/04 - A DOVER CORP. *DOV* 260003108 02/27/04 131,835
1 Elect Directors For Split Mgmt
1.1 Elect Director David H. Benson
--- For
1.2 Elect Director Jean-Pierre M.
Ergas --- For
1.3 Elect Director Kristiane C.
Graham --- For
1.4 Elect Director Ronald L.
Hoffman --- For
1.5 Elect Director James L. Koley
--- For
1.6 Elect Director Richard K.
Lochridge --- For
1.7 Elect Director Thomas L. Reece
--- For
1.8 Elect Director Bernard G.
Rethore --- For
1.9 Elect Director Gary L. Roubos
--- Withhold
WITHHOLD votes from Gary L. Roubos for standing as an
affiliated outsider on the Audit Committee and Gary
L. Roubos for standing as an affiliated outsider on
the Nominating Committee.
1.10 Elect Director Michael B.
Stubbs --- For
2 Approve Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported
299
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
due to the total level of potential dilution under
all plans.
3 Other Business For Against Mgmt
Details of other business items not disclosed
04/28/04 - A EATON CORP. *ETN* 278058102 03/01/04 99,970
1 Elect Directors For For Mgmt
1.1 Elect Director Michael J.
Critelli --- For
1.2 Elect Director Ernie Green ---
For
1.3 Elect Director Kiran M. Patel
--- For
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans, and the
reasonable terms of the plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
02/03/04 - A EMERSON ELECTRIC CO. *EMR* 291011104 11/24/03 245,694
1 Elect Directors For For Mgmt
1.1 Elect Director C. Fernandez G.
--- For
1.2 Elect Director C.F.
300
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
Knight --- For
1.3 Elect Director G.A. Lodge ---
For
1.4 Elect Director R.L. Ridgway ---
For
1.5 Elect Director E.E. Whitacre,
Jr. --- For
2 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the full
deductibility of all compensation paid under the plan
and would ultimately reduce the company's corporate
tax obligation.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
04/28/04 - A EQUIFAX INC. *EFX* 294429105 02/18/04 101,833
1 Elect Directors For For Mgmt
09/29/03 - A FEDEX CORPORATION *FDX* 31428X106 08/04/03 206,375
1 Elect Directors For For Mgmt
1.1 Elect Director August A. Busch
IV --- For
1.2 Elect Director John A.
Edwardson --- For
1.3 Elect Director George J.
Mitchell --- For
1.4 Elect Director Joshua I. Smith
--- For
2 Approve Omnibus Stock For For Mgmt
301
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
Plan
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans, and the
reasonable terms of the plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
SHAREHOLDER PROPOSAL
4 Declassify the Board of Against For ShrHoldr
Directors
Classified boards serve to entrench management and
discourage bidders by preventing replacement of the
board in one year. In addition, shareholders are
prevented from removing board members who are not
acting in the best interest of shareholders until
their term is completed.
04/28/04 - A FLUOR CORP. *FLR* 343412102 03/03/04 64,211
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Amend Non-Employee Director For For Mgmt
Restricted Stock Plan
302
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
05/05/04 - A GENERAL DYNAMICS CORP. 369550108 03/12/04 117,405
*GD*
1 Elect Directors For Split Mgmt
1.1 Elect Director Nicholas D.
Chabraja --- For
1.2 Elect Director James S. Crown
--- Withhold
James S. Crown is and affiliated director on all key
committees.
1.3 Elect Director Lester Crown ---
For
1.4 Elect Director William P.
Fricks --- For
1.5 Elect Director Charles H.
Goodman --- Withhold
Charles H. Goodman is an affiliated director on the
compensation committee.
1.6 Elect Director Jay L. Johnson
--- For
1.7 Elect Director George A.
Joulwan --- For
1.8 Elect Director Paul G. Kaminski
--- Withhold
Paul G. Kaminski is an affiliated outsider on the
compensation committee.
1.9 Elect Director John M. Keane
--- For
1.10 Elect Director Lester L. Lyles
--- For
1.11 Elect Director Carl E. Mundy,
Jr. --- For
1.12 Elect Director Robert
303
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
Walmsley --- For
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans, and the
reasonable terms of the plan.
3 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder
Vote
Because shareholder rights plans greatly alter the
balance of power between shareholders and management,
shareholders should be allowed to make their own
evaluation of such plans.
4 Report on Foreign Military Sales Against Against ShrHoldr
04/28/04 - A GENERAL ELECTRIC CO. *GE* 369604103 03/01/04 3,999,953
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Amend Omnibus Stock Plan For For Mgmt
We support the addition of revenue growth rate to the
pool of performance measures applicable to long-term
performance awards. We also applaud the company's
decision
304
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
to shift a substantial portion of its executive
grants to restricted stock units and performance
based awards. Such practice should reduce dilution
and provide effective incentives for superior
performers who remain with the company during periods
of stock market fluctuations in which stock options
may have no realizable value. In addition, restricted
stock units and long-term performance awards more
closely align executives' interests with investors'
long term interests as these awards are paid out only
to executives who remain with the company for
extended periods.
4 Provide for Cumulative Voting Against Against ShrHoldr
Cumulative voting permits a director to be elected
who would represent and further a special interest as
opposed to acting for the benefit of all
shareholders.
5 Eliminate Animal Testing Against Against ShrHoldr
6 Report on Nuclear Fuel Storage Against Against ShrHoldr
Risks
7 Report on PCB Clean-up Against Against ShrHoldr
8 Report on Foreign Outsourcing Against Against ShrHoldr
9 Prepare Sustainability Report Against Against ShrHoldr
10 Limit Composition of Management Against Against ShrHoldr
Development and Compensation
Committee to Independent
Directors
305
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
Given that: (1) the company already has a policy in
place requiring that all key board committee members
be independent and (2) the company's Management
Development and Compensation Committee is currently
fully independent, this item does not warrant
support.
11 Report on Pay Disparity Against Against ShrHoldr
12 Limit Awards to Executives Against Against ShrHoldr
13 Limit Board Service for Other Against Against ShrHoldr
Companies
14 Separate Chairman and CEO Against Against ShrHoldr
Positions
15 Hire Advisor/Maximize Against Against ShrHoldr
Shareholder Value
16 Adopt a Retention Ratio for Against Against ShrHoldr
Executives and Directors
17 Require 70% to 80% Independent Against Against ShrHoldr
Board
Given that: (1) the board is 73.3 percent independent,
(2) the company already has a policy in place providing
for a two-thirds independent board, with a minimum of
ten independent directors at all times, and (3) the
company has voluntarily adopted additional, stricter
independence tests with respect to a director's
affiliation with non-profit organizations funded by
the GE and companies receiving loans from GE, the
company has taken sufficient steps to ensure the
maintenance of a supermajority
306
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
independent board. As such, this item does not
warrant shareholder support.
18 Report on Political Against Against ShrHoldr
Contributions/Activities
04/27/04 - A GOODRICH CORPORATION *GR* 382388106 03/08/04 99,061
1 Elect Directors For For Mgmt
1.1 Elect Director Diane C. Creel
--- For
1.2 Elect Director George A.
Davidson, Jr. --- For
1.3 Elect Director Harris E.
DeLoach, Jr. --- For
1.4 Elect Director James J. Glasser
--- For
1.5 Elect Director James W.
Griffith --- For
1.6 Elect Director William R.
Holland --- For
1.7 Elect Director Marshall O.
Larsen --- For
1.8 Elect Director Douglas E.
Olesen --- For
1.9 Elect Director Alfred M.
Rankin, Jr. --- For
1.10 Elect Director James R. Wilson
--- For
1.11 Elect Director A. Thomas Young
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
307
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
09/10/03 - A H&R BLOCK, INC. *HRB* 093671105 07/08/03 124,007
1 Elect Directors For For Mgmt
1.1 Elect Director G. Kenneth Baum
--- For
1.2 Elect Director Henry F. Frigon
--- For
1.3 Elect Director Roger W. Hale
--- For
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans, and the
reasonable terms of the plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
04/26/04 - A HONEYWELL INTERNATIONAL, 438516106 02/27/04 489,359
INC. *HON*
1 Elect Directors For For Mgmt
1.1 Elect Director James J. Howard
--- For
1.2 Elect Director Bruce Karatz ---
For
1.3 Elect Director Russell E.
Palmer --- For
1.4 Elect Director Ivan G.
Seidenberg --- For
1.5 Elect Director Eric K.
308
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
Shinseki --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Declassify the Board of Against For ShrHoldr
Directors
Classified boards serve to entrench management and
discourage bidders by preventing replacement of the
board in one year. In addition, shareholders are
prevented from removing board members who are not
acting in the best interest of shareholders until
their term is completed.
4 Amend Vote Requirements to Against For ShrHoldr
Amend Articles/Bylaws/Charter
Supermajority vote requirements serve as entrenchment
devices for management and therefore are not in the
shareholders' best interest.
5 Submit Severance Agreement Against Against ShrHoldr
(Change-in-Control) to
Shareholder Vote
6 Report on Pay Disparity Against Against ShrHoldr
7 Provide for Cumulative Voting Against Against ShrHoldr
Cumulative voting permits a director to be elected
who would represent and further a special interest as
opposed to acting for the benefit of all
shareholders.
309
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
05/07/04 - A ILLINOIS TOOL WORKS INC. 452308109 03/09/04 178,625
*ITW*
1 Elect Directors For For Mgmt
1.1 Elect Director William F.
Aldinger --- For
1.2 Elect Director Michael J. Birck
--- For
1.3 Elect Director Marvin D.
Brailsford --- For
1.4 Elect Director James R.
Cantalupo --- For
1.5 Elect Director Susan Crown ---
For
1.6 Elect Director Don H. Davis,
Jr. --- For
1.7 Elect Director W. James Farrell
--- For
1.8 Elect Director Robert C.
McCormack --- For
1.9 Elect Director Robert S.
Morrison --- For
1.10 Elect Director Harold B. Smith
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
06/02/04 - A INGERSOLL-RAND COMPANY G4776G101 04/02/04 100,825
LIMITED *IR*
MEETING FOR HOLDERS OF ADRS
1 Elect Directors For For Mgmt
310
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
1.1 Elect Director P.C. Godsoe ---
For
1.2 Elect Director C.J. Horner ---
For
1.3 Elect Director O.R. Smith ---
For
2 ADOPTION OF AMENDED AND For For Mgmt
RESTATED INCENTIVE STOCK PLAN
OF 1998.
