UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-3561
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CAPITAL APPRECIATION VARIABLE ACCOUNT
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(Exact name of registrant as specified in charter)
500 Boylston Street, Boston, Massachusetts 02116
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(Address of principal executive offices) (Zip code)
Susan S. Newton
Massachusetts Financial Services Company
500 Boylston Street
Boston, Massachusetts 02116
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(Name and address of agents for service)
Registrant's telephone number, including area code: (617) 954-5000
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Date of fiscal year end: December 31
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Date of reporting period: July 1, 2004 - June 30, 2005
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ITEM 1. PROXY VOTING RECORD.
******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-03561
Reporting Period: 07/01/2004 - 06/30/2005
Capital Appreciation Variable Account
==================== CAPITAL APPRECIATION VARIABLE ACCOUNT =====================
3M CO
Ticker: MMM Security ID: 88579Y101
Meeting Date: MAY 10, 2005 Meeting Type: Annual
Record Date: MAR 11, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Vance D. Coffman For For Management
1.2 Elect Director Rozanne L. Ridgway For For Management
1.3 Elect Director Louis W. Sullivan For For Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For For Management
4 Eliminate Animal Testing Against Against Shareholder
5 Implement China Principles Against Against Shareholder
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ABBOTT LABORATORIES
Ticker: ABT Security ID: 002824100
Meeting Date: APR 22, 2005 Meeting Type: Annual
Record Date: FEB 23, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director R.S. Austin For For Management
1.2 Elect Director W.S. Daley For For Management
1.3 Elect Director H.L. Fuller For For Management
1.4 Elect Director R.A. Gonzalez For For Management
1.5 Elect Director J.M. Greenberg For For Management
1.6 Elect Director J.M. Leiden For For Management
1.7 Elect Director D.A.L. Owen For For Management
1.8 Elect Director B. Powell Jr. For For Management
1.9 Elect Director A.B. Rand For For Management
1.10 Elect Director W.A. Reynolds For For Management
1.11 Elect Director R.S. Roberts For For Management
1.12 Elect Director W.D. Smithburg For For Management
1.13 Elect Director J.R. Walter For For Management
1.14 Elect Director M.D. White For For Management
2 Ratify Auditors For For Management
3 Link Executive Compensation to Government Against Against Shareholder
Fines
4 Performance- Based/Indexed Options Against Against Shareholder
5 Eliminate Animal Testing Against Against Shareholder
6 Report on Political Contributions Against Against Shareholder
7 Report on Operational Imact of HIV/AIDS, Against Against Shareholder
TB, and Malaria Pandemic
8 Separate Chairman and CEO Positions Against Against Shareholder
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ACCENTURE LTD BERMUDA
Ticker: ACN Security ID: G1150G111
Meeting Date: FEB 2, 2005 Meeting Type: Annual
Record Date: DEC 6, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Joe W. Forehand For Did Not Management
Vote
1.2 Elect Director Blythe J. Mcgarvie For Did Not Management
Vote
1.3 Elect Director Sir Mark Moody-Stuart For Did Not Management
Vote
2 APPROVAL OF BYE-LAW AMENDMENTS TO For Did Not Management
RELOCATE INTO THE BYE-LAWS EXISTING Vote
CONTRACTUAL RESTRICTIONS APPLICABLE TO
CLASS A COMMON SHARES OF PARTNERS AND
FORMER PARTNERS BENEFICIALLY OWNED BY
THEM PRIOR TO ACCENTURE S INITIAL PUBLIC
OFFERING.
3 Ratify Auditors For Did Not Management
Vote
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ALLERGAN, INC.
Ticker: AGN Security ID: 018490102
Meeting Date: APR 26, 2005 Meeting Type: Annual
Record Date: MAR 10, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Trevor M. Jones For For Management
1.2 Elect Director Karen R. Oscar For For Management
1.3 Elect Director Leonard D. Schaeffer For For Management
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ALPHA NATURAL RESOURCES, INC.
Ticker: ANR Security ID: 02076X102
Meeting Date: APR 27, 2005 Meeting Type: Annual
Record Date: MAR 25, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director E. Linn Draper Jr. For For Management
1.2 Elect Director Glenn A. Eisenberg For For Management
1.3 Elect Director John W. Fox Jr. For For Management
1.4 Elect Director Alex T. Krueger For For Management
1.5 Elect Director Fritz R. Kundrun For For Management
1.6 Elect Director William E. Macaulay For For Management
1.7 Elect Director Hans J. Mende For For Management
1.8 Elect Director Michael J. Quillen For For Management
2 Ratify Auditors For For Management
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AMAZON.COM, INC.
Ticker: AMZN Security ID: 023135106
Meeting Date: MAY 17, 2005 Meeting Type: Annual
Record Date: APR 1, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jeffrey P. Bezos For For Management
1.2 Elect Director Tom A. Alberg For For Management
1.3 Elect Director John Seely Brown For For Management
1.4 Elect Director L. John Doerr For For Management
1.5 Elect Director William B. Gordon For For Management
1.6 Elect Director Myrtle S. Potter For For Management
1.7 Elect Director Thomas O. Ryder For For Management
1.8 Elect Director Patricia Q. Stonesifer For For Management
2 Ratify Auditors For For Management
3 Require a Majority Vote for the Election Against Against Shareholder
of Directors
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AMDOCS LIMITED
Ticker: DOX Security ID: G02602103
Meeting Date: JAN 20, 2005 Meeting Type: Annual
Record Date: NOV 24, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Bruce K. Anderson For For Management
1.2 Elect Director Adrian Gardner For For Management
1.3 Elect Director Dov Baharav For For Management
1.4 Elect Director Julian A. Brodsky For For Management
1.5 Elect Director Charles E. Foster For For Management
1.6 Elect Director Eli Gelman For For Management
1.7 Elect Director James S. Kahan For For Management
1.8 Elect Director Nehemia Lemelbaum For For Management
1.9 Elect Director John T. Mclennan For For Management
1.10 Elect Director Robert A. Minicucci For For Management
1.11 Elect Director Simon Olswang For For Management
1.12 Elect Director Mario Segal For For Management
2 APPROVAL OF CONSOLIDATED FINANCIAL For For Management
STATEMENTS FOR FISCAL YEAR 2004.
3 RATIFICATION AND APPROVAL OF ERNST & For For Management
YOUNG LLP AND AUTHORIZATION OF AUDIT
COMMITTEE OF BOARD TO FIX REMUNERATION.
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AMERICAN EXPRESS CO.
Ticker: AXP Security ID: 025816109
Meeting Date: APR 27, 2005 Meeting Type: Annual
Record Date: FEB 28, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Daniel F. Akerson For For Management
1.2 Elect Director Charlene Barshefsky For For Management
1.3 Elect Director William G. Bowen For For Management
1.4 Elect Director Ursula M. Burns For For Management
1.5 Elect Director Kenneth I. Chenault For For Management
1.6 Elect Director Peter R. Dolan For For Management
1.7 Elect Director Vernon E. Jordan, Jr. For For Management
1.8 Elect Director Jan Leschly For For Management
1.9 Elect Director Richard A. McGinn For For Management
1.10 Elect Director Edward D. Miller For For Management
1.11 Elect Director Frank P. Popoff For For Management
1.12 Elect Director Robert D. Walter For For Management
2 Ratify Auditors For For Management
3 Company-Specific--Compensation-Related Against Against Shareholder
4 Report on Political Contributions Against Against Shareholder
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AMGEN, INC.
Ticker: AMGN Security ID: 031162100
Meeting Date: MAY 11, 2005 Meeting Type: Annual
Record Date: MAR 18, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Dr. David Baltimore For For Management
1.2 Elect Director Ms. Judith C. Pelham For For Management
1.3 Elect Director Mr. Kevin W. Sharer For For Management
2 Ratify Auditors For For Management
3 Eliminate Animal Testing Against Against Shareholder
4 Review/Limit Executive Compensation Against Against Shareholder
5 Adopt Retention Ratio for Executives Against Against Shareholder
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AMPHENOL CORP.
Ticker: APH Security ID: 032095101
Meeting Date: MAY 25, 2005 Meeting Type: Annual
Record Date: MAR 28, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ronald P. Badie For For Management
1.2 Elect Director Dean H. Secord For For Management
2 Ratify Auditors For For Management
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ANALOG DEVICES, INC.
Ticker: ADI Security ID: 032654105
Meeting Date: MAR 8, 2005 Meeting Type: Annual
Record Date: JAN 14, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John L. Doyle For For Management
1.2 Elect Director Christine King For For Management
1.3 Elect Director Ray Stata For For Management
2 Ratify Auditors For For Management
3 Expense Stock Options Against Against Shareholder
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ARCH COAL, INC.
