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 811-5448 TOTAL RETURN VARIABLE ACCOUNT (Exact name of registrant as specified in charter) 500 Boylston Street, Boston, Massachusetts 02116 (Address of principal executive offices) (Zip code) Susan S. Newton Massachusetts Financial Services Company 500 Boylston Street Boston, Massachusetts 02116 (Name and address of agents for service) Registrant's telephone number, including area code: (617) 954-5000 Date of fiscal year end: December 31 Date of reporting period: July 1, 2005 - June 30, 2006 ITEM 1. PROXY VOTING RECORD. ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-05448 Reporting Period: 07/01/2005 - 06/30/2006 Total Return Variable Account ======================== TOTAL RETURN VARIABLE ACCOUNT ========================= 3M CO Ticker: MMM Security ID: 88579Y101 Meeting Date: MAY 9, 2006 Meeting Type: Annual Record Date: MAR 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Linda G. Alvarado For For Management 1.2 Elect Director Edward M. Liddy For For Management 1.3 Elect Director Robert S. Morrison For For Management 1.4 Elect Director Aulana L. Peters For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors For For Management 4 Performance-Based Against Against Shareholder 5 Adopt Animal Welfare Policy Against Against Shareholder 6 Implement China Principles Against Against Shareholder - -------------------------------------------------------------------------------- ABBOTT LABORATORIES Ticker: ABT Security ID: 002824100 Meeting Date: APR 28, 2006 Meeting Type: Annual Record Date: MAR 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Roxanne S. Austin For For Management 1.2 Elect Director William M. Daley For For Management 1.3 Elect Director W. James Farrell For For Management 1.4 Elect Director H. Laurance Fuller For For Management 1.5 Elect Director Richard A. Gonzalez For For Management 1.6 Elect Director Jack M. Greenberg For For Management 1.7 Elect Director Lord Owen For For Management 1.8 Elect Director Boone Powell, Jr. For For Management 1.9 Elect Director W. Ann Reynolds, Ph.D. For For Management 1.10 Elect Director Roy S. Roberts For For Management 1.11 Elect Director William D. Smithburg For For Management 1.12 Elect Director John R. Walter For For Management 1.13 Elect Director Miles D. White For For Management 2 Ratify Auditors For For Management 3 Performance-Based Equity Awards Against Against Shareholder 4 Report on Political Contributions Against Against Shareholder 5 Separate Chairman and CEO Positions Against Against Shareholder - -------------------------------------------------------------------------------- ACCENTURE LTD BERMUDA Ticker: ACN Security ID: G1150G111 Meeting Date: FEB 1, 2006 Meeting Type: Annual Record Date: DEC 5, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 APPOINTMENT OF THE FOLLOWING NOMINEE TO For Did Not Management THE BOARD OF DIRECTORS: DINA DUBLON Vote 2 APPOINTMENT OF THE FOLLOWING NOMINEE TO For Did Not Management THE BOARD OF DIRECTORS: WILLIAM D. GREEN Vote 3 Ratify Auditors For Did Not Management Vote - -------------------------------------------------------------------------------- ACE LTD. Ticker: ACE Security ID: G0070K103 Meeting Date: MAY 18, 2006 Meeting Type: Annual Record Date: MAR 31, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael G. Atieh For For Management 1.2 Elect Director Mary A. Cirillo For For Management 1.3 Elect Director Bruce L. Crockett For For Management 1.4 Elect Director Thomas J. Neff For For Management 1.5 Elect Director Gary M. Stuart For For Management 2 APPROVAL OF AMENDMENT TO ACE LIMITED For For Management EMPLOYEE STOCK PURCHASE PLAN. 3 RATIFICATION OF THE APPOINTMENT OF For For Management PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF ACE LIMITED FOR THE FISCAL YEAR ENDING DECEMBER 31, 2006. - -------------------------------------------------------------------------------- AIR PRODUCTS & CHEMICALS, INC. Ticker: APD Security ID: 009158106 Meeting Date: JAN 26, 2006 Meeting Type: Annual Record Date: NOV 30, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mario L. Baeza For For Management 1.2 Elect Director Edward E. Hagenlocker For For Management 1.3 Elect Director Terrence Murray For For Management 1.4 Elect Director Charles H. Noski For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Approve Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- ALLSTATE CORP., THE Ticker: ALL Security ID: 020002101 Meeting Date: MAY 16, 2006 Meeting Type: Annual Record Date: MAR 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director F. Duane Ackerman For For Management 1.2 Elect Director James G. Andress For For Management 1.3 Elect Director W. James Farrell For For Management 1.4 Elect Director Jack M. Greenberg For For Management 1.5 Elect Director Ronald T. Lemay For For Management 1.6 Elect Director Edward M. Liddy For For Management 1.7 Elect Director J. Christopher Reyes For For Management 1.8 Elect Director H. John Riley, Jr. For For Management 1.9 Elect Director Joshua I. Smith For For Management 1.10 Elect Director Judith A. Sprieser For For Management 