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans and other
favorable terms of the plan. A vote in favor of this
proposal is recommended.
3 APPROVAL OF AMENDED AND For For Mgmt
RESTATED BYE-LAWS.
As the proposed article amendments will have a
positive effect on the company's corporate
governance, it is recommended that shareholders
support this item.
4 Ratify Auditors For For Mgmt
5 SHAREHOLDER PROPOSAL TO Against For ShrHoldr
DECLASSIFY THE BOARD OF
DIRECTORS.
The ability to elect directors is the single most
important use of the shareholder franchise, and all
311
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
directors should be accountable on an annual basis. A
classified board can entrench management and
effectively preclude most takeover bids or proxy
contests. Board classification forces dissidents and
would-be acquirers to negotiate with the incumbent
board, which has the authority to decide on offers
without a shareholder vote.
6 SHAREHOLDER PROPOSAL TO CHANGE Against Against ShrHoldr
THE COMPANY S JURISDICTION OF
INCORPORATION.
Support of this shareholder resolution is not
warranted at this time as the board has adequately
addressed many of the concerns raised by the
proponent. Based on the significant economic benefits
to shareholders and the company's recent progress
toward positive corporate governance and improved
disclosure, it is recommended that shareholders
oppose this shareholder-requisitioned proposal.
7 SHAREHOLDER PROPOSAL TO REQUIRE Against Against ShrHoldr
THE SEPARATION OF THE CHIEF
EXECUTIVE OFFICER AND THE CHAIR
OF THE BOARD.
The company's governance structure
312
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
provides a satisfactory balance to a unified chairman
and CEO position.
05/11/04 - A ITT INDUSTRIES, INC. *ITT* 450911102 03/19/04 57,214
1 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
2 Elect Directors For For Mgmt
04/22/04 - A LOCKHEED MARTIN CORP. 539830109 03/01/04 256,979
*LMT*
1 Elect Directors For Split Mgmt
1.1 Elect Director E.C. 'Pete'
Aldridge, Jr. --- For
1.2 Elect Director Nolan D.
Archibald --- For
1.3 Elect Director Norman R.
Augustine --- Withhold
WITHHOLD votes from Joseph W. Ralston and Norman R.
Augustine for standing as affiliated outsiders on the
Nominating Committee
1.4 Elect Director Marcus C.
Bennett --- For
1.5 Elect Director Vance D. Coffman
--- For
1.6 Elect Director Gwendolyn S.
King --- For
1.7 Elect Director Douglas H.
McCorkindale --- For
313
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
1.8 Elect Director Eugene F. Murphy
--- For
1.9 Elect Director Joseph W.
Ralston --- Withhold
WITHHOLD votes from Joseph W. Ralston and Norman R.
Augustine for standing as affiliated outsiders on the
Nominating Committee
1.10 Elect Director Frank Savage ---
Withhold
Frank Savage is a former Enron director and SSGA has
chosen to WITHHOLD from this director.
1.11 Elect Director Anne Stevens ---
For
1.12 Elect Director Robert J.
Stevens --- For
1.13 Elect Director James R.
Ukropina --- Withhold
James R. Ukropina si an affiliated outsider on the
audit and nominating committees.
1.14 Elect Director Douglas C.
Yearley --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Report on Executive Ties to Against Against ShrHoldr
Government
4 Submit Shareholder Rights Plan Against Against ShrHoldr
(Poison Pill) to Shareholder
Vote
SSGA support proposal to Submit Shareholder Rights
Plan (Poison
314
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
Pill) to Shareholder Vote. In view of the company's
commitment to put any future pill to a shareholder
vote within 12 months, the objectives of this
proposals have already been achieved.
5 Prohibit Auditor from Providing Against Against ShrHoldr
Non-Audit Services
6 Develop Ethical Criteria for Against Against ShrHoldr
Military Contracts
05/11/04 - A MASCO CORP. *MAS* 574599106 03/15/04 263,352
1 Elect Directors For For Mgmt
1.1 Elect Director Peter A. Dow ---
For
1.2 Elect Director Anthony F.
Earley, Jr. --- For
1.3 Elect Director Wayne B. Lyon
--- For
1.4 Elect Director David L.
Johnston --- For
1.5 Elect Director J. Michael Losh
--- For
2 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the full
deductibility of all compensation paid under the plan
and would ultimately reduce the company's corporate
tax obligation.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's
315
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
auditors.
06/16/04 - A MONSTER WORLDWIDE, INC. 611742107 04/26/04 75,430
*MNST*
1 Elect Directors For Split Mgmt
1.1 Elect Director Andrew J.
Mckelvey --- For
1.2 Elect Director George R. Eisele
--- For
1.3 Elect Director John Gaulding
--- For
1.4 Elect Director Ronald J. Kramer
--- For
1.5 Elect Director Michael Kaufman
--- For
1.6 Elect Director John Swann ---
Withhold
John Swann is an affiliated outsider on the
nominating committee.
1.7 Elect Director David A. Stein
--- For
2 Amend Omnibus Stock Plan For For Mgmt
This proposal does not seek to authorize an increase
in the number of shares available for issuance under
the plan. Instead it seeks shareholder reapproval for
the material terms of the performance goals of the
company.
02/17/04 - A NAVISTAR INTERNATIONAL 63934E108 01/05/04 56,053
CORP. *NAV*
1 Elect Directors For For Mgmt
316
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
1.1 Elect Director Michael N.
Hammes --- For
1.2 Elect Director James H. Keyes
--- For
1.3 Elect Director Southwood J.
Morcott --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans, and the
reasonable terms of the plan.
05/13/04 - A NORFOLK SOUTHERN CORP. 655844108 03/05/04 249,953
*NSC*
1 Elect Directors For Split Mgmt
1.1 Elect Director Alston D.
Correll --- For
1.2 Elect Director Landon Hilliard
--- Withhold
Landon Hilliard is an affiliated outsider on the
nominating and compensation committees.
1.3 Elect Director Burton M. Joyce
--- For
1.4 Elect Director Jane Margaret
O'Brien --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking
317
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
ratification of the company's auditors.
05/18/04 - A NORTHROP GRUMMAN CORP. 666807102 03/22/04 101,102
*NOC*
1 Elect Directors For For Mgmt
1.1 Elect Director Lewis W. Coleman
--- For
1.2 Elect Director J. Michael Cook
--- For
1.3 Elect Director Philip A. Odeen
--- For
1.4 Elect Director Aulana L. Peters
--- For
1.5 Elect Director Kevin W. Sharer
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Develop Ethical Criteria for Against Against ShrHoldr
Military Contracts
4 Declassify the Board of Against For ShrHoldr
Directors
Classified boards serve to entrench management and
discourage bidders by preventing replacement of the
board in one year. In addition, shareholders are
prevented from removing board members who are not
acting in the best interest of shareholders until
their term is completed.
318
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
04/27/04 - A PACCAR INC. *PCAR* 693718108 03/01/04 109,543
1 Elect Directors For For Mgmt
2 Increase Authorized Common Stock For For Mgmt
The size of the increase (100%) requested falls
within guidelines.
3 Amend Deferred Compensation Plan For For Mgmt
4 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder
Vote
Because shareholder rights plans greatly alter the
balance of power between shareholders and management,
shareholders should be allowed to make their own
evaluation of such plans.
5 Limit Awards to Executives Against Against ShrHoldr
11/19/03 - A PALL CORP. *PLL* 696429307 10/01/03 106,693
1 Elect Directors For For Mgmt
1.1 Elect Director Daniel J.
Carroll, Jr. --- For
1.2 Elect Director Eric Krasnoff
--- For
1.3 Elect Director Dr. Edward L.
Snyder --- For
1.4 Elect Director Dr. James D.
Watson --- For
1.5 Elect Director Marcus Wilson
--- For
2 Approve Executive Incentive For For Mgmt
Bonus Plan
319
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
Compliance with 162(m) would preserve the full
deductibility of all compensation paid under the plan
and would ultimately reduce the company's corporate
tax obligation.
3 Amend Restricted Stock Plan For For Mgmt
4 Amend Employee Stock Purchase For For Mgmt
Plan
The plan complies with Section 423 of the Internal
Revenue Code, the number of shares being added is
relatively conservative, the offering period is
reasonable, and there are limitations on
participation.
10/22/03 - A PARKER-HANNIFIN CORP. *PH* 701094104 08/29/03 98,146
1 Elect Directors For For Mgmt
1.1 Elect Director Duane E. Collins
--- For
1.2 Elect Director Robert J.
Kohlhepp --- For
1.3 Elect Director Giulio Mazzalupi
--- For
1.4 Elect Director Klaus-Peter
Muller --- For
1.5 Elect Director Allan L.
Rayfield --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
320
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans, and the
reasonable terms of the plan.
05/10/04 - A PITNEY BOWES INC. *PBI* 724479100 03/12/04 146,096
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Report on Political Against Against ShrHoldr
Contributions/Activities
05/04/04 - A POWER-ONE, INC. *PWER* 739308104 03/12/04 144,573
1 Elect Directors For For Mgmt
1.1 Elect Director Steven J.
Goldman --- For
1.2 Elect Director Jay Walters ---
For
1.3 Elect Director Jon E.M. Jacoby
--- For
1.4 Elect Director Mark
Melliar-Smith --- For
2 Approve Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to the total
level of potential dilution under all plans.
3 Ratify Auditors For For Mgmt
321
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
Routine proposal seeking ratification of the
company's auditors.
02/23/04 - S R. R. DONNELLEY & SONS CO. 257867101 01/15/04 84,335
*RRD*
1 Issue Shares in Connection with For For Mgmt
an Acquisition
Despite the increased leverage, the combined company
will be the leading full-service global printer with
pro forma revenues of $8 billion and thus better
positioned to benefit from scale and growth
opportunities. Donnelley shareholders will own 53.1
percent of the combined company which is slightly
below its revenue and EBITDA contribution but above
its contribution to the combined company's net
income. Donnelley directors will control the board of
the combined company. The CEO position, however, will
be assumed by Moore's CEO, solving Donnelley's
succession search. The transaction is expected to be
accretive in the first year, excluding transaction
costs. On aggregate, it is a net positive for
Donnelley's shareholders.