Ticker: ACI Security ID: 039380100
Meeting Date: APR 28, 2005 Meeting Type: Annual
Record Date: MAR 4, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James R. Boyd For For Management
1.2 Elect Director Douglas H. Hunt For For Management
1.3 Elect Director A. Michael Perry For For Management
1.4 Elect Director Patricia F. Godley For For Management
2 Approve Executive Incentive Bonus Plan For For Management
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BEST BUY CO., INC.
Ticker: BBY Security ID: 086516101
Meeting Date: JUN 23, 2005 Meeting Type: Annual
Record Date: APR 25, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ronald James For For Management
1.2 Elect Director Elliot S. Kaplan For For Management
1.3 Elect Director Matthew H. Paull For For Management
1.4 Elect Director Richard M. Schulze For For Management
1.5 Elect Director Mary A. Tolan For For Management
1.6 Elect Director Hatim A. Tyabji For For Management
2 Ratify Auditors For For Management
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BJ SERVICES COMPANY
Ticker: BJS Security ID: 055482103
Meeting Date: MAR 24, 2005 Meeting Type: Annual
Record Date: FEB 7, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director L. William Heiligbrodt For For Management
1.2 Elect Director James L. Payne For For Management
1.3 Elect Director J.W. Stewart For For Management
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BOSTON SCIENTIFIC CORP.
Ticker: BSX Security ID: 101137107
Meeting Date: MAY 10, 2005 Meeting Type: Annual
Record Date: MAR 18, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ray J. Groves For For Management
1.2 Elect Director Peter M. Nicholas For For Management
1.3 Elect Director Warren B. Rudman For For Management
1.4 Elect Director James R. Tobin For For Management
2 Ratify Auditors For For Management
3 Require a Majority Vote for the Election Against Against Shareholder
of Directors
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CAREER EDUCATION CORP.
Ticker: CECO Security ID: 141665109
Meeting Date: MAY 20, 2005 Meeting Type: Proxy Contest
Record Date: MAR 22, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Dennis H. Chookaszian For Did Not Management
Vote
1.2 Elect Director Robert E. Dowdell For Did Not Management
Vote
1.3 Elect Director Patrick K. Pesch For Did Not Management
Vote
2 Ratify Auditors For Did Not Management
Vote
1.1 Elect Director Dennis H. Chookaszian Withhold Withhold Management
1.2 Elect Director Robert E. Dowdell Withhold Withhold Management
1.3 Elect Director Patrick K. Pesch Withhold Withhold Management
2 Ratify Auditors For For Management
3 Declassify the Board of Directors For For Shareholder
4 Amend Articles/Bylaws/Charter -- Call For For Shareholder
Special Meetings
5 Amend Terms of Existing Poison Pill For For Shareholder
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CAREMARK RX, INC.
Ticker: CMX Security ID: 141705103
Meeting Date: MAY 11, 2005 Meeting Type: Annual
Record Date: MAR 29, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Edwin M. Crawford For For Management
1.2 Elect Director Kristen Gibney Williams For For Management
1.3 Elect Director Edward L. Hardin For For Management
2 Report on Political Contributions Against Against Shareholder
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CARMAX INC
Ticker: KMX Security ID: 143130102
Meeting Date: JUN 21, 2005 Meeting Type: Annual
Record Date: APR 29, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director W. Robert Grafton For For Management
1.2 Elect Director William S. Kellogg For For Management
1.3 Elect Director Austin Ligon For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For Against Management
4 Amend Non-Employee Director Omnibus Stock For For Management
Plan
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CARNIVAL CORP.
Ticker: CCL Security ID: 143658300
Meeting Date: APR 13, 2005 Meeting Type: Annual
Record Date: FEB 14, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Micky Arison For For Management
1.2 Elect Director Amb Richard G. Capen Jr For For Management
1.3 Elect Director Robert H. Dickinson For For Management
1.4 Elect Director Arnold W. Donald For For Management
1.5 Elect Director Pier Luigi Foschi For For Management
1.6 Elect Director Howard S. Frank For For Management
1.7 Elect Director Richard J. Glasier For For Management
1.8 Elect Director Baroness Hogg For For Management
1.9 Elect Director A. Kirk Lanterman For For Management
1.10 Elect Director Modesto A. Maidique For For Management
1.11 Elect Director John P. Mcnulty For For Management
1.12 Elect Director Sir John Parker For For Management
1.13 Elect Director Peter G. Ratcliffe For For Management
1.14 Elect Director Stuart Subotnick For For Management
1.15 Elect Director Uzi Zucker For For Management
2 TO APPROVE THE AMENDED AND RESTATED For For Management
CARNIVAL CORPORATION 2001 OUTSIDE
DIRECTOR STOCK PLAN.
3 TO APPROVE THE CARNIVAL PLC 2005 EMPLOYEE For For Management
SHARE PLAN.
4 TO APPROVE THE CARNIVAL PLC 2005 EMPLOYEE For For Management
STOCK PURCHASE PLAN.
5 Ratify Auditors For For Management
6 TO AUTHORIZE THE AUDIT COMMITTEE OF For For Management
CARNIVAL PLC TO AGREE THE REMUNERATION OF
THE INDEPENDENT AUDITORS.
7 TO RECEIVE THE ACCOUNTS AND REPORTS FOR For For Management
CARNIVAL PLC FOR THE FINANCIAL YEAR ENDED
NOVEMBER 30, 2004.
8 TO APPROVE THE DIRECTORS REMUNERATION For For Management
REPORT OF CARNIVAL PLC.
9 TO APPROVE LIMITS ON THE AUTHORITY TO For For Management
ALLOT SHARES BY CARNIVAL PLC.
10 TO APPROVE THE DISAPPLICATION OF For For Management
PRE-EMPTION RIGHTS FOR CARNIVAL PLC.
11 TO APPROVE A GENERAL AUTHORITY FOR For For Management
CARNIVAL PLC TO BUY BACK CARNIVAL PLC
ORDINARY SHARES IN THE OPEN MARKET.
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CATERPILLAR INC.
Ticker: CAT Security ID: 149123101
Meeting Date: APR 13, 2005 Meeting Type: Annual
Record Date: FEB 14, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director W. Frank Blount For For Management
1.2 Elect Director John R. Brazil For For Management
1.3 Elect Director Eugene V. Fife For For Management
1.4 Elect Director Gaul D. Fosler For For Management
1.5 Elect Director Peter A. Magowan For For Management
2 Ratify Auditors For For Management
3 Submit Shareholder Rights Plan (Poison Against For Shareholder
Pill) to Shareholder Vote
4 Report on Equipment Sales to Israel Against Against Shareholder
5 Report on Operational Imact of HIV/AIDS, Against Against Shareholder
TB, and Malaria Pandemic
6 Require a Majority Vote for the Election Against Against Shareholder
of Directors
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CDW CORP.
Ticker: CDWC Security ID: 12512N105
Meeting Date: MAY 11, 2005 Meeting Type: Annual
Record Date: MAR 18, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michelle L. Collins For For Management
1.2 Elect Director Casey G. Cowell For For Management
1.3 Elect Director John A. Edwardson For For Management
1.4 Elect Director Daniel S. Goldin For For Management
1.5 Elect Director Donald P. Jacobs For For Management
1.6 Elect Director Stephan A. James For For Management
1.7 Elect Director Michael P. Krasny For For Management
1.8 Elect Director Terry L. Lengfelder For For Management
1.9 Elect Director Susan D. Wellington For For Management
1.10 Elect Director Brian E. Williams For For Management
2 Ratify Auditors For For Management
3 Amend Executive Incentive Bonus Plan For For Management
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CENDANT CORPORATION
Ticker: CD Security ID: 151313103
Meeting Date: APR 26, 2005 Meeting Type: Annual
Record Date: FEB 28, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Myra J. Biblowit For For Management
1.2 Elect Director Leonard S. Coleman For For Management
1.3 Elect Director Cheryl D. Mills For For Management
1.4 Elect Director Brian Mulroney For For Management
1.5 Elect Director Robert E. Nederlander For For Management
1.6 Elect Director Ronald L. Nelson For For Management
1.7 Elect Director Robert W. Pittman For For Management
1.8 Elect Director Pauline D. E. Richards For For Management
1.9 Elect Director Sheli Z. Rosenburg For For Management
1.10 Elect Director Robert F. Smith For For Management
2 Ratify Auditors For For Management
3 Approve Outside Director Stock For For Management
Awards/Options in Lieu of Cash
4 Approve Qualified Employee Stock Purchase For For Management
Plan
5 Report on Pay Disparity Against Against Shareholder
6 Eliminate or Restrict Severance Against For Shareholder
Agreements (Change-in-Control)
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CISCO SYSTEMS, INC.