1.11 Elect Director Mary Alice Taylor For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Approve Non-Employee Director Omnibus For For Management Stock Plan 5 Require a Majority Vote for the Election Against Against Shareholder of Directors 6 Adopt Simple Majority Vote Against For Shareholder - -------------------------------------------------------------------------------- ALTRIA GROUP, INC. Ticker: MO Security ID: 02209S103 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Elizabeth E. Bailey For For Management 1.2 Elect Director Harold Brown For For Management 1.3 Elect Director Mathis Cabiallavetta For For Management 1.4 Elect Director Louis C. Camilleri For For Management 1.5 Elect Director J. Dudley Fishburn For For Management 1.6 Elect Director Robert E. R. Huntley For For Management 1.7 Elect Director Thomas W. Jones For For Management 1.8 Elect Director George Munoz For For Management 1.9 Elect Director Lucio A. Noto For For Management 1.10 Elect Director John S. Reed For For Management 1.11 Elect Director Stephen M. Wolf For For Management 2 Ratify Auditors For For Management 3 Separate Chairman and CEO Positions Against Against Shareholder 4 Adopt ILO Standards Against Against Shareholder 5 Inform African Americans of Health Risks Against Against Shareholder Associated with Menthol Cigarettes 6 Establish Fire Safety Standards for Against Against Shareholder Cigarettes 7 Adopt Animal Welfare Policy Against Against Shareholder 8 Support Legislation to Reduce Smoking Against Against Shareholder 9 Provide Information on Second Hand Smoke Against Against Shareholder - -------------------------------------------------------------------------------- AMERADA HESS CORP Ticker: AHC Security ID: 023551104 Meeting Date: MAY 3, 2006 Meeting Type: Annual Record Date: MAR 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director J.B. Hess For For Management 1.2 Elect Director C.G. Matthews For For Management 1.3 Elect Director R. Lavizzo Mourey For For Management 1.4 Elect Director E.H. von Metzsch For For Management 2 Ratify Auditors For For Management 3 Change Company Name For For Management 4 Increase Authorized Common Stock For Against Management 5 Approve Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- AMERICAN EXPRESS CO. Ticker: AXP Security ID: 025816109 Meeting Date: APR 24, 2006 Meeting Type: Annual Record Date: FEB 28, 2006 # 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 Ursula M. Burns For For Management 1.4 Elect Director Kenneth I. Chenault For For Management 1.5 Elect Director Peter Chernin 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 Ricahrd 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 Limit/Prohibit Executive Stock-Based Against Against Shareholder Awards 4 Require a Majority Vote for the Election Against Against Shareholder of Directors 5 Exclude Reference to Sexual Orientation Against Against Shareholder from the Company's EEO Statement 6 Company-Specific -- Reimbursement of Against Against Shareholder Expenses for Certain Shareholder-Nominated Director Candidates - -------------------------------------------------------------------------------- AMERIPRISE FINANCIAL, INC. Ticker: AMP Security ID: 03076C106 Meeting Date: APR 26, 2006 Meeting Type: Annual Record Date: FEB 28, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ira D. Hall For For Management 1.2 Elect Director Jeffrey Noddle For For Management 1.3 Elect Director Richard F. Powers, III For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ANALOG DEVICES, INC. Ticker: ADI Security ID: 032654105 Meeting Date: MAR 14, 2006 Meeting Type: Annual Record Date: JAN 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James A. Champy For For Management 1.2 Elect Director Kenton J. Sicchitano For For Management 1.3 Elect Director Lester C. Thurow For For Management 2 Approve Omnibus Stock Plan For Against Management 3 Ratify Auditors For For Management 4 Require a Majority Vote for the Election Against Against Shareholder of Directors - -------------------------------------------------------------------------------- APACHE CORP. Ticker: APA Security ID: 037411105 Meeting Date: MAY 4, 2006 Meeting Type: Annual Record Date: MAR 15, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Frederick M. Bohen For For Management 1.2 Elect Director George D. Lawrence For For Management 1.3 Elect Director Rodman D. Patton For For Management 1.4 Elect Director Charles J. Pitman For For Management 1.5 Elect Director Jay A. Precourt For For Management 2 Amend Non-Employee Director Stock Option For For Management Plan - -------------------------------------------------------------------------------- ARCHER-DANIELS-MIDLAND COMPANY Ticker: ADM Security ID: 039483102 Meeting Date: NOV 3, 2005 Meeting Type: Annual Record Date: SEP 16, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director G. Allen Andreas For For Management 1.2 Elect Director Alan L. Boeckmann For For Management 1.3 Elect Director Mollie Hale Carter, For For Management 1.4 Elect Director Roger S. Joslin For For Management 1.5 Elect Director Patrick J. Moore For For