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due
322
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
to the size of the requested authorization, the
resulting level of potential dilution under all
plans, and the reasonable terms of the plan.
04/14/04 - A R. R. DONNELLEY & SONS CO. 257867101 03/01/04 89,012
*RRD*
1 Elect Directors For For Mgmt
2 Sale of Company Assets Against Against ShrHoldr
3 Expense Stock Options Against Against ShrHoldr
05/05/04 - A RAYTHEON CO. *RTN* 755111507 03/08/04 248,435
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Develop Ethical Criteria for Against Against ShrHoldr
Military Contracts
4 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder
Vote
Because shareholder rights plans greatly alter the
balance of power between shareholders and management,
shareholders should be allowed to make their own
evaluation of such plans.
5 Declassify the Board of Against For ShrHoldr
Directors
Classified boards serve to entrench management and
discourage bidders
323
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
by preventing replacement of the board in one year.
In addition, shareholders are prevented from removing
board members who are not acting in the best interest
of shareholders until their term is completed.
6 Implement MacBride Principles Against Against ShrHoldr
7 Expense Stock Options Against Against ShrHoldr
8 Submit Executive Pension Against Against ShrHoldr
Benefit to Vote
9 Limit Executive Compensation Against Against ShrHoldr
05/04/04 - A ROBERT HALF INTERNATIONAL 770323103 03/11/04 132,107
INC. *RHI*
1 Elect Directors For For Mgmt
1.1 Elect Director Andrew S.
Berwick, Jr. --- For
1.2 Elect Director Frederick P.
Furth --- For
1.3 Elect Director Edward W.
Gibbons --- For
1.4 Elect Director Harold M.
Messmer, Jr. --- For
1.5 Elect Director Thomas J. Ryan
--- For
1.6 Elect Director J. Stephen
Schaub --- For
1.7 Elect Director M. Keith Waddell
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's
324
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
auditors.
02/04/04 - A ROCKWELL AUTOMATION INC 773903109 12/08/03 127,763
*ROK*
A.1 Elect Director Don H. Davis, Jr. For For Mgmt
A.2 Elect Director William H. Gray, For For Mgmt
III
A.3 Elect Director William T. For For Mgmt
McCormick, Jr.
A.4 Elect Director Keith D. Nosbusch For For Mgmt
B Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
C Amend Omnibus Stock Plan For Against Mgmt The
initiative cannot be supported due to the total
level of potential dilution under all plans.
02/10/04 - A ROCKWELL COLLINS, INC. 774341101 12/15/03 118,045
*COL*
1 Elect Directors For For Mgmt
1.1 Elect Director Donald R. Beall
--- For
1.2 Elect Director Richard J.
Ferris --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
325
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
05/07/04 - A RYDER SYSTEM, INC. *R* 783549108 03/12/04 63,816
1 Elect Directors For For Mgmt
1.1 Elect Director John M. Berra
--- For
1.2 Elect Director David I. Fuente
--- For
1.3 Elect Director Eugene A. Renna
--- For
1.4 Elect Director Abbie J. Smith
--- For
1.5 Elect Director Christine A.
Varney --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
10/21/03 - S SHORT-TERM INVESTMENTS CO. 825251101 07/25/03 2,370,495
1 Elect Directors For For Mgmt
2 Approve Conversion to Series of For For Mgmt
Delaware Statutory Trust
Reorganizing the fund from a Maryland corporation to
a Delaware statutory trust may provide benefits to
the fund and its shareholders. Most of the funds of
AIM Funds are now or are likely to become Delaware
statutory trusts. To the extent that the boards and
management of funds of AIM Funds, including the board
and management of the fund, have to
326
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
deal with the law of a single state, rather than the
laws of many states, efficiencies may be achieved,
both in terms of reduced costs in determining the
requirements of law in unique circumstances and the
certainty of operating routinely in a familiar
regulatory environment.
05/19/04 - A SOUTHWEST AIRLINES CO. 844741108 03/23/04 433,314
*LUV*
1 Elect Directors For Split Mgmt
1.1 Elect Director Herbert D.
Kelleher --- For
1.2 Elect Director Rollin W. King
--- For
1.3 Elect Director June M. Morris
--- Withhold
WITHHOLD votes from June M. Morris for standing as an
affiliated outsider on the Audit, Compensation and
Nominating committees and C. Webb Crockett for
standing as affiliated outsider on the Compensation
and Nominating committees.
1.4 Elect Director C. Webb Crockett
--- Withhold
1.5 Elect Director William P. Hobby
--- For
1.6 Elect Director Travis C.
Johnson --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's
327
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
auditors.
04/28/04 - A TEXTRON INC. *TXT* 883203101 03/05/04 92,644
1 Elect Directors For For Mgmt
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans, and the
reasonable terms of the plan.
3 Approve Stock-for-Salary/Bonus For For Mgmt
Plan
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
5 Report on Foreign Weapons Sales Against Against ShrHoldr
6 Report on Political Against Against ShrHoldr
Contributions/Activities
7 Cease Charitable Contributions Against Against ShrHoldr
05/03/04 - A THE BOEING CO. *BA* 097023105 03/05/04 479,154
1 Elect Directors For For Mgmt
2 Reduce Supermajority Vote For For Mgmt
Requirement
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's
328
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
auditors.
4 Develop Ethical Criteria for Against Against ShrHoldr
Military Contracts
5 Adopt Amended Workplace Code of Against Against ShrHoldr
Conduct
6 Declassify the Board of Against For ShrHoldr
Directors
Classified boards serve to entrench management and
discourage bidders by preventing replacement of the
board in one year. In addition, shareholders are
prevented from removing board members who are not
acting in the best interest of shareholders until
their term is completed.
7 Amend Vote Requirements to Against For ShrHoldr
Amend Articles/Bylaws/Charter
SSGA does not support supermajority vote
requirements, as they serve as entrenchment devices
for management and therefore are not in the
shareholders' best interest.
8 Submit Severance Agreement Against For ShrHoldr
(Change-in-Control) to
Shareholder Vote
SSGA supports proposals that ask the company to
Submit Severance Agreement (Change-in-Control) to
Shareholder Vote when the compensation committee is
not entirely independent.
9 Adopt a Policy that will Commit Against Against ShrHoldr
329
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
Commit Executive & Directors to Hold
at least 75% of their Shares
10 Provide Employees Choice of Against Against ShrHoldr
Pension Plans at Retirement or
Termination
05/05/04 - A THOMAS & BETTS CORP. *TNB* 884315102 03/15/04 74,497
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the full
deductibility of all compensation paid under the plan
and would ultimately reduce the company's corporate
tax obligation.
4 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans, and the
reasonable terms of the plan.
5 Approve Non-Employee Director For For Mgmt
Omnibus Stock Plan
330
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
03/25/04 - A TYCO INTERNATIONAL LTD. 902124106 03/25/04 1,057,477
*TYC*
MEETING FOR HOLDERS OF ADRS
1 Elect Directors For For Mgmt
1.1 Elect Director Dennis C. Blair
--- For
1.2 Elect Director Edward D. Breen
--- For
1.3 Elect Director George W.
Buckley --- For
1.4 Elect Director Brian
Duperreault --- For
1.5 Elect Director Bruce S. Gordon
--- For
1.6 Elect Director John A. Krol ---
For
1.7 Elect Director Mackey J.
Mcdonald --- For
1.8 Elect Director H. Carl Mccall
--- For
1.9 Elect Director Brendan R.
O'Neill --- For
1.10 Elect Director Sandra S.
Wijnberg --- For
1.11 Elect Director Jerome B. York
--- For
2 Ratify Auditors For For Mgmt
3 ADOPTION OF THE AMENDED AND For For Mgmt
RESTATED BYE-LAWS.
Resolution seeks a series of amendments to make the
company charter more consistent with Delaware
corporate law. The proposed amendments contain
331
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
provisions that are similar or identical to the
provisions provided under Delaware corporate laws.
Because application of this stricter standard will
have a positive effect on the company's corporate
governance, it is recommended that shareholders
support this item.
4 APPROVAL OF TYCO 2004 STOCK AND For For Mgmt
INCENTIVE PLAN.
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans and other
favorable terms of the plan. A vote in favor of this
proposal is recommended.
5 SHAREHOLDER PROPOSAL REGARDING For For ShrHoldr
ENVIRONMENTAL REPORTING.
Item 5 is a shareholder proposal requesting that the
company provide a report to shareholders by Oct. 31,
2005, outlining the company's response to increasing
regulatory, competitive, and public pressure to
reduce the emission of toxic chemicals. Given the
enthusiastic support from management, and the
potential benefits that can be derived from taking a
proactive stance on this issue, support for this
proposal is recommended.
332
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
6 SHAREHOLDER PROPOSAL TO CHANGE Against Against ShrHoldr
TYCO S JURISDICTION OF
INCORPORATION FROM BERMUDA TO A
U.S. STATE.
The American Federation of State, County and
Municipal Employees (AFSCME) Pension Plan, beneficial
owner of 324,308 common shares, urges Tyco's board to
take the measures necessary to change the company's
jurisdiction of incorporation from Bermuda to a U.S.
state. Tyco became a Bermuda company in 1997 as a
result of a business combination with ADT. Because
the board has adequately addressed many of the
concerns associated with this proposal and due to the
significant economic benefits to shareholders and the
company's recent advancements toward positive
corporate governance, good disclosure, and
transparency, it is recommended that shareholders
oppose this shareholder-requisitioned proposal.
7 SHAREHOLDER PROPOSAL ON COMMON Against Against ShrHoldr
SENSE EXECUTIVE COMPENSATION.
The United Brotherhood of Carpenters Pension Fund and
United Association of S&P 500
333
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
Index Fund, beneficial owners of 33,700 and 127,115
common shares respectively, requests a "Common Sense
Executive Compensation" program. The proposal seeks
to limit executive base pay at 1 million, with other
restrictions on bonus plans. Because the company's
Compensation Committee is comprised entirely of
independent directors and due to the proposal's
restrictive and arbitrary limits on executive pay,
shareholder support is not warranted.