Ticker: CSCO Security ID: 17275R102
Meeting Date: NOV 18, 2004 Meeting Type: Annual
Record Date: SEP 20, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Carol A. Bartz For For Management
1.2 Elect Director M. Michele Burns For For Management
1.3 Elect Director Larry R. Carter For For Management
1.4 Elect Director John T. Chambers For For Management
1.5 Elect Director Dr. James F. Gibbons For For Management
1.6 Elect Director Dr. John L. Hennessy For For Management
1.7 Elect Director Roderick C. McGeary For For Management
1.8 Elect Director James C. Morgan For For Management
1.9 Elect Director John P. Morgridge For For Management
1.10 Elect Director Donald T. Valentine For For Management
1.11 Elect Director Steven M. West For For Management
1.12 Elect Director Jerry Yang For For Management
2 Ratify Auditors For For Management
3 Report on Pay Disparity Against Against Shareholder
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CITADEL BROADCASTING CORP
Ticker: CDL Security ID: 17285T106
Meeting Date: MAY 24, 2005 Meeting Type: Annual
Record Date: MAR 29, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Katherine Brown For Withhold Management
1.2 Elect Director Gordon A. Holmes For Withhold Management
1.3 Elect Director Sandra J. Horbach For Withhold Management
1.4 Elect Director Herbert J. Siegel For Withhold Management
2 Amend Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
4 Other Business For For Management
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CITIGROUP INC.
Ticker: C Security ID: 172967101
Meeting Date: APR 19, 2005 Meeting Type: Annual
Record Date: FEB 25, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director C. Michael Armstrong For For Management
1.2 Elect Director Alain J.P. Belda For For Management
1.3 Elect Director George David For For Management
1.4 Elect Director Kenneth T. Derr For For Management
1.5 Elect Director John M. Deutch For For Management
1.6 Elect Director Roberto Hernandez Ramirez For For Management
1.7 Elect Director Ann Dibble Jordan For For Management
1.8 Elect Director Klaus Kleinfeld For For Management
1.9 Elect Director Dudley C. Mecum For For Management
1.10 Elect Director Anne Mulcahy For For Management
1.11 Elect Director Richard D. Parsons For For Management
1.12 Elect Director Charles Prince For For Management
1.13 Elect Director Judith Rodin For For Management
1.14 Elect Director Robert E. Rubin For For Management
1.15 Elect Director Franklin A. Thomas For For Management
1.16 Elect Director Sanford I. Weill For For Management
1.17 Elect Director Robert B. Willumstad For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Limit/Prohibit Awards to Executives Against Against Shareholder
5 Report on Political Contributions Against Against Shareholder
6 Prohibit Chairman From Management Duties, Against Against Shareholder
Titles or Responsibilities
7 Limit Executive Compensation Against Against Shareholder
8 Require a Majority Vote for the Election Against Against Shareholder
of Directors
9 Review/Limit Executive Compensation Against Against Shareholder
10 Adopt Simple Majority Vote Against For Shareholder
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COMCAST CORP.
Ticker: CMCSA Security ID: 20030N101
Meeting Date: JUN 1, 2005 Meeting Type: Annual
Record Date: MAR 24, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director S. Decker Anstrom For For Management
1.2 Elect Director Kenneth J. Bacon For Withhold Management
1.3 Elect Director Sheldon M. Bonovitz For For Management
1.4 Elect Director Edward D. Breen For For Management
1.5 Elect Director Julian A. Brodsky For For Management
1.6 Elect Director Joseph L. Castle, II For For Management
1.7 Elect Director Joseph J. Collins For For Management
1.8 Elect Director J. Michael Cook For For Management
1.9 Elect Director Brian L. Roberts For For Management
1.10 Elect Director Ralph J. Roberts For For Management
1.11 Elect Director Dr. Judith Rodin For For Management
1.12 Elect Director Michael I. Sovern For For Management
2 Ratify Auditors For For Management
3 Amend Restricted Stock Plan For For Management
4 Report on Political Contributions Against Against Shareholder
5 Separate Chairman and CEO Positions Against Against Shareholder
6 Submit Shareholder Rights Plan (Poison Against For Shareholder
Pill) to Shareholder Vote
7 Approve Recapitalization Plan Against For Shareholder
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COMMUNITY HEALTH SYSTEMS, INC.
Ticker: CYH Security ID: 203668108
Meeting Date: MAY 25, 2005 Meeting Type: Annual
Record Date: MAR 31, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Dale F. Frey For For Management
1.2 Elect Director John A. Fry For For Management
2 Amend Omnibus Stock Plan For Against Management
3 Ratify Auditors For For Management
4 Expense Stock Options Against For Shareholder
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COMPANHIA VALE DO RIO DOCE
Ticker: RIO.PR Security ID: 204412209
Meeting Date: APR 27, 2005 Meeting Type: Annual
Record Date: MAR 29, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1 APPRECIATION OF THE MANAGEMENT S REPORT For For Management
AND ANALYSIS, DISCUSSION AND VOTE ON THE
FINANCIAL STATEMENTS FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2004.
2 PROPOSAL FOR THE DESTINATION OF THE For For Management
PROFITS OF THE SAID FISCAL YEAR AND
APPROVAL OF THE INVESTMENT BUDGET OF THE
COMPANY.
3 ELECTION OF THE MEMBERS OF THE BOARD OF For For Management
DIRECTORS.
4 ELECTION OF THE MEMBERS OF THE FISCAL For For Management
COUNCIL.
5 ESTABLISHMENT OF THE REMUNERATION OF THE For For Management
SENIOR MANAGEMENT AND FISCAL COUNCIL
MEMBERS.
6 PROPOSAL FOR THE INCREASE OF CAPITAL, VIA For For Management
CAPITALIZATION OF RESERVES, WITHOUT ISSUE
OF SHARES, AND WITH THE CONSEQUENT
ALTERATION OF THE MAIN SECTION OF ARTICLE
5 OF THE COMPANY BYLAWS.
7 NEW VERSION OF CVRD S DIVIDEND POLICY. For For Management
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COMPANHIA VALE DO RIO DOCE
Ticker: RIO.PR Security ID: 204412209
Meeting Date: AUG 18, 2004 Meeting Type: Special
Record Date: JUL 22, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1 DELIBERATION OF THE PROPOSAL FOR A For For Management
FORWARD SPLIT OF SHARES ISSUED BY THE
COMPANY, SO THAT EACH COMMON OR PREFERRED
SHARE ISSUED BY THE COMPANY WILL BE
REPRESENTED BY THREE SHARES OF THE SAME
TYPE AND CLASS, AND THE CONSEQUENT
ALTERATIONS OF ARTICLES 5 AN
2 ELECTION, BY HOLDERS OF PREFERRED CLASS For For Management
A SHARES, OF ONE MEMBER AND HIS
ALTERNATE FOR THE COMPANY S FISCAL
COUNCIL, DUE TO THE RESIGNATION OF THE
FISCAL COUNCIL MEMBERS ELECTED BY THIS
CLASS OF SHARES, AS WELL AS THE ELECTION
BY THE COMMON SHAREHOLDERS
3 RECTIFICATION OF THE TOTAL ANNUAL For For Management
COMPENSATION OF THE MEMBERS OF THE
COMPANY S MANAGEMENT FIXED BY THE
ORDINARY GENERAL SHAREHOLDERS MEETING
HELD ON APRIL 28, 2004.
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CVS CORPORATION
Ticker: CVS Security ID: 126650100
Meeting Date: MAY 12, 2005 Meeting Type: Annual
Record Date: MAR 15, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director W. Don Cornwell For For Management
1.2 Elect Director Thomas P. Gerrity For For Management
1.3 Elect Director Stanley P. Goldstein For For Management
1.4 Elect Director Marian L. Heard For For Management
1.5 Elect Director William H. Joyce For For Management
1.6 Elect Director Terrence Murray For For Management
1.7 Elect Director Sheli Z. Rosenberg For For Management
1.8 Elect Director Thomas M. Ryan For For Management
1.9 Elect Director Alfred J. Verrecchia For For Management
2 Ratify Auditors For For Management
3 Require a Majority Vote for the Election Against Against Shareholder
of Directors
4 Performance- Based/Indexed Options Against Against Shareholder
5 Review/Limit Executive Compensation Against Against Shareholder
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DELL INC.
Ticker: DELL Security ID: 24702R101
Meeting Date: JUL 16, 2004 Meeting Type: Annual
Record Date: MAY 21, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Donald J. Carty For For Management
1.2 Elect Director Michael S. Dell For For Management
1.3 Elect Director William H. Gray, III For For Management
1.4 Elect Director Judy C. Lewent For For Management
1.5 Elect Director Thomas W. Luce, III For For Management
1.6 Elect Director Klaus S. Luft For For Management
1.7 Elect Director Alex J. Mandl For For Management
1.8 Elect Director Michael A. Miles For For Management
1.9 Elect Director Samuel A. Nunn, Jr. For For Management
1.10 Elect Director Kevin B. Rollins For For Management
2 Ratify Auditors For For Management
3 Expense Stock Options Against Against Shareholder
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E.I. DU PONT DE NEMOURS & CO.