04/16/04 - A UNION PACIFIC CORP. *UNP* 907818108 02/06/04 148,322
1 Elect Directors For Split Mgmt
1.1 Elect Director P.F. Anschutz
--- Withhold
Philip F. Anschutz is an affiliated outsider on the
nominating commitee.
1.2 Elect Director R.K. Davidson
--- For
1.3 Elect Director T.J. Donohue ---
For
1.4 Elect Director A.W. Dunham ---
For
1.5 Elect Director S.F. Eccles ---
For
1.6 Elect Director I.J. Evans ---
For
1.7 Elect Director J.R. Hope --- For
1.8 Elect Director M.W.
334
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
Mcconnell --- For
1.9 Elect Director S.R. Rogel ---
For
1.10 Elect Director E. Zedillo ---
For
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans, and the
reasonable terms of the plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
4 Limit Executive Compensation Against Against ShrHoldr
5 Report on Political Against Against ShrHoldr
Contributions/Activities
05/06/04 - A UNITED PARCEL SERVICE, 911312106 03/08/04 624,265
INC. *UPS*
1 Elect Directors For For Mgmt
1.1 Elect Director Calvin Darden
--- For
1.2 Elect Director Michael L. Eskew
--- For
1.3 Elect Director James P. Kelly
--- For
1.4 Elect Director Ann M. Livermore
--- For
1.5 Elect Director Gary E.
MacDougal --- For
1.6 Elect Director Victor A.
335
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
Pelson --- For
1.7 Elect Director Lea N. Soupata
--- For
1.8 Elect Director Robert M. Teeter
--- For
1.9 Elect Director John W. Thompson
--- For
1.10 Elect Director Carol B. Tome
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
04/14/04 - A UNITED TECHNOLOGIES CORP. 913017109 02/17/04 262,221
*UTX*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Disclosure of Executive Against Against ShrHoldr
Compensation
4 Develop Ethical Criteria for Against Against ShrHoldr
Military Contracts
5 Performance-Based/Indexed Against For ShrHoldr
Options
SSGA supports Performance-Based/Indexed Options.
6 Separate Chairman and CEO Against Against ShrHoldr
Positions
336
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
04/28/04 - A W.W. GRAINGER, INC. *GWW* 384802104 03/01/04 64,409
1 Elect Directors For For Mgmt
1.1 Elect Director Brian P.
Anderson --- For
1.2 Elect Director Wesley M. Clark
--- For
1.3 Elect Director Wilbur H. Gantz
--- For
1.4 Elect Director David W.
Grainger --- For
1.5 Elect Director Richard L.
Keyser --- For
1.6 Elect Director Frederick A.
Krehbiel --- For
1.7 Elect Director John W.
McCarter, Jr. --- For
1.8 Elect Director Neil S. Novich
--- For
1.9 Elect Director James D. Slavik
--- For
1.10 Elect Director Harold B. Smith
--- For
1.11 Elect Director Janiece S. Webb
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
05/14/04 - A WASTE MANAGEMENT, INC. 94106L109 03/19/04 324,811
*WMI*
1 Elect Directors For For Mgmt
1.1 Elect Director Pastora San Juan
Cafferty --- For
1.2 Elect Director Frank M.
337
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
INDUSTRIAL SELECT SECTOR SPDR FUND - J911
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- --------------------------------------------------------------------------------------------------------------------
Clark, Jr. --- For
1.3 Elect Director Robert S. Miller
--- For
1.4 Elect Director A. Maurice Myers
--- For
1.5 Elect Director John C. Pope ---
For
1.6 Elect Director W. Robert Reum
--- For
1.7 Elect Director Steven G.
Rothmeier --- For
1.8 Elect Director David P. Steiner
--- For
1.9 Elect Director Carl W. Vogt ---
For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the size of
the requested authorization, the resulting level of
potential dilution under all plans, and the
reasonable terms of the plan.
4 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the full
deductibility of all compensation paid under the plan
and would ultimately reduce the company's corporate
tax obligation.
338
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
01/22/04 - A AIR PRODUCTS & 009158106 11/28/03 473,774
CHEMICALS, INC. *APD*
1 Elect Directors For For Mgmt
1.1 Elect Director W. Douglas
Ford --- For
1.2 Elect Director James F.
Hardymon --- For
1.3 Elect Director Paula G.
Rosput --- For
1.4 Elect Director Lawrason D.
Thomas --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
04/30/04 - A ALCOA INC. *AA* 013817101 02/02/04 2,272,040
1 Elect Directors For For Mgmt
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to
the size of the requested authorization,
the resulting level of potential
dilution under all plans, and the
reasonable terms of the plan.
3 Report on Pay Disparity Against Against ShrHoldr
4 Submit Severance Agreement Against Against ShrHoldr
(Change-in-Control) to
Shareholder Vote
339
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
05/06/04 - A ALLEGHENY 01741R102 03/12/04 254,113
TECHNOLOGIES, INC.
*ATI*
1 Elect Directors For For Mgmt
04/28/04 - A BALL CORP. *BLL* 058498106 03/01/04 156,186
1 Elect Directors For For Mgmt
1.1 Elect Director Hanno C.
Fiedler --- For
1.2 Elect Director John F.
Lehman --- For
1.3 Elect Director George A.
Sissel --- For
1.4 Elect Director Erik H. van
der Kaay --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/06/04 - A BEMIS COMPANY, INC. 081437105 03/12/04 295,738
*BMS*
1 Elect Directors For For Mgmt
1.1 Elect Director Nancy P.
Mcdonald --- For
1.2 Elect Director Jeffrey H.
Curler --- For
1.3 Elect Director Roger D.
O'Shaughnessy --- For
1.4 Elect Director David S.
Haffner --- For
340
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Increase Authorized Common For Against Mgmt
Stock
The number of additional authorized
common shares sought in this proposal
exceeds guidelines (102%). The company
has not offered a specific purpose for
the additional shares.
12/09/03 - S BOISE CASCADE CORP. 097383103 11/03/03 125,613
*BCC*
1 Approve Merger Agreement For For Mgmt
2 Approve Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due
to the total level of potential dilution
under all plans.
04/28/04 - A E.I. DU PONT DE 263534109 03/09/04 2,685,607
NEMOURS & CO. *DD*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Report on Executive Ties Against Against ShrHoldr
to Government
4 Adopt and Report on Against Against ShrHoldr
341
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
a Code of Corporate
Conduct
5 Limit Executive Against Against ShrHoldr
Compensation
05/06/04 - A EASTMAN CHEMICAL CO. 277432100 03/15/04 213,434
*EMN*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Limit Awards to Executives Against Against ShrHoldr
05/07/04 - A ECOLAB, INC. *ECL* 278865100 03/16/04 682,252
1 Elect Directors For For Mgmt
1.1 Elect Director Richard U.
De Schutter --- For
1.2 Elect Director William L.
Jews --- For
1.3 Elect Director Joel W.
Johnson --- For
1.4 Elect Director Ulrich
Lehner --- For
1.5 Elect Director Beth M.
Pritchard --- For
2 Amend Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve
the full deductibility of
342
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
all compensation paid under the plan and
would ultimately reduce the company's
corporate tax obligation.
3 Approve Employee Stock For For Mgmt
Purchase Plan
The plan complies with Section 423 of
the Internal Revenue Code, the number of
shares being added is relatively
conservative, the offering period is
reasonable, and there are limitations on
participation.
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/06/04 - A ENGELHARD CORP. *EC* 292845104 03/15/04 344,639
1 Elect Directors For For Mgmt
05/06/04 - A FREEPORT-MCMORAN 35671D857 03/12/04 537,991
COPPER & GOLD INC.
*FCX*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Approve Non-Employee For For Mgmt
Director Omnibus Stock Plan
343
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
4 Halt Payments to Against Against ShrHoldr
Indonesian Military
05/04/04 - A GEORGIA-PACIFIC CORP. 373298108 03/10/04 698,565
*GP*
1 Elect Directors For For Mgmt
1.1 Elect Director Barbara L.
Bowles --- For
1.2 Elect Director Donald V.
Fites --- For
1.3 Elect Director David R.
Goode --- For
1.4 Elect Director Karen N.
Horn --- For
1.5 Elect Director William R.
Johnson --- For
1.6 Elect Director James B.
Williams --- For
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to
the size of the requested authorization,
the resulting level of potential
dilution under all plans, and the
reasonable terms of the plan.
3 Approve Executive For For Mgmt
Incentive Bonus Plan
Compliance with 162(m) would preserve
the full deductibility of all
compensation paid under the plan and
would ultimately reduce the company's
corporate tax obligation.
344
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/06/04 - A GREAT LAKES CHEMICAL 390568103 03/08/04 148,007
CORP. *GLK*
1 Elect Directors For For Mgmt
2 Seek Sale of Company/Assets Against Against ShrHoldr
07/25/03 - PC HERCULES INC. *HPC* 427056106 06/06/03 133,710
DISSIDENT PROXY
(WHITE CARD)
1 Elect Directors For For Mgmt
(Opposition Slate)
1.1 Elect Director Harry
Fields --- For
In following through on support from
previous years, SSgA will be supporting
Sam Heyman and this years slate of
dissidents.
1.2 Elect Director Anthony
Kronman --- For
1.3 Elect Director Vincent
Tese --- For
1.4 Elect Director Gerald
Tsai, Jr. --- For
2 Ratify Auditors None For Mgmt
Routine proposal seeking ratification of
the company's auditors.
345
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
3 Approve Non-Employee Against For Mgmt
Director Omnibus Stock Plan
SHAREHOLDER PROPOSALS
4 Redemption of the For For ShrHoldr
company's Rights Agreement
5 Amend Articles to For For ShrHoldr
reinstate the rights of
the shareholders -- Call
Special Meetings and Act
by Written Consent
MANAGEMENT PROXY
(GOLD CARD)
1 Elect Directors For DoNotVote Mgmt
1.1 Elect Director Patrick
Duff --- DoNotVote
The dissidents have not met the burden
of proof in terms of a coherent
transition plan and strategy to warrant
control of the board, especially given
the company's improved operating
performance.
1.2 Elect Director Thomas P.
Gerrity --- DoNotVote
1.3 Elect Director John K.
Wulff --- DoNotVote
1.4 Elect Director Joe B.
Wyatt --- DoNotVote
2 Ratify Auditors For DoNotVote Mgmt
Routine proposal seeking
346
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
ratification of the company's auditors.