Ticker: DD Security ID: 263534109
Meeting Date: APR 27, 2005 Meeting Type: Annual
Record Date: MAR 7, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Alain J.P. Belda For For Management
1.2 Elect Director Richard H. Brown For For Management
1.3 Elect Director Curtis J. Crawford For For Management
1.4 Elect Director John T. Dillon For For Management
1.5 Elect Director Louisa C. Duemling For For Management
1.6 Elect Director Charles O. Holliday, Jr. For For Management
1.7 Elect Director Lois D. Juliber For For Management
1.8 Elect Director Masahisa Naitoh For For Management
1.9 Elect Director William K. Reilly For For Management
1.10 Elect Director H. Rodney Sharp, III For For Management
1.11 Elect Director Charles M. Vest For For Management
2 Ratify Auditors For For Management
3 Report on Government Service of Employees Against Against Shareholder
4 Implement ILO Code of Conduct Against Against Shareholder
5 Executive Compensation Against Against Shareholder
6 Eliminate Animal Testing Against Against Shareholder
7 Report on Genetically Modified Organisms Against Against Shareholder
8 Performance- Based/Indexed Options Against Against Shareholder
9 Report on PFOA Chemical Remediation Against Against Shareholder
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ELECTRONIC ARTS INC.
Ticker: ERTS Security ID: 285512109
Meeting Date: JUL 29, 2004 Meeting Type: Annual
Record Date: JUN 8, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director M. Richard Asher For For Management
1.2 Elect Director William J. Byron For For Management
1.3 Elect Director Leonard S. Coleman For For Management
1.4 Elect Director Gary M. Kusin For For Management
1.5 Elect Director Gregory B. Maffei For For Management
1.6 Elect Director Timothy Mott For For Management
1.7 Elect Director Robert W. Pittman For For Management
1.8 Elect Director Lawrence F. Probst III For For Management
1.9 Elect Director Linda J. Srere For For Management
2 Amend Omnibus Stock Plan For Against Management
3 Amend Employee Stock Purchase Plan For For Management
4 Amend Articles to Consolidate Common For For Management
Stock
5 Increase Authorized Common Stock For Against Management
6 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
ELI LILLY AND CO.
Ticker: LLY Security ID: 532457108
Meeting Date: APR 18, 2005 Meeting Type: Annual
Record Date: FEB 15, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director G.M.C. Fisher For Did Not Management
Vote
1.2 Elect Director A.G. Gilman For Did Not Management
Vote
1.3 Elect Director K.N. Horn For Did Not Management
Vote
1.4 Elect Director J. Rose For Did Not Management
Vote
2 Ratify Auditors For Did Not Management
Vote
3 Separate Chairman and CEO Positions Against Did Not Shareholder
Vote
4 Review and Report on Drug Reimportation Against Did Not Shareholder
Policy Vote
5 Report on Product Availability in Canada Against Did Not Shareholder
Vote
6 Report on Political Contributions Against Did Not Shareholder
Vote
7 Adopt Policy on Performance-based Stock Against Did Not Shareholder
Option Grants Vote
8 Eliminate Animal Testing Against Did Not Shareholder
Vote
- --------------------------------------------------------------------------------
EMERSON ELECTRIC CO.
Ticker: EMR Security ID: 291011104
Meeting Date: FEB 1, 2005 Meeting Type: Annual
Record Date: NOV 24, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director D.N. Farr For For Management
1.2 Elect Director C.A. Peters For For Management
1.3 Elect Director D.C. Farrell For For Management
1.4 Elect Director J.W. Prueher For For Management
1.5 Elect Director R.B. Horton For For Management
2 Approve Non-Employee Director Restricted For For Management
Stock Plan
3 Approve Executive Incentive Bonus Plan For For Management
4 Ratify Auditors For For Management
5 Amend Equal Employment Policy Regarding Against Against Shareholder
Sexual Orientation
- --------------------------------------------------------------------------------
FAMILY DOLLAR STORES, INC.
Ticker: FDO Security ID: 307000109
Meeting Date: JAN 20, 2005 Meeting Type: Annual
Record Date: NOV 24, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mark R. Bernstein For For Management
1.2 Elect Director Sharon Allred Decker For For Management
1.3 Elect Director Edward C. Dolby For For Management
1.4 Elect Director Glenn A. Eisenberg For For Management
1.5 Elect Director Howard R. Levine For For Management
1.6 Elect Director George R. Mahoney, Jr. For For Management
1.7 Elect Director James G. Martin For For Management
2 Amend Stock Option Plan For For Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
FEDEX CORPORATION
Ticker: FDX Security ID: 31428X106
Meeting Date: SEP 27, 2004 Meeting Type: Annual
Record Date: AUG 2, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Charles T. Manatt For For Management
1.2 Elect Director Judith L. Estrin For For Management
1.3 Elect Director Philip Greer For For Management
1.4 Elect Director J.R. Hyde, III For For Management
1.5 Elect Director Shirley A. Jackson For For Management
1.6 Elect Director Frederick W. Smith For For Management
2 Declassify the Board of Directors For For Management
3 Approve Omnibus Stock Plan For For Management
4 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
FISERV, INC.
Ticker: FISV Security ID: 337738108
Meeting Date: APR 6, 2005 Meeting Type: Annual
Record Date: FEB 14, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director D.F. Dillon For For Management
1.2 Elect Director G.J. Levy For For Management
1.3 Elect Director G.M. Renwick For For Management
2 Ratify Auditors For For Management
3 Approve Executive Incentive Bonus Plan For For Management
4 Approve Omnibus Stock Plan For For Management
- --------------------------------------------------------------------------------
FISHER SCIENTIFIC INTERNATIONAL INC.
Ticker: FSH Security ID: 338032204
Meeting Date: AUG 2, 2004 Meeting Type: Annual
Record Date: MAY 14, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1 Issue Shares in Connection with an For For Management
Acquisition
2.1 Elect Director Michael D. Dingman For For Management
2.2 Elect Director Charles A. Sanders M.D. For For Management
3 Ratify Auditors For For Management
4 Adjourn Meeting For For Management
- --------------------------------------------------------------------------------
GENZYME CORP.
Ticker: GENZ Security ID: 372917104
Meeting Date: MAY 26, 2005 Meeting Type: Annual
Record Date: MAR 31, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert J. Carpenter For For Management
1.2 Elect Director Charles L. Cooney For For Management
2 Amend Qualified Employee Stock Purchase For Against Management
Plan
3 Amend Stock Option Plan For Against Management
4 Ratify Auditors For For Management
5 Declassify the Board of Directors Against For Shareholder
- --------------------------------------------------------------------------------
GLOBAL SANTA FE CORP.(FORMERLY SANTA FE INTERNATIONAL CORP)
Ticker: GSF Security ID: G3930E101
Meeting Date: JUN 7, 2005 Meeting Type: Annual
Record Date: APR 5, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Richard L. George For For Management
1.2 Elect Director Robert E. Rose For For Management
1.3 Elect Director Stephen J. Solarz For For Management
1.4 Elect Director Nader H. Sultan For For Management
2 PROPOSAL TO AMEND THE COMPANY S 2003 For For Management
LONG-TERM INCENTIVE PLAN TO REDUCE THE
NUMBER OF SHARES AUTHORIZED FOR ISSUANCE
UNDER THE PLAN AND INCREASE THE NUMBER OF
SUCH SHARES AVAILABLE FOR FULL-VALUE
STOCK AWARDS.
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
HARLEY-DAVIDSON, INC.
Ticker: HDI Security ID: 412822108
Meeting Date: APR 30, 2005 Meeting Type: Annual
Record Date: MAR 9, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director George H. Conrades For For Management
1.2 Elect Director Sara L. Levinson For For Management
1.3 Elect Director George L. Miles, Jr. For For Management
2 Approve/Amend Employee Incentive Bonus For For Management
Plan
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
HCA, INC.
Ticker: HCA Security ID: 404119109
Meeting Date: MAY 26, 2005 Meeting Type: Annual
Record Date: MAR 28, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director C. Michael Armstrong For For Management
1.2 Elect Director Magdalena H. Averhoff, For For Management
M.D.
1.3 Elect Director Jack O. Bovender, Jr. For For Management
1.4 Elect Director Richard M. Bracken For For Management
1.5 Elect Director Martin Feldstein For For Management
1.6 Elect Director Thomas F. Frist, Jr., For For Management
M.D.
1.7 Elect Director Frederick W. Gluck For For Management
1.8 Elect Director Glenda A. Hatchett For For Management
1.9 Elect Director Charles O. Holliday, Jr. For For Management
1.10 Elect Director T. Michael Long For For Management
1.11 Elect Director John H. McArthur For For Management
1.12 Elect Director Kent C. Nelson For For Management
1.13 Elect Director Frank S. Royal, M.D. For For Management
1.14 Elect Director Harold T. Shapiro For For Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For Against Management
- --------------------------------------------------------------------------------
HUBBELL INCORPORATED
Ticker: HUB.B Security ID: 443510201
Meeting Date: MAY 2, 2005 Meeting Type: Annual
Record Date: MAR 4, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director G. Jackson Ratcliffe For For Management
1.2 Elect Director E. Richard Brooks For For Management
1.3 Elect Director George W. Edwards, Jr. For For Management
1.4 Elect Director Joel S. Hoffman For For Management
1.5 Elect Director Andrew McNally IV For For Management
1.6 Elect Director Daniel J. Meyer For For Management
1.7 Elect Director Timothy H. Powers For For Management
1.8 Elect Director Daniel S. Van Riper For For Management
1.9 Elect Director Richard J. Swift For For Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For For Management
- --------------------------------------------------------------------------------
ILLINOIS TOOL WORKS INC.
Ticker: ITW Security ID: 452308109
Meeting Date: MAY 6, 2005 Meeting Type: Annual
Record Date: MAR 8, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William F. Aldinger For For Management
1.2 Elect Director Michael J. Birck For For Management
1.3 Elect Director Marvin D. Brailsford For For Management
1.4 Elect Director Susan Crown For For Management
1.5 Elect Director Don H. Davis, Jr. For For Management
1.6 Elect Director W. James Farrell For For Management
1.7 Elect Director Robert C. McCormack For For Management
1.8 Elect Director Robert S. Morrison For For Management
1.9 Elect Director Harold B. Smith For For Management
2 Ratify Auditors For For Management
3 Implement China Principles Against Against Shareholder
4 Require a Majority Vote for the Election Against Against Shareholder
of Directors
- --------------------------------------------------------------------------------
IMCLONE SYSTEMS INC.
Ticker: IMCL Security ID: 45245W109
Meeting Date: JUN 15, 2005 Meeting Type: Annual
Record Date: APR 18, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Andrew G. Bodnar, M.D., For For Management
J.D.
1.2 Elect Director William W. Crouse For For Management
1.3 Elect Director Vincent T. DeVita, Jr., For For Management
M.D.
1.4 Elect Director John A. Fazio For For Management
1.5 Elect Director Joseph L. Fischer For For Management
1.6 Elect Director David M. Kies For For Management
1.7 Elect Director Daniel S. Lynch For For Management
1.8 Elect Director William R. Miller For For Management
1.9 Elect Director David Sidransky, M.D. For For Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For Against Management
- --------------------------------------------------------------------------------
INTERNATIONAL GAME TECHNOLOGY
Ticker: IGT Security ID: 459902102
Meeting Date: MAR 1, 2005 Meeting Type: Annual
Record Date: JAN 6, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Neil Barsky For For Management
1.2 Elect Director Robert A. Bittman For For Management
1.3 Elect Director Richard R. Burt For For Management
1.4 Elect Director Leslie S. Heisz For For Management
1.5 Elect Director Robert A. Mathewson For For Management
1.6 Elect Director Thomas J. Matthews For For Management
1.7 Elect Director Robert Miller For For Management
1.8 Elect Director Frederick B. Rentschler For For Management
2 Amend Omnibus Stock Plan For Against Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
JOHNSON & JOHNSON
Ticker: JNJ Security ID: 478160104
Meeting Date: APR 28, 2005 Meeting Type: Annual
Record Date: MAR 1, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mary Sue Coleman For For Management
1.2 Elect Director James G. Cullen For For Management
1.3 Elect Director Robert J. Darretta For For Management
1.4 Elect Director Michael M. E. Johns For For Management
1.5 Elect Director Ann Dibble Jordan For For Management
1.6 Elect Director Arnold G. Langbo For For Management
1.7 Elect Director Susan L. Lindquist For For Management
1.8 Elect Director Leo F. Mullin For For Management
1.9 Elect Director Christine A. Poon For For Management
1.10 Elect Director Steven S. Reinemund For For Management
1.11 Elect Director David Satcher For For Management
1.12 Elect Director William C. Weldon For For Management
2 Approve Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
KOHL'S CORP.
Ticker: KSS Security ID: 500255104
Meeting Date: APR 27, 2005 Meeting Type: Annual
Record Date: MAR 2, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James D. Ericson For For Management
1.2 Elect Director William S. Kellogg For For Management
1.3 Elect Director Arlene Meier For For Management
1.4 Elect Director R. Elton White For For Management
2 Ratify Auditors For For Management
3 Declassify the Board of Directors Against For Shareholder
4 Submit Severance Agreement Against For Shareholder
(Change-in-Control) to Shareholder Vote
- --------------------------------------------------------------------------------
LEXMARK INTERNATIONAL, INC.
Ticker: LXK Security ID: 529771107
Meeting Date: APR 28, 2005 Meeting Type: Annual
Record Date: MAR 4, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director B. Charles Ames For For Management
1.2 Elect Director Ralph E. Gomory For For Management
1.3 Elect Director Marvin L. Mann For For Management
1.4 Elect Director Teresa Beck For For Management
2 Approve Non-Employee Director Omnibus For For Management
Stock Plan
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
LOCKHEED MARTIN CORP.
Ticker: LMT Security ID: 539830109
Meeting Date: APR 28, 2005 Meeting Type: Annual
Record Date: MAR 1, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director E.C. 'Pete' Aldridge, Jr. For For Management
1.2 Elect Director Nolan D. Archibald For For Management
1.3 Elect Director Marcus C. Bennett For For Management
1.4 Elect Director James O. Ellis, Jr. For For Management
1.5 Elect Director Gwendolyn S. King For For Management
1.6 Elect Director Douglas H. McCorkindale For For Management
1.7 Elect Director Eugene F. Murphy For For Management
1.8 Elect Director Joseph W. Ralston For For Management
1.9 Elect Director Frank Savage For For Management
1.10 Elect Director Anne Stevens For For Management
1.11 Elect Director Robert J. Stevens For For Management
1.12 Elect Director James R. Ukropina For For Management
1.13 Elect Director Douglas C. Yearley For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Performance-Based/Indexed Options Against Against Shareholder
5 Adopt Simple Majority Vote Requirement Against For Shareholder
for All Issues
6 Report on Pay Disparity Against Against Shareholder
7 and amend its code of conduct and Against Against Shareholder
policies related to bidding Review Code
of Conduct on Military Contracts
- --------------------------------------------------------------------------------
LOWE'S COMPANIES, INC.
Ticker: LOW Security ID: 548661107
Meeting Date: MAY 27, 2005 Meeting Type: Annual
Record Date: APR 1, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert A. Ingram For For Management
1.2 Elect Director Richard K. Lochridge For For Management
1.3 Elect Director Robert L. Johnson For For Management
2 Amend Non-Employee Director Stock Option For For Management
Plan
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
MASSEY ENERGY COMPANY
Ticker: MEE Security ID: 576206106
Meeting Date: MAY 24, 2005 Meeting Type: Annual
Record Date: MAR 31, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Don L. Blankenship For For Management
1.2 Elect Director Admiral Bobby R. Inman For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Amend Non-Employee Director Omnibus Stock For For Management
Plan
- --------------------------------------------------------------------------------
MEDTRONIC, INC.
Ticker: MDT Security ID: 585055106
Meeting Date: AUG 26, 2004 Meeting Type: Annual
Record Date: JUL 2, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William R. Brody, M.D., For For Management
Ph.D.
1.2 Elect Director Arthur D. Collins, Jr. For For Management
1.3 Elect Director Antonio M. Gotto, Jr., For For Management
M.D., D. Phil.
2 Ratify Auditors For For Management
3 Charitable Contributions Against Against Shareholder
- --------------------------------------------------------------------------------
MERRILL LYNCH & CO., INC.
Ticker: MER Security ID: 590188108
Meeting Date: APR 22, 2005 Meeting Type: Annual
Record Date: FEB 22, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jill K. Conway For For Management
1.2 Elect Director Heinz-Joachim Neuburger For For Management
1.3 Elect Director E. Stanley O'Neal For For Management
2 Ratify Auditors For For Management
3 Approve Non-Employee Director Restricted For For Management
Stock Plan
4 Provide for Cumulative Voting Against Against Shareholder
5 Limit Executive Compensation Against Against Shareholder
- --------------------------------------------------------------------------------
MICROSOFT CORP.