3 Approve Non-Employee For DoNotVote Mgmt
Director Omnibus Stock Plan
SHAREHOLDER PROPOSALS
4 Redemption of the Against DoNotVote ShrHoldr
company's Rights Agreement
Because poison pills greatly alter the
balance of power between shareholders
and management, ISS believes that
shareholders should be allowed to make
their own evaluation of such plans. The
current poison pill was not submitted to
shareholder approval. In 1991,
shareholders voted to redeem the
existing poison pill, which had a 20
percent trigger and was redeemed three
years later. Ideally, a pill should
include a two-to three-year sunset
provision, a reasonable flip-in (20
percent or higher), and a chewable
feature allowing shareholders to redeem
the pill in the event of a takeover
offer. In this case, the company's
rights plan was not approved by
shareholders nor does it embody all of
the above features. While the recent
amendment introduces
shareholder-friendly features, the pill
does not have a 20 percent trigger for
non-institutional
347
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
investors and does not have a sunset
provision. Therefore, this proposal
should be supported.
5 Amend Articles to Against DoNotVote ShrHoldr
reinstate the rights of
the shareholders -- Call
Special Meetings and Act
by Written Consent
If this proposal is implemented,
shareholders would have greater ability
to remove directors or initiate
shareholder resolutions without waiting
for the next scheduled meeting.
Shareholders could also find it easier
to respond to a beneficial offer as a
bidder who already owns shares would
have the option to call a special
meeting. With respect to the board's
concerns over the implications of
granting such rights to shareholders in
a takeover situation, including this
proxy fight, the company already has a
poison pill in place which has a low
trigger and an unusual election bylaw
that act as anti-takeover devices.
05/12/04 - A HERCULES INC. *HPC* 427056106 03/22/04 292,762
1 Elect Directors For Split Mgmt
1.1 Elect Director Craig A.
Rogerson --- For
1.2 Elect Director John
348
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
C. Hunter, III --- Withhold
John C. Hunter, III is an affiliated
outsider on the audit and compensation
committees.
1.3 Elect Director Robert D.
Kennedy --- For
2 Amend Articles to Elect For For Mgmt
Directors by Plurality Vote
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
4 Amend Articles to Provide For For Mgmt
Shareholders with Right to
Act by Written Consent and
Call Special Meetings
05/11/04 - A INTERNATIONAL FLAVORS 459506101 03/23/04 245,669
& FRAGRANCES INC.
*IFF*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Prohibit Auditor from Against Against ShrHoldr
Providing Non-Audit
Services
349
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
05/11/04 - A INTERNATIONAL PAPER 460146103 03/17/04 1,227,597
CO. *IP*
1 Elect Directors For Split Mgmt
1.1 Elect Director Martha F.
Brooks --- For
1.2 Elect Director James A.
Henderson --- For
1.3 Elect Director Robert D.
Kennedy --- For
1.4 Elect Director W. Craig
McClelland --- Withhold
WITHHOLD votes from W. Craig McClelland
for standing as an affiliated outsider
on the Nominating Committee.
1.5 Elect Director Robert M.
Amen --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to
the size of the requested authorization,
the resulting level of potential
dilution under all plans, and the
reasonable terms of the plan.
4 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to
the size of the requested authorization,
the resulting level of potential
dilution under all
350
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
plans, and the reasonable terms of the
plan.
5 Limit Executive Against Against ShrHoldr
Compensation
05/03/04 - A LOUISIANA-PACIFIC 546347105 03/05/04 307,908
CORP *LPX*
1 Elect Directors For Split Mgmt
1.1 Elect Director Dustan
E. McCoy --- For
1.2 Elect Director Lee C.
Simpson --- Withhold
WITHHOLD votes from Lee C. Simpson for
standing as an affiliated outsider on
the Nominating Committee.
1.3 Elect Director Colin
D. Watson --- For
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to
the size of the requested authorization,
the resulting level of potential
dilution under all plans, and the
reasonable terms of the plan.
3 Amend Non-Employee For For Mgmt
Director Restricted Stock
Plan
4 Amend Non-Employee For For Mgmt
Director Stock Option Plan
5 Amend Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would
351
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
preserve the full deductibility of all
compensation paid under the plan and
would ultimately reduce the company's
corporate tax obligation.
6 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
7 Separate Chairman and CEO Against Against ShrHoldr
Positions
8 Report on Greenhouse Gas Against Against ShrHoldr
Emissions
04/27/04 - A MEADWESTVACO CORP. 583334107 03/01/04 545,094
*MWV*
1 Elect Directors For For Mgmt
1.1 Elect Director William E.
Hoglund --- For
1.2 Elect Director Douglas S.
Luke --- For
1.3 Elect Director Robert C.
McCormack --- For
1.4 Elect Director Jane L.
Warner --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
352
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
01/29/04 - A MONSANTO CO. *MON* 61166W101 12/01/03 550,317
1 Elect Directors For For Mgmt
1.1 Elect Director Frank V.
Atlee III --- For
1.2 Elect Director Gwendolyn
S. King --- For
1.3 Elect Director Sharon R.
Long, Ph.D. --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to
the size of the requested authorization,
the resulting level of potential
dilution under all plans, and the
reasonable terms of the plan.
SHAREHOLDER PROPOSALS
4 Report on Impact of Against Against ShrHoldr
Genetically Engineered Seed
5 Report on Export of Against Against ShrHoldr
Hazardous Pesticides
6 Submit Shareholder Rights Against For ShrHoldr
Plan (Poison Pill) to
Shareholder Vote
Because shareholder rights plans greatly
alter the balance of power
353
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
between shareholders and management,
shareholders should be allowed to make
their own evaluation of such plans.
04/28/04 - A NEWMONT MINING CORP. 651639106 03/02/04 963,096
(HOLDING COMPANY)
*NEM*
1 Elect Directors For For Mgmt
1.1 Elect Director Glen A.
Barton --- For
1.2 Elect Director Vincent A.
Calarco --- For
1.3 Elect Director Michael S.
Hamson --- For
1.4 Elect Director Leo I.
Higdon, Jr. --- For
1.5 Elect Director Pierre
Lassonde --- For
1.6 Elect Director Robert J.
Miller --- For
1.7 Elect Director Wayne W.
Murdy --- For
1.8 Elect Director Robin A.
Plumbridge --- For
1.9 Elect Director John B.
Prescott --- For
1.10 Elect Director Michael K.
Reilly --- For
1.11 Elect Director Seymour
Schulich --- For
1.12 Elect Director James
354
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
V. Taranik --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
3 Submit Shareholder Rights Against For ShrHoldr
Plan (Poison Pill) to
Shareholder Vote
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management,
shareholders should be allowed to make
their own evaluation of such plans.
05/13/04 - A NUCOR CORP. *NUE* 670346105 03/15/04 212,860
1 Elect Directors For For Mgmt
1.1 Elect Director Daniel R.
Dimicco --- For
1.2 Elect Director James D.
Hlavacek --- For
1.3 Elect Director Raymond J.
Milchovich --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/14/04 - A PACTIV CORP. *PTV* 695257105 03/19/04 380,531
1 Elect Directors For For Mgmt
355
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
1.1 Elect Director Larry D.
Brady --- For
1.2 Elect Director K. Dane
Brooksher --- For
1.3 Elect Director Robert J.
Darnall --- For
1.4 Elect Director Mary R.
(Nina) Henderson --- For
1.5 Elect Director Roger B.
Porter --- For
1.6 Elect Director Richard L.
Wambold --- For
1.7 Elect Director Norman H.
Wesley --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/28/04 - A PHELPS DODGE CORP. 717265102 04/08/04 239,449
*PD*
1 Elect Directors For For Mgmt
2 Cease Charitable Against Against ShrHoldr
Contributions
04/15/04 - A PPG INDUSTRIES, INC. 693506107 02/17/04 456,603
*PPG*
1 Elect Directors For For Mgmt
1.1 Elect Director James G.
Berges --- For
1.2 Elect Director Erroll
356
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
B. Davis, Jr. --- For
1.3 Elect Director Victoria F.
Haynes --- For
1.4 Elect Director Allen J.
Krowe --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
04/27/04 - A PRAXAIR, INC. *PX* 74005P104 03/01/04 875,696
1 Elect Directors For For Mgmt
2 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to
the size of the requested authorization,
the resulting level of potential
dilution under all plans, and the
reasonable terms of the plan.
3 Increase Authorized Common For For Mgmt
Stock
The size of the increase (60%) requested
falls within guidelines.
4 Approve Stockholder For For Mgmt
Protection Rights Agreement
05/03/04 - A ROHM AND HAAS CO. 775371107 03/05/04 608,578
*ROH*
1 Elect Directors For For Mgmt
1.1 Elect Director
357
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
William J. Avery --- For
1.2 Elect Director J. Michael
Fitzpatrick --- For
1.3 Elect Director Earl G.
Graves, Sr. --- For
1.4 Elect Director Raj L.
Gupta --- For
1.5 Elect Director David W.
Haas --- For
1.6 Elect Director Thomas W.
Haas --- For
1.7 Elect Director James A.
Henderson --- For
1.8 Elect Director Richard L.
Keyser --- For
1.9 Elect Director Jorge P.
Montoya --- For
1.10 Elect Director Sandra O.
Moose --- For
1.11 Elect Director Gilbert S.
Omenn --- For
1.12 Elect Director Gary L.
Rogers --- For
1.13 Elect Director Ronaldo H.
Schmitz --- For
1.14 Elect Director Marna C.
Whittington --- For
2 Approve Executive For For Mgmt
Incentive Bonus Plan
Compliance with 162(m) would preserve
the full deductibility of all
compensation paid under the
358
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
plan and would ultimately reduce the
company's corporate tax obligation.
3 Approve Executive For For Mgmt
Incentive Bonus Plan
Compliance with 162(m) would preserve
the full deductibility of all
compensation paid under the plan and
would ultimately reduce the company's
corporate tax obligation.
4 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to
the size of the requested authorization,
the resulting level of potential
dilution under all plans, and the
reasonable terms of the plan.