Ticker: MSFT Security ID: 594918104
Meeting Date: NOV 9, 2004 Meeting Type: Annual
Record Date: SEP 10, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William H. Gates III For For Management
1.2 Elect Director Steven A. Ballmer For For Management
1.3 Elect Director James I. Cash Jr., Ph.D. For For Management
1.4 Elect Director Raymond V. Gilmartin For For Management
1.5 Elect Director Ann McLaughlin Korologos For For Management
1.6 Elect Director David F. Marquardt For For Management
1.7 Elect Director Charles H. Noski For For Management
1.8 Elect Director Dr. Helmut Panke For For Management
1.9 Elect Director Jon A. Shirley For For Management
2 Amend Bundled Compensation Plans For Against Management
3 Amend Bundled Compensation Plans For For Management
4 Amend Stock Option Plan For Against Management
5 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
MORGAN STANLEY
Ticker: MWD Security ID: 617446448
Meeting Date: MAR 15, 2005 Meeting Type: Annual
Record Date: JAN 14, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John E. Jacob For For Management
1.2 Elect Director Charles F. Knight For For Management
1.3 Elect Director Miles L. Marsh For For Management
1.4 Elect Director Laura D'Andrea Tyson For For Management
2 Ratify Auditors For For Management
3 Declassify the Board of Directors For For Management
4 Limit Executive Compensation Against Against Shareholder
- --------------------------------------------------------------------------------
NIKE, INC.
Ticker: NKE Security ID: 654106103
Meeting Date: SEP 20, 2004 Meeting Type: Annual
Record Date: JUL 26, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jill K. Conway For For Management
1.2 Elect Director Alan B. Graf, Jr. For For Management
1.3 Elect Director Jeanne P. Jackson For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
NOBLE CORP
Ticker: NE Security ID: G65422100
Meeting Date: APR 28, 2005 Meeting Type: Annual
Record Date: MAR 3, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Lawrence J. Chazen For For Management
1.2 Elect Director Mary P. Ricciardello For For Management
1.3 Elect Director William A. Sears For For Management
2 APPROVAL OF ADOPTION OF SPECIAL For For Management
RESOLUTION OF MEMBERS TO AMEND ARTICLES
OF ASSOCIATION TO INCREASE DIRECTOR
RETIREMENT AGE.
3 APPROVAL OF THE PROPOSAL REGARDING THE For For Management
AMENDED AND RESTATED NOBLE CORPORATION
1992 NONQUALIFIED STOCK OPTION PLAN FOR
NON-EMPLOYEE DIRECTORS.
4 APPROVAL OF THE PROPOSAL TO AMEND THE For For Management
NOBLE CORPORATION EQUITY COMPENSATION
PLAN FOR NON-EMPLOYEE DIRECTORS.
5 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
OUTBACK STEAKHOUSE, INC.
Ticker: OSI Security ID: 689899102
Meeting Date: APR 27, 2005 Meeting Type: Annual
Record Date: MAR 4, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert D. Basham For For Management
1.2 Elect Director W. R. Carey, Jr For For Management
1.3 Elect Director General (Ret) Tommy For For Management
Franks
1.4 Elect Director Toby S.Wilt For For Management
2 Amend Stock Option Plan For For Management
3 Other Business For For Management
- --------------------------------------------------------------------------------
PEPSICO, INC.
Ticker: PEP Security ID: 713448108
Meeting Date: MAY 4, 2005 Meeting Type: Annual
Record Date: MAR 11, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John F. Akers For For Management
1.2 Elect Director Robert E. Allen For For Management
1.3 Elect Director Ray L. Hunt For For Management
1.4 Elect Director Arthur C. Martinez For For Management
1.5 Elect Director Indra K. Nooyi For For Management
1.6 Elect Director Steven S Reinemund For For Management
1.7 Elect Director Sharon P. Rockefeller For For Management
1.8 Elect Director James J. Schiro For For Management
1.9 Elect Director Franklin A. Thomas For For Management
1.10 Elect Director Cynthia M. Trudell For For Management
1.11 Elect Director Solomon D. Trujillo For For Management
1.12 Elect Director Daniel Vasella For For Management
2 Ratify Auditors For For Management
3 Report on Corporate Political Against Against Shareholder
Contributions
- --------------------------------------------------------------------------------
PETSMART
Ticker: PETM Security ID: 716768106
Meeting Date: JUN 23, 2005 Meeting Type: Annual
Record Date: APR 25, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director L.A. Del Santo For For Management
1.2 Elect Director P.L. Francis For For Management
1.3 Elect Director G.P. Josefowicz For For Management
1.4 Elect Director R.K. Lochridge For For Management
1.5 Elect Director A.I. Khalifa For For Management
2 Ratify Auditors For For Management
3 Increase Authorized Common Stock For Against Management
- --------------------------------------------------------------------------------
POLO RALPH LAUREN CORP.
Ticker: RL Security ID: 731572103
Meeting Date: AUG 12, 2004 Meeting Type: Annual
Record Date: JUN 24, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Arnold H. Aronson For For Management
1.2 Elect Director Dr. Joyce F. Brown For For Management
2 Amend Omnibus Stock Plan For Against Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
PROCTER & GAMBLE COMPANY, THE
Ticker: PG Security ID: 742718109
Meeting Date: OCT 12, 2004 Meeting Type: Annual
Record Date: JUL 30, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director R. Kerry Clark For For Management
1.2 Elect Director Joseph T. Gorman For For Management
1.3 Elect Director Lynn M. Martin For For Management
1.4 Elect Director Ralph Snyderman, M.D. For For Management
1.5 Elect Director Robert D. Storey For For Management
2 Ratify Auditors For For Management
3 Increase Authorized Common Stock For For Management
4 Declassify the Board of Directors Against For Management
5 Implement/ Report on Animal Welfare Against Against Shareholder
Standards
- --------------------------------------------------------------------------------
RED HAT, INC.
Ticker: RHAT Security ID: 756577102
Meeting Date: SEP 21, 2004 Meeting Type: Annual
Record Date: JUL 26, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Gen. H. Hugh Shelton For For Management
1.2 Elect Director Eugene J. Mcdonald For For Management
1.3 Elect Director Matthew J. Szulik For For Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For For Management
- --------------------------------------------------------------------------------
SLM CORP.
Ticker: SLM Security ID: 78442P106
Meeting Date: MAY 19, 2005 Meeting Type: Annual
Record Date: MAR 21, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Charles L. Daley For For Management
1.2 Elect Director William M. Diefenderfer, For For Management
III
1.3 Elect Director Thomas J. Fitzpatrick For For Management
1.4 Elect Director Diane Suitt Gilleland For For Management
1.5 Elect Director Earl A. Goode For For Management
1.6 Elect Director Ann Torre Grant For For Management
1.7 Elect Director Ronald F. Hunt For For Management
1.8 Elect Director Benjamin J. Lambert, III For For Management
1.9 Elect Director Albert L. Lord For For Management
1.10 Elect Director Barry A. Munitz For For Management
1.11 Elect Director A. Alexander Porter, Jr. For For Management
1.12 Elect Director Wolfgang Schoellkopf For For Management
1.13 Elect Director Steven L. Shapiro For For Management
1.14 Elect Director Barry L. Williams For For Management
2 Amend Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
SMITH INTERNATIONAL, INC.
Ticker: SII Security ID: 832110100
Meeting Date: APR 26, 2005 Meeting Type: Annual
Record Date: MAR 1, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director G. Clyde Buck For For Management
1.2 Elect Director Loren K. Carroll For For Management
1.3 Elect Director Dod A. Fraser For For Management
2 Increase Authorized Common Stock For For Management
3 Amend Omnibus Stock Plan For For Management
4 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
SOUTHWEST AIRLINES CO.
Ticker: LUV Security ID: 844741108
Meeting Date: MAY 18, 2005 Meeting Type: Annual
Record Date: MAR 23, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Colleen C. Barrett For For Management
1.2 Elect Director Gary C. Kelly For For Management
1.3 Elect Director John T. Montford For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
ST. PAUL TRAVELERS COMPANIES, INC., THE
Ticker: STA Security ID: 792860108
Meeting Date: JUL 28, 2004 Meeting Type: Annual
Record Date: JUN 4, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Howard P. Berkowitz For For Management
1.2 Elect Director Kenneth J. Bialkin For For Management
1.3 Elect Director Carolyn H. Byrd For For Management
1.4 Elect Director John H. Dasburg For For Management
1.5 Elect Director Leslie B. Disharoon For For Management
1.6 Elect Director Janet M. Dolan For For Management
1.7 Elect Director Kenneth M. Duberstein For For Management
1.8 Elect Director Jay S. Fishman For For Management
1.9 Elect Director Lawrence G. Graev For For Management
1.10 Elect Director Meryl D. Hartzband For For Management
1.11 Elect Director Thomas R. Hodgson For For Management
1.12 Elect Director William H. Kling For For Management
1.13 Elect Director James A. Lawrence For For Management
1.14 Elect Director Robert I. Lipp For For Management
1.15 Elect Director Blythe J. McGarvie For For Management
1.16 Elect Director Glen D. Nelson, M.D. For For Management
1.17 Elect Director Clarence Otis, Jr. For For Management
1.18 Elect Director Jeffrey M. Peek For For Management
1.19 Elect Director Nancy A. Roseman For For Management
1.20 Elect Director Charles W. Scharf For For Management
1.21 Elect Director Gordon M. Sprenger For For Management
1.22 Elect Director Frank J. Tasco For For Management
1.23 Elect Director Laurie J. Thomsen For For Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For Against Management
- --------------------------------------------------------------------------------
ST. PAUL TRAVELERS COMPANIES, INC., THE
Ticker: STA Security ID: 792860108
Meeting Date: MAY 3, 2005 Meeting Type: Annual
Record Date: MAR 11, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John H. Dasburg For For Management
1.2 Elect Director Leslie B. Disharoon For For Management
1.3 Elect Director Janet M. Dolan For For Management
1.4 Elect Director Kenneth M. Duberstein For For Management
1.5 Elect Director Jay S. Fishman For For Management
1.6 Elect Director Lawrence G. Graev For Withhold Management
1.7 Elect Director Thomas R. Hodgson For For Management
1.8 Elect Director Robert I. Lipp For For Management
1.9 Elect Director Blythe J. McGarvie For For Management
1.10 Elect Director Glen D. Nelson, M.D. For For Management
1.11 Elect Director Clarence Otis, Jr. For For Management
1.12 Elect Director Charles W. Scharf For For Management
1.13 Elect Director Laurie J. Thomsen For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
SYMANTEC CORP.
Ticker: SYMC Security ID: 871503108
Meeting Date: JUN 24, 2005 Meeting Type: Special
Record Date: MAY 12, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Increase Authorized Common Stock For For Management
3 Adjourn Meeting For For Management
- --------------------------------------------------------------------------------
SYSCO CORPORATION
Ticker: SYY Security ID: 871829107
Meeting Date: NOV 12, 2004 Meeting Type: Annual
Record Date: SEP 14, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Colin G. Campbell For For Management
1.2 Elect Director John M. Cassaday For For Management
1.3 Elect Director John K. Stubblefield, Jr. For For Management
1.4 Elect Director Jackie M. Ward For For Management
2 Ratify Auditors For For Management
3 Approve Stock Option Plan For For Management
4 Approve Executive Incentive Bonus Plan For For Management
5 Report on Genetically Engineered Products Against Against Shareholder
- --------------------------------------------------------------------------------
TARGET CORPORATION
Ticker: TGT Security ID: 87612E106
Meeting Date: MAY 18, 2005 Meeting Type: Annual
Record Date: MAR 21, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Roxanne S. Austin For For Management
1.2 Elect Director James A. Johnson For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
TENARIS SA, LUXEMBOURG
Ticker: Security ID: 88031M109
Meeting Date: MAY 25, 2005 Meeting Type: Annual
Record Date: APR 18, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1 CONSIDERATION OF THE BOARD OF DIRECTORS For Did Not Management
AND INDEPENDENT AUDITOR S REPORTS ON THE Vote
CONSOLIDATED FINANCIAL STATEMENTS.
2 CONSIDERATION OF THE BOARD OF DIRECTORS For Did Not Management
AND INDEPENDENT AUDITOR S REPORTS ON THE Vote
UNCONSOLIDATED ANNUAL ACCOUNTS.
3 ALLOCATION OF RESULTS AND APPROVAL OF For Did Not Management
DIVIDEND PAYMENT. Vote
4 DISCHARGE TO THE MEMBERS OF THE BOARD OF For Did Not Management
DIRECTORS. Vote
5 ELECTION OF THE BOARD OF DIRECTORS For Did Not Management
MEMBERS. Vote
6 AUTHORIZATION TO THE BOARD OF DIRECTORS For Did Not Management
TO DELEGATE THE DAY-TO-DAY MANAGEMENT OF Vote
THE COMPANY S BUSINESS.
7 BOARD OF DIRECTORS COMPENSATION. For Did Not Management
Vote
8 Ratify Auditors For Did Not Management
Vote
9 AMENDMENT OF ARTICLE 9 OF THE ARTICLES OF For Did Not Management
ASSOCIATION OF THE COMPANY. Vote
10 AMENDMENT OF ARTICLE 10 OF THE ARTICLES For Did Not Management
OF ASSOCIATION OF THE COMPANY. Vote
11 AMENDMENT OF ARTICLE 15 OF THE ARTICLES For Did Not Management
OF ASSOCIATION OF THE COMPANY. Vote
12 AMENDMENT OF ARTICLE 16 OF THE ARTICLES For Did Not Management
OF ASSOCIATION OF THE COMPANY. Vote
13 AMENDMENT OF ARTICLE 19 OF THE ARTICLES For Did Not Management
OF ASSOCIATION OF THE COMPANY. Vote
- --------------------------------------------------------------------------------
TEXAS INSTRUMENTS INC.
Ticker: TXN Security ID: 882508104
Meeting Date: APR 21, 2005 Meeting Type: Annual
Record Date: FEB 22, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James R. Adams For For Management
1.2 Elect Director David L. Boren For For Management
1.3 Elect Director Daniel A. Carp For For Management
1.4 Elect Director Carrie S. Cox For For Management
1.5 Elect Director Thomas J. Engibous For For Management
1.6 Elect Director Gerald W. Fronterhouse For For Management
1.7 Elect Director David R. Goode For For Management
1.8 Elect Director Pamela H. Patsley For For Management
1.9 Elect Director Wayne R. Sanders For For Management
1.10 Elect Director Ruth J. Simmons For For Management
1.11 Elect Director Richard K. Templeton For For Management
1.12 Elect Director Christine T. Whitman For For Management
2 Ratify Auditors For For Management
3 Approve Qualified Employee Stock Purchase For For Management
Plan
4 Amend Stock Option Plan For For Management
- --------------------------------------------------------------------------------
THERMO ELECTRON CORP.
Ticker: TMO Security ID: 883556102
Meeting Date: MAY 17, 2005 Meeting Type: Annual
Record Date: MAR 21, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John L. LaMattina For For Management
1.2 Elect Director Michael E. Porter For Withhold Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For For Management
4 Require a Majority Vote for the Election Against Against Shareholder
of Directors
- --------------------------------------------------------------------------------
TIME WARNER INC
Ticker: TWX Security ID: 887317105
Meeting Date: MAY 20, 2005 Meeting Type: Annual
Record Date: MAR 24, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James L. Barksdale For For Management
1.2 Elect Director Stephen F. Bollenbach For For Management
1.3 Elect Director Stephen M. Case For For Management
1.4 Elect Director Frank J. Caufield For For Management
1.5 Elect Director Robert C. Clark For For Management
1.6 Elect Director Jessica P. Einhorn For For Management
1.7 Elect Director Miles R. Gilburne For For Management
1.8 Elect Director Carla A. Hills For For Management
1.9 Elect Director Reuben Mark For For Management
1.10 Elect Director Michael A. Miles For For Management
1.11 Elect Director Kenneth J. Novack For For Management
1.12 Elect Director Richard D. Parsons For For Management
1.13 Elect Director R. E. Turner For For Management
1.14 Elect Director Francis T. Vincent, Jr For For Management
1.15 Elect Director Deborah C. Wright For For Management
2 Ratify Auditors For For Management
3 Report on Pay Disparity Against Against Shareholder
- --------------------------------------------------------------------------------
TYCO INTERNATIONAL LTD.
Ticker: TYC Security ID: 902124106
Meeting Date: MAR 10, 2005 Meeting Type: Annual
Record Date: JAN 10, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Dennis C. Blair For For Management
1.2 Elect Director Edward D. Breen For For Management
1.3 Elect Director George W. Buckley For For Management
1.4 Elect Director Brian Duperreault For For Management
1.5 Elect Director Bruce S. Gordon For For Management
1.6 Elect Director Rajiv L. Gupta For For Management
1.7 Elect Director John A. Krol For For Management
1.8 Elect Director Mackey J. Mcdonald For For Management
1.9 Elect Director H. Carl Mccall For For Management
1.10 Elect Director Brendan R. O'Neill For For Management
1.11 Elect Director Sandra S. Wijnberg For For Management
1.12 Elect Director Jerome B. York For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
UNIVISION COMMUNICATIONS INC.