5 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
6 Other Business For Against Mgmt
Details of other business items not
disclosed
05/05/04 - A SEALED AIR CORP. 81211K100 03/08/04 234,309
*SEE*
1 Elect Directors For For Mgmt
1.1 Elect Director Hank Brown
--- For
1.2 Elect Director Michael Chu
--- For
359
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
1.3 Elect Director Lawrence R.
Codey --- For
1.4 Elect Director T.J. Dermot
Dunphy --- For
1.5 Elect Director Charles F.
Farrell, Jr. --- For
1.6 Elect Director William V.
Hickey --- For
1.7 Elect Director Kenneth P.
Manning --- For
1.8 Elect Director William J.
Marino --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
10/21/03 - S SHORT-TERM 825251101 07/25/03 2,481,976
INVESTMENTS CO.
1 Elect Directors For For Mgmt
2 Approve Conversion to For For Mgmt
Series of Delaware
Statutory Trust
Reorganizing the fund from a Maryland
corporation to a Delaware statutory
trust may provide benefits to the fund
and its shareholders. Most of the funds
of AIM Funds are now or are likely to
become Delaware
360
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
statutory trusts. To the extent that the
boards and management of funds of AIM
Funds, including the board and
management of the fund, have to deal
with the law of a single state, rather
than the laws of many states,
efficiencies may be achieved, both in
terms of reduced costs in determining
the requirements of law in unique
circumstances and the certainty of
operating routinely in a familiar
regulatory environment.
05/04/04 - A SIGMA-ALDRICH CORP. 826552101 03/05/04 191,813
*SIAL*
1 Elect Directors For For Mgmt
1.1 Elect Director Nina V.
Fedoroff --- For
1.2 Elect Director David R.
Harvey --- For
1.3 Elect Director W. Lee
McCollum --- For
1.4 Elect Director William C.
O'Neil, Jr. --- For
1.5 Elect Director J. Pedro
Reinhard --- For
1.6 Elect Director Jerome W.
Sandweiss --- For
1.7 Elect Director D. Dean
Spatz --- For
1.8 Elect Director Barrett A.
Toan --- For
2 Ratify Auditors For For Mgmt
361
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
Routine proposal seeking ratification of
the company's auditors.
3 Increase Authorized Common For For Mgmt
Stock
The size of the increase (50%) requested
falls within guidelines.
05/07/04 - A TEMPLE-INLAND INC. 879868107 03/10/04 152,374
*TIN*
1 Elect Directors For For Mgmt
1.1 Elect Director Donald M.
Carlton --- For
1.2 Elect Director E. Linn
Draper, Jr. --- For
1.3 Elect Director Jeffrey M.
Heller --- For
1.4 Elect Director Kenneth M.
Jastrow, II --- For
1.5 Elect Director James A.
Johnson --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/13/04 - A THE DOW CHEMICAL 260543103 03/15/04 2,448,590
COMPANY *DOW*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
362
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
3 Declassify the Board of For For Mgmt
Directors
4 Report on Social Against Against ShrHoldr
Initiatives in Bhopal
04/27/04 - A UNITED STATES STEEL 912909108 02/27/04 291,339
CORP. *X*
1 Elect Directors For For Mgmt
1.1 Elect Director Robert J.
Darnall --- For
1.2 Elect Director Roy G.
Dorrance --- For
1.3 Elect Director Charles R.
Lee --- For
1.4 Elect Director John G.
Drosdick --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
05/14/04 - A VULCAN MATERIALS CO. 929160109 03/15/04 276,931
*VMC*
1 Elect Directors For For Mgmt
1.1 Elect Director Orin R.
Smith --- For
1.2 Elect Director Douglas J.
McGregor --- For
1.3 Elect Director Donald B.
Rice --- For
1.4 Elect Director Vincent J.
Trosino --- For
363
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
2 Approve Non-Employee For For Mgmt
Director Restricted Stock
Plan
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
04/13/04 - A WEYERHAEUSER CO. *WY* 962166104 02/20/04 557,535
1 Elect Directors For For Mgmt
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to
the size of the requested authorization,
the resulting level of potential
dilution under all plans, and the
reasonable terms of the plan.
3 Declassify the Board of Against For Mgmt
Directors
A classified board can entrench
management and effectively preclude most
takeover bids or proxy contests.
4 Expense Stock Options Against Against ShrHoldr
5 Implement Restricted Share Against Against ShrHoldr
Executive Compensation Plan
SSGA supports performance-based
compensation.
6 Report on Greenhouse Gas Against Against ShrHoldr
Emissions
364
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
7 Develop Policy Regarding Against Against ShrHoldr
Old Growth Forests
8 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
09/25/03 - A WORTHINGTON 981811102 08/01/03 148,170
INDUSTRIES INC. *WOR*
1 Elect Directors For For Mgmt
1.1 Elect Director John B.
Blystone --- For
1.2 Elect Director James G.
Brocksmith, Jr. --- For
1.3 Elect Director William S.
Dietrich, II --- For
1.4 Elect Director Sidney A.
Ribeau --- For
2 Amend Non-Employee For For Mgmt
Director Stock Option Plan
Considering the level of cash
compensation directors currently
receive, the relatively conservative
number of shares to be granted annually
to each nonemployee director in relation
to the market price of the stock, and
the total number of shares to be
authorized under the terms of this plan,
the plan is reasonable
365
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
MATERIALS SELECT SECTOR SPDR FUND - J910
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ----------------------------------------------------------------------------------------------------------------------
and can be supported.
3 Approve Stock Option Plan For Against Mgmt
The initiative cannot be supported due
to the total level of potential dilution
under all plans.
4 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to
the size of the requested authorization,
the resulting level of potential
dilution under all plans, and the
reasonable terms of the plan.
5 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of
the company's auditors.
366
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
11/14/03 - A ALLEGHENY ENERGY, INC. *AYE* 017361106 09/29/03 555,998
1 Elect Directors For For Mgmt
1.1 Elect Director H. Furlong
Baldwin --- For
1.2 Elect Director Julia L. Johnson
--- For
1.3 Elect Director Gunnar E. Sarsten
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
SHAREHOLDER PROPOSALS
3 Submit Shareholder Rights Plan Against Against ShrHoldr
(Poison Pill) to Shareholder Vote
In this case, Allegheny Energy's board
determined in July 2003 to redeem the
company's pill. The redemption must be
authorized by the SEC under the Public
Utility Holding Company Act of 1935. Once
that approval is received, the company
intends to promptly redeem the rights plan.
4 Performance- Based/Indexed Against Against ShrHoldr
Options
5 Performance- Based/Indexed Against Against ShrHoldr
Options
6 Expense Stock Options Against Against ShrHoldr
7 Separate Chairman and CEO Against For ShrHoldr
Positions
Absent an offsetting governance structure, we
believe that a company of this size should be
able to find two qualified people willing to
serve in the
367
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
separate positions of chairman and CEO.
8 Adopt Simple Majority Vote Against For ShrHoldr
Requirement
Requiring more than a simple majority may
permit management to entrench itself by
blocking initiatives that are in
shareholders' best interests.
9 Declassify the Board of Directors Against For ShrHoldr
Classified boards serve to entrench
management and discourage bidders by
preventing replacement of the board in one
year. In addition, shareholders are prevented
from removing board members who are not
acting in the best interest of shareholders
until their term is completed.
10 Prohibit Auditor from Providing Against Against ShrHoldr
Non-Audit Services
11 Reincorporate in Another State Against For ShrHoldr
from Maryland to Delaware
Based upon the anti-takeover provisions in
Maryland law and the comprehensive and
flexible corporate laws of Delaware, this
proposal warrants shareholder support.
05/13/04 - A ALLEGHENY ENERGY, INC. *AYE* 017361106 03/16/04 552,085
1 Elect Directors For For Mgmt
368
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.1 Elect Director Eleanor Baum ---
For
1.2 Elect Director Cyrus F.
Freidheim, Jr. --- For
1.3 Elect Director Ted J. Kleisner
--- For
2 Eliminate Cumulative Voting For For Mgmt
Cumulative voting permits a director to be
elected who would represent and further a
special interest as opposed to acting for the
benefit of all shareholders.
3 Approve Non-Employee Director For For Mgmt
Stock Option Plan
Considering the level of cash compensation
directors currently receive, the relatively
conservative number of shares to be granted
annually to each nonemployee director in
relation to the market price of the stock,
and the total number of shares to be
authorized under the terms of this plan, the
plan is reasonable and can be supported.
4 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
5 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
369
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
6 Amend Vote Requirements to Amend For For ShrHoldr
Articles/Bylaws/Charter
7 Submit Shareholder Rights Plan For For ShrHoldr
(Poison Pill) to Shareholder Vote
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management, shareholders
should be allowed to make their own
evaluation of such plans.
8 Declassify the Board of Directors For For ShrHoldr
Classified boards serve to entrench
management and discourage bidders by
preventing replacement of the board in one
year. In addition, shareholders are prevented
from removing board members who are not
acting in the best interest of shareholders
until their term is completed.
9 Separate Chairman and CEO Against Against ShrHoldr
Positions
10 Expense Stock Options Against Against ShrHoldr
11 Adopt a Policy that will Commit Against Against ShrHoldr
Executive & Directors to Hold at
Least 50% of their Shares
12 Prohibit Auditor from Providing Against Against ShrHoldr
Non-Audit Services
13 Restore Preemptive Rights of Against Against ShrHoldr
Shareholders
14 Reincorporate in Another State Against For ShrHoldr
from Maryland to Delaware
370
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
Based upon the company currently being
subject to anti-takeover provisions under
Maryland law and the comprehensive and
flexible corporate laws of Delaware, this
proposal warrants shareholder support.
04/27/04 - A AMEREN CORPORATION *AEE* 023608102 03/11/04 787,263
1 Elect Directors For Split Mgmt
1.1 Elect Director Susan S. Elliott
--- For
1.2 Elect Director Clifford L.
Greenwalt --- For
1.3 Elect Director Thomas A. Hays
--- For
1.4 Elect Director Richard A. Liddy
--- For
1.5 Elect Director Gordon R. Lohman
--- For
1.6 Elect Director Richard A.
Lumpkin --- For
1.7 Elect Director John Peters
MacCarthy --- Withhold
John Peters MacCarthy is an affiliated
outsider on the compensation committee.
1.8 Elect Director Paul L. Miller,
Jr. --- For
1.9 Elect Director Charles W.
Mueller --- For
1.10 Elect Director Douglas R.
Oberhelman --- For
1.11 Elect Director Gary L. Rainwater
--- For
371
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.12 Elect Director Harvey Saligman
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Report on Risks of Nuclear Waste Against Against ShrHoldr
Storage
04/27/04 - A AMERICAN ELECTRIC POWER CO. 025537101 03/03/04 1,717,420
*AEP*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Submit Severance Agreement Against Against ShrHoldr
(Change-in-Control) to
Shareholder Vote
4 Submit Executive Pension Benefit Against Against ShrHoldr
to Vote
Because the company's SERP appears to confer
extraordinary benefits not included in
employee-wide plans, we believe that the SERP
proposal warrants shareholder support.
5 Prohibit Auditor from Providing Against Against ShrHoldr
Non-Audit Services
6 Establish Term Limits for Against Against ShrHoldr
Directors
372
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
05/26/04 - A CALPINE CORP. *CPN* 131347106 03/29/04 1,727,375
1 Elect Directors For For Mgmt
1.1 Elect Director Ann B. Curtis ---
For
1.2 Elect Director Kenneth T. Derr
--- For
1.3 Elect Director Gerald Greenwald
--- For
2 Increase Authorized Common Stock For For Mgmt
The size of the increase (100%) requested
falls within guidelines.
3 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Amend Employee Stock Purchase For For Mgmt
Plan
The plan complies with Section 423 of the
Internal Revenue Code, the number of shares
being added is relatively conservative, the
offering period is reasonable, and there are
limitations on participation.
5 Implement Indigenous Peoples Against Against ShrHoldr
Right Policy/ Cease Medicine
Lake Development
6 Limit Awards to Executives Against Against ShrHoldr
7 Include Voting Recommendations Against Against ShrHoldr
of
373
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
Institutional Holders in
Proxy Statement
8 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
06/03/04 - A CENTERPOINT ENERGY INC *CNP* 15189T107 04/05/04 1,183,702
1 Elect Directors For For Mgmt
1.1 Elect Director Robert T.
O'Connell --- For
1.2 Elect Director Milton Carroll
--- For
1.3 Elect Director John T. Cater ---
For
1.4 Elect Director Michael E.
Shannon --- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Limit Awards to Executives Against Against ShrHoldr
4 Declassify the Board of Directors Against For ShrHoldr
Classified boards serve to entrench
management and discourage bidders by
preventing replacement of the board in one
year. In addition, shareholders are
prevented from removing board members who
are not acting in the best interest of
shareholders until their term is completed.
5 Other Business For Against Mgmt
Details of other business items not
374
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
disclosed
05/04/04 - A CINERGY CORP. *CIN* 172474108 03/05/04 774,720
1 Elect Directors For For Mgmt
1.1 Elect Director Michael G.
Browning --- For
1.2 Elect Director George C. Juilfs
--- For
1.3 Elect Director Dudley S. Taft
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
05/28/04 - A CMS ENERGY CORP. *CMS* 125896100 04/02/04 628,297
1 Elect Directors For Split Mgmt
1.1 Elect Director Merribel S. Ayres
--- For
1.2 Elect Director Earl D. Holton
--- For
1.3 Elect Director David W. Joos ---
For
1.4 Elect Director Michael T.
Monahan --- For
1.5 Elect Director Joseph F.
Paquette, Jr. --- Withhold
WITHHOLD votes from Joseph F. Paquette, Jr.
for standing as an affiliated outsider on
the Audit, Compensation Committee, and
Nominating Committees.
1.6 Elect Director William U. Parfet
--- For
375
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.7 Elect Director Percy A. Pierre
--- For
1.8 Elect Director S. Kinnie Smith,
Jr. --- For
1.9 Elect Director Kenneth L. Way
--- For
1.10 Elect Director Kenneth Whipple
--- For
1.11 Elect Director John B. Yasinsky
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Approve Bundled Compensation For For Mgmt
Plans
5 Increase Authorized Common Stock For For Mgmt
The size of the increase (40%) requested
falls within guidelines.
05/17/04 - A CONSOLIDATED EDISON, INC. 209115104 03/29/04 944,899
*ED*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
376
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
3 Approve Employee Stock Purchase For For Mgmt
Plan
4 Increase Disclosure of Executive Against Against ShrHoldr
Compensation
05/21/04 - A CONSTELLATION ENERGY GROUP, 210371100 03/19/04 699,128
INC. *CEG*
1 Elect Directors For For Mgmt
1.1 Elect Director James T. Brady
--- For
1.2 Elect Director James R. Curtiss
--- For
1.3 Elect Director Edward J. Kelly,
III --- For
1.4 Elect Director Robert J. Lawless
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
04/23/04 - A DOMINION RESOURCES, INC. *D* 25746U109 02/27/04 1,410,519
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Submit Executive Compensation to Against Against ShrHoldr
Vote
04/29/04 - A DTE ENERGY CO. *DTE* 233331107 03/01/04 732,226
1 Elect Directors For For Mgmt
1.1 Elect Director Anthony F.
Earley, Jr. --- For
377
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.2 Elect Director Allan D. Gilmour
--- For
1.3 Elect Director Frank M.
Hennessey --- For
1.4 Elect Director Gail J. McGovern
--- For
1.5 Elect Director Josue Robles, Jr.
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
05/13/04 - A DUKE ENERGY CORP. *DUK* 264399106 03/15/04 3,957,013
1 Elect Directors For Split Mgmt
1.1 Elect Director Paul M. Anderson
--- For
1.2 Elect Director Ann M. Gray ---
For
1.3 Elect Director Michael E.J.
Phelps --- Withhold
WITHHOLD votes from Michael E.J. Phelps for
standing as an affiliated outsider on the
Nominating Committee.
1.4 Elect Director James T. Rhodes
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Declassify the Board of Directors Against For ShrHoldr
Classified boards serve to entrench
management and discourage bidders by
preventing replacement of the
378
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
board in one year. In addition, shareholders
are prevented from removing board members
who are not acting in the best interest of
shareholders until their term is completed.
05/20/04 - A DYNEGY, INC. *DYN* 26816Q101 03/31/04 1,615,168
1 Elect Directors For For Mgmt
2 Amend Conversion of Securities For For Mgmt
3 Authorize Issuance of Equity or For For Mgmt
Equity-Linked Securities with
Preemptive Rights
4 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
5 Submit Executive Compensation to Against For ShrHoldr
Vote
SSGA supports performance-based compensation.
6 Develop Equity Compensation Against Against ShrHoldr
Plans and Utilize Time-Based &
Restricted Share Programs in
Lieu of Stock Options
05/20/04 - A EDISON INTERNATIONAL *EIX* 281020107 03/22/04 1,370,125
1 Elect Directors For For Mgmt
2 Submit Shareholder Rights Plan Against Against ShrHoldr
(Poison Pill) to Shareholder Vote
379
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management, shareholders
should be allowed to make their own
evaluation of such plans.
05/14/04 - A ENTERGY CORP. *ETR* 29364G103 03/17/04 997,651
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Submit Severance Agreement Against Against ShrHoldr
(Change-in-Control) to
Shareholder Vote
4 Restore or Provide for Against Against ShrHoldr
Cumulative Voting
Cumulative voting permits a director to be
elected who would represent and further a
special interest as opposed to acting for
the benefit of all shareholders.
5 Prohibit Awards to Executives Against Against ShrHoldr
04/27/04 - A EXELON CORP. *EXC* 30161N101 03/01/04 1,421,791
1 Elect Directors For For Mgmt
1.1 Elect Director Nicholas
DeBenedictis --- For
1.2 Elect Director G. Fred Dibona,
Jr. --- For
380
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.3 Elect Director Sue L. Gin --- For
1.4 Elect Director Edgar D. Jannotta
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
05/18/04 - A FIRSTENERGY CORPORATION *FE* 337932107 03/23/04 1,380,489
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Declassify the Board of Directors For For Mgmt
4 Reduce Supermajority Vote For For Mgmt
Requirement
5 Approve Deferred Compensation For For Mgmt
Plan
6 Approve Deferred Compensation For For Mgmt
Plan
7 Expense Stock Options Against Against ShrHoldr
8 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder Vote
Because shareholder rights plans
381
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
greatly alter the balance of power between
shareholders and management, shareholders
should be allowed to make their own
evaluation of such plans.
9 Report on Political Against Against ShrHoldr
Contributions/Activities
10 Submit Severance Agreement Against Against ShrHoldr
(Change-in-Control) to
Shareholder Vote
05/21/04 - A FPL GROUP, INC. *FPL* 302571104 03/16/04 802,010
1 Elect Directors For Split Mgmt
1.1 Elect Director H. Jesse Arnelle
--- For
1.2 Elect Director Sherry S. Barrat
--- Withhold
Sherry S. Barrat is an affiliated outsider
on all key committees.
1.3 Elect Director Robert M. Beall,
Ii --- For
1.4 Elect Director J. Hyatt Brown
--- For
1.5 Elect Director James L. Camaren
--- For
1.6 Elect Director Lewis Hay III ---
For
1.7 Elect Director Frederic V. Malek
--- For
1.8 Elect Director Michael H. Thaman
--- For
1.9 Elect Director Paul R. Tregurtha
--- Withhold
Paul R. Tregurtha is an affiliated
382
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
outsider on the compensation and nominating
committees.
1.10 Elect Director Frank G. Zarb ---
For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Amend Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
5 Approve Executive Incentive For For Mgmt
Bonus Plan
Compliance with 162(m) would preserve the
full deductibility of all compensation paid
under the plan and would ultimately reduce
the company's corporate tax obligation.
6 Increase Authorized Common Stock For For Mgmt
The size of the increase (33%) requested
falls within guidelines.
383
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
05/20/04 - A KEYSPAN CORPORATION *KSE* 49337W100 03/22/04 667,384
1 Elect Directors For For Mgmt
1.1 Elect Director Robert B. Catell
--- For
1.2 Elect Director Andrea S.
Christensen --- For
1.3 Elect Director Alan H. Fishman
--- For
1.4 Elect Director J. Atwood Ives
--- For
1.5 Elect Director James R. Jones
--- For
1.6 Elect Director James L. Larocca
--- For
1.7 Elect Director Gloria C. Larson
--- For
1.8 Elect Director Stephen W.
Mckessy --- For
1.9 Elect Director Edward D. Miller
--- For
1.10 Elect Director Vikki L. Pryor
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder Vote
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management, shareholders
should be allowed to make their own
evaluation of such plans.