Ticker: UVN Security ID: 914906102
Meeting Date: MAY 11, 2005 Meeting Type: Annual
Record Date: MAR 14, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director A. Jerrold Perenchio For Withhold Management
1.2 Elect Director Anthony Cassara For Withhold Management
1.3 Elect Director Harold Gaba For For Management
1.4 Elect Director Alan F. Horn For For Management
1.5 Elect Director John G. Perenchio For Withhold Management
1.6 Elect Director Ray Rodriguez For Withhold Management
1.7 Elect Director Mchenry T. Tichenor, Jr. For Withhold Management
2 Ratify Auditors For For Management
3 Adopt Recapitalization Plan Regarding Against For Shareholder
Votes Per Share
- --------------------------------------------------------------------------------
VERITAS SOFTWARE CORP.
Ticker: VRTS Security ID: 923436109
Meeting Date: AUG 25, 2004 Meeting Type: Annual
Record Date: JUN 28, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michael Brown For For Management
1.2 Elect Director Kurt J. Lauk For For Management
1.3 Elect Director Fred van den Bosch For For Management
2 Amend Stock Option Plan For Against Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
VODAFONE GROUP PLC
Ticker: Security ID: 92857W100
Meeting Date: JUL 27, 2004 Meeting Type: Annual
Record Date: JUN 11, 2004
# Proposal Mgt Rec Vote Cast Sponsor
1 TO RECEIVE THE REPORT OF THE DIRECTORS For For Management
AND FINANCIAL STATEMENTS
2 TO APPROVE THE REMUNERATION REPORT For For Management
3 TO RE-ELECT PETER BAMFORD AS A DIRECTOR For For Management
4 TO RE-ELECT JULIAN HORN-SMITH AS A For For Management
DIRECTOR
5 TO RE-ELECT SIR DAVID SCHOLEY AS A For For Management
DIRECTOR (MEMBER OF THE NOMINATIONS AND
GOVERNANCE AND AUDIT COMMITTEE)
6 TO ELECT LUC VANDEVELDE AS A DIRECTOR For For Management
(MEMBER OF THE REMUNERATION COMMITTEE)
7 TO APPROVE A FINAL DIVIDEND OF 1.07800 For For Management
PENCE PER ORDINARY SHARE
8 Ratify Auditors For For Management
9 TO AUTHORIZE THE AUDIT COMMITTEE TO For For Management
DETERMINE THE AUDITORS REMUNERATION
10 TO AUTHORIZE DONATIONS UNDER THE For For Management
POLITICAL PARTIES, ELECTIONS AND
REFERENDUMS ACT 2000
11 TO RENEW AUTHORITY TO ALLOT SHARES UNDER For For Management
ARTICLE 16.2 OF THE COMPANY S ARTICLES OF
ASSOCIATION
12 TO RENEW AUTHORITY TO DISAPPLY For For Management
PRE-EMPTION RIGHTS UNDER ARTICLE 16.3 OF
THE COMPANY S ARTICLES OF ASSOCIATION+
13 TO AUTHORIZE THE COMPANY S PURCHASE OF For For Management
ITS OWN SHARES+
14 TO AUTHORIZE THE COMPANY S PURCHASE OF For For Management
ITS OWN SHARES PURSUANT TO CONTINGENT
PURCHASE CONTRACTS AND OFF-MARKET
PURCHASES+
- --------------------------------------------------------------------------------
WAL-MART STORES, INC.
Ticker: WMT Security ID: 931142103
Meeting Date: JUN 3, 2005 Meeting Type: Annual
Record Date: APR 5, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James W. Breyer For For Management
1.2 Elect Director M. Michele Burns For For Management
1.3 Elect Director Douglas N. Daft For For Management
1.4 Elect Director David D. Glass For For Management
1.5 Elect Director Roland A. Hernandez For For Management
1.6 Elect Director John D. Opie For For Management
1.7 Elect Director J. Paul Reason For For Management
1.8 Elect Director H. Lee Scott, Jr. For For Management
1.9 Elect Director Jack C. Shewmaker For For Management
1.10 Elect Director Jose H. Villarreal For For Management
1.11 Elect Director John T. Walton For For Management
1.12 Elect Director S. Robson Walton For For Management
1.13 Elect Director Christopher J. Williams For For Management
1.14 Elect Director Linda S. Wolf For For Management
2 Amend Omnibus Stock Plan For Against Management
3 Ratify Auditors For For Management
4 Report on Executive Compensation Against Against Shareholder
5 Prepare Sustainability Report Against Against Shareholder
6 Report on Stock Option Distribution by Against Against Shareholder
Race and Gender
7 Report on Political Contributions Against Against Shareholder
8 Prepare Equal Opportunity Report Against Against Shareholder
9 Require a Majority Vote for the Election Against Against Shareholder
of Directors
10 Require Majority of Independent Directors Against Against Shareholder
on Board
11 Performance- Based/Indexed Options Against Against Shareholder
- --------------------------------------------------------------------------------
WASTE MANAGEMENT, INC.
Ticker: WMI Security ID: 94106L109
Meeting Date: MAY 13, 2005 Meeting Type: Annual
Record Date: MAR 18, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Pastora San Juan Cafferty For For Management
1.2 Elect Director Frank M. Clark, Jr. For For Management
1.3 Elect Director Robert S. Miller For For Management
1.4 Elect Director John C. Pope For For Management
1.5 Elect Director W. Robert Reum For For Management
1.6 Elect Director Steven G. Rothmeier For For Management
1.7 Elect Director David P. Steiner For For Management
1.8 Elect Director Thomas H. Weidemeyer For For Management
2 Ratify Auditors For For Management
3 Report on Privatization Against Against Shareholder
4 Require a Majority Vote for the Election Against Against Shareholder
of Directors
5 Report on Political Contributions Against Against Shareholder
6 Submit Severance Agreement Against For Shareholder
(Change-in-Control) to Shareholder Vote
- --------------------------------------------------------------------------------
WYETH
Ticker: WYE Security ID: 983024100
Meeting Date: APR 21, 2005 Meeting Type: Annual
Record Date: MAR 4, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Richard L. Carrion For For Management
1.2 Elect Director Robert Essner For For Management
1.3 Elect Director John D. Feerick For For Management
1.4 Elect Director Frances D. Fergusson For For Management
1.5 Elect Director Robert Langer For For Management
1.6 Elect Director John P. Mascotte For For Management
1.7 Elect Director Mary Lake Polan For For Management
1.8 Elect Director Ivan G. Seidenberg For For Management
1.9 Elect Director Walter V. Shipley For For Management
1.10 Elect Director John R. Torell III For For Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For For Management
4 Review and Report on Drug Reimportation Against Against Shareholder
Policy
5 Separate Chairman and CEO Positions Against Against Shareholder
6 Report on Political Contributions Against Against Shareholder
7 Discontinue Promotion of Premarin and Against Against Shareholder
Report on Animal Testing
- --------------------------------------------------------------------------------
XL CAPITAL LTD (FORMERLY EXEL LTD. )
Ticker: XL Security ID: G98255105
Meeting Date: APR 29, 2005 Meeting Type: Annual
Record Date: MAR 14, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michael P. Esposito, Jr For For Management
1.2 Elect Director Robert R. Glauber For For Management
1.3 Elect Director Cyril Rance For For Management
1.4 Elect Director Ellen E. Thrower For For Management
2 Ratify Auditors For For Management
3 TO APPROVE THE AMENDMENT AND RESTATEMENT For Against Management
OF THE COMPANY S 1991 PERFORMANCE
INCENTIVE PROGRAM.
- --------------------------------------------------------------------------------
YAHOO!, INC.
Ticker: YHOO Security ID: 984332106
Meeting Date: MAY 19, 2005 Meeting Type: Annual
Record Date: MAR 23, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Terry S. Semel For For Management
1.2 Elect Director Jerry Yang For For Management
1.3 Elect Director Roy J. Bostock For For Management
1.4 Elect Director Ronald W. Burkle For For Management
1.5 Elect Director Eric Hippeau For For Management
1.6 Elect Director Arthur H. Kern For For Management
1.7 Elect Director Robert A. Kotick For For Management
1.8 Elect Director Edward R. Kozel For For Management
1.9 Elect Director Gary L. Wilson For For Management
2 Amend Omnibus Stock Plan For For Management
3 Amend Non-Employee Director Stock Option For For Management
Plan
4 Ratify Auditors For For Management
========== END NPX REPORT
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Registrant: CAPITAL APPRECIATION VARIABLE ACCOUNT
-----------------------------------------
By (Signature and Title) ROBERT J. MANNING*
----------------------------------------------
Robert J. Manning, Principal Executive Officer
Date: August 26, 2005
---------------
*By (Signature and Title) SUSAN S. NEWTON
----------------------------------------------
Susan S. Newton, as Attorney-in-Fact
*Executed by Susan S. Newton on behalf of Robert J. Manning pursuant to a Power
of Attorney dated July 29, 2005. (1)
(1) Incorporated by reference to MFS Municipal Series Trust (File Nos. 2-92915
and 811-4096) Post Effective Amendment No. 40 filed with the SEC via EDGAR on
July 29, 2005.