384
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
05/11/04 - A KINDER MORGAN, INC. *KMI* 49455P101 03/12/04 536,113
1 Elect Directors For Split Mgmt
1.1 Elect Director Charles W. Battey
--- Withhold
WITHHOLD votes from Charles W. Battey for
standing as an affiliated outsider on the
Audit Committee.
1.2 Elect Director H. A. True, III
--- For
1.3 Elect Director Fayez Sarofim ---
For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Amend Stock Option Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
4 Prepare a Sustainability Report Against For ShrHoldr
The incremental approach advocated by the GRI
would not be overly burdensome for the
company to implement.
5 Expense Stock Options Against Against ShrHoldr
04/15/04 - A NICOR INC. *GAS* 654086107 02/17/04 198,271
1 Elect Directors For Split Mgmt
1.1 Elect Director Robert M.
Beavers, Jr. --- For
385
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.2 Elect Director Bruce P. Bickner
--- For
1.3 Elect Director John H. Birdsall,
III --- Withhold
WITHHOLD votes from John H. Birdsall, III
for standing as an affiliated outsider on
the Audit Committee.
1.4 Elect Director Thomas A. Donahoe
--- For
1.5 Elect Director Thomas L. Fisher
--- For
1.6 Elect Director John E. Jones ---
For
1.7 Elect Director Dennis J. Keller
--- For
1.8 Elect Director William A. Osborn
--- For
1.9 Elect Director John Rau --- For
1.10 Elect Director John F. Riordan
--- For
1.11 Elect Director Russ M. Strobel
--- For
1.12 Elect Director Patricia A. Wier
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder Vote
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management, shareholders
should be
386
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
allowed to make their own evaluation of such
plans.
05/11/04 - A NISOURCE INC. *NI* 65473P105 03/16/04 1,144,390
1 Elect Directors For For Mgmt
1.1 Elect Director Steven C. Beering
--- For
1.2 Elect Director Dennis E. Foster
--- For
1.3 Elect Director Richard L.
Thompson --- For
1.4 Elect Director Carolyn Y. Woo
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
02/27/04 - A PEOPLES ENERGY CORP. *PGL* 711030106 12/31/03 157,072
1 Elect Directors For For Mgmt
1.1 Elect Director J.R. Boris --- For
1.2 Elect Director W.J. Brodsky ---
For
1.3 Elect Director P. Cafferty ---
For
1.4 Elect Director J.W. Higgins ---
For
1.5 Elect Director D.C. Jain --- For
1.6 Elect Director M.E. Lavin --- For
1.7 Elect Director H.J. Livingston,
Jr. --- For
387
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.8 Elect Director T.M. Patrick ---
For
1.9 Elect Director R.P. Toft --- For
1.10 Elect Director A.R. Valasquez
--- For
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
04/21/04 - A PG&E CORP. *PCG* 69331C108 02/23/04 1,849,409
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder Vote
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management, shareholders
should be allowed to make their own
evaluation of such plans.
4 Submit Severance Agreement Against Against ShrHoldr
(Change-in-Control) to
Shareholder Vote
The compensation committee is
388
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
entirely independent.
5 Require Directors be a Link-Free Against Against ShrHoldr
Directors
6 Adopt Radioactive Waste Policy Against Against ShrHoldr
7 Separate Chairman and CEO Against Against ShrHoldr
Positions
8 Limit Executive Compensation Against Against ShrHoldr
05/19/04 - A PINNACLE WEST CAPITAL CORP. 723484101 03/19/04 380,838
*PNW*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Report on Nuclear Fuel Storage Against Against ShrHoldr
Risks
04/23/04 - A PPL CORP. *PPL* 69351T106 02/27/04 771,497
1 Elect Directors For For Mgmt
1.1 Elect Director William F. Hecht
--- For
1.2 Elect Director Stuart Heydt ---
For
1.3 Elect Director W. Keith Smith
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
389
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
05/12/04 - A PROGRESS ENERGY, INC. *PGN* 743263105 03/05/04 1,062,991
1 Elect Directors For For Mgmt
2 Prohibit Awards to Executives Against Against ShrHoldr
04/20/04 - A PUBLIC SERVICE ENTERPRISE 744573106 02/20/04 1,046,283
GROUP INC. *PEG*
1 Elect Directors For For Mgmt
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
4 Require Two Candidates for Each Against Against ShrHoldr
Board Seat
05/04/04 - A SEMPRA ENERGY *SRE* 816851109 03/09/04 984,343
1 Elect Directors For For Mgmt
2 Approve Omnibus Stock Plan For Against Mgmt
The initiative cannot be supported due to the
total level of potential dilution under all
plans.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
390
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
4 Declassify the Board of Directors Against For ShrHoldr
Classified boards serve to entrench
management and discourage bidders by
preventing replacement of the board in one
year. In addition, shareholders are prevented
from removing board members who are not
acting in the best interest of shareholders
until their term is completed.
5 Submit Shareholder Rights Plan Against For ShrHoldr
(Poison Pill) to Shareholder Vote
Because shareholder rights plans greatly
alter the balance of power between
shareholders and management, shareholders
should be allowed to make their own
evaluation of such plans.
6 Prohibit Auditor from Providing Against Against ShrHoldr
Non-Audit Services
7 Separate Chairman and CEO Against Against ShrHoldr
Positions
10/21/03 - S SHORT-TERM INVESTMENTS CO. 825251101 07/25/03 11,096,685
1 Elect Directors For For Mgmt
2 Approve Conversion to Series of For For Mgmt
Delaware Statutory Trust
Reorganizing the fund from a Maryland
corporation to a Delaware statutory trust may
provide benefits to
391
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
the fund and its shareholders. Most of the
funds of AIM Funds are now or are likely to
become Delaware statutory trusts. To the
extent that the boards and management of
funds of AIM Funds, including the board and
management of the fund, have to deal with
the law of a single state, rather than the
laws of many states, efficiencies may be
achieved, both in terms of reduced costs in
determining the requirements of law in
unique circumstances and the certainty of
operating routinely in a familiar regulatory
environment.
05/26/04 - A SOUTHERN COMPANY *SO* 842587107 03/29/04 3,061,370
1 Elect Directors For Split Mgmt
1.1 Elect Director Daniel P. Amos
--- For
1.2 Elect Director Dorrit J. Bern
--- For
1.3 Elect Director Francis S. Blake
--- For
1.4 Elect Director Thomas F. Chapman
--- For
1.5 Elect Director H. Allen Franklin
--- For
1.6 Elect Director Bruce S. Gordon
--- For
1.7 Elect Director Donald M. James
--- Withhold
Donald M. James is an affiliated outsider on
the audit committee.
1.8 Elect Director Zack T. Pate ---
For
392
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.9 Elect Director J. Neal Purcell
--- For
1.10 Elect Director David M.
Ratcliffe --- For
1.11 Elect Director Gerald J. St. Pe
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Approve Outside Director Stock For For Mgmt
in Lieu of Cash
04/28/04 - A TECO ENERGY, INC. *TE* 872375100 02/18/04 836,694
1 Elect Directors For For Mgmt
2 Approve Omnibus Stock Plan For For Mgmt
The initiative can be supported due to the
size of the requested authorization, the
resulting level of potential dilution under
all plans, and the reasonable terms of the
plan.
3 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
4 Limit Executive Compensation Against Against ShrHoldr
5 Expense Stock Options Against Against ShrHoldr
04/28/04 - A THE AES CORP. *AES* 00130H105 03/03/04 2,709,175
1 Elect Directors For For Mgmt
1.1 Elect Director Richard Darman
--- For
393
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
1.2 Elect Director Alice F. Emerson
--- For
1.3 Elect Director Paul T. Hanrahan
--- For
1.4 Elect Director Kristina M.
Johnson --- For
1.5 Elect Director John A. Koskinen
--- For
1.6 Elect Director Philip Lader ---
For
1.7 Elect Director John H. McArthur
--- For
1.8 Elect Director Sandra O. Moose
--- For
1.9 Elect Director Philip A. Odeen
--- For
1.10 Elect Director Charles O.
Rossotti --- For
1.11 Elect Director Sven Sandstrom
--- For
1.12 Elect Director Roger W. Sant ---
For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
05/20/04 - A THE WILLIAMS COMPANIES, INC. 969457100 03/26/04 2,166,575
*WMB*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Limit Awards to Executives Against Against ShrHoldr
394
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
05/21/04 - A TXU CORP. *TXU* 873168108 03/22/04 1,361,984
1 Elect Directors For Split Mgmt
1.1 Elect Director Derek C. Bonham
--- For
1.2 Elect Director E. Gail de
Planque --- For
1.3 Elect Director William M.
Griffin --- For
1.4 Elect Director Kerney Laday ---
Withhold
Kerney Laday is an affiliated outsider on the
compensation and nominating committees.
1.5 Elect Director Jack E. Little
--- For
1.6 Elect Director Erle Nye --- For
1.7 Elect Director J.E.
Oesterreicher --- For
1.8 Elect Director Michael W. Ranger
--- For
1.9 Elect Director Herbert H.
Richardson --- For
1.10 Elect Director C. John Wilder
--- For
2 Ratify Auditors For For Mgmt
Routine proposal seeking ratification of the
company's auditors.
3 Limit Executive Compensation Against Against ShrHoldr
395
VOTE SUMMARY REPORT
Jul 01, 2003 - Jun 30, 2004
UTILITIES SELECT SECTOR SPDR FUND - J918
Mtg Company/ Mgmt Vote Record Shares
Date/Type Ballot Issues Security Rec Cast Date Prpnent Voted
- ------------------------------------------------------------------------------------------------------------------------
05/20/04 - A XCEL ENERGY INC. *XEL* 98389B100 03/22/04 1,677,112
1 Declassify the Board of Directors For For Mgmt
2 Elect Directors For For Mgmt
3 Approve Non-Employee Director For For Mgmt
Omnibus Stock Plan
396
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.
The Select Sector SPDR Trust
(Registrant)
By: /s/Donald A. Gignac
-------------------------
Donald A. Gignac
President
(Signature and Title)*
Date: August 31, 2004
* Print the name and title of each signing officer under his or her signature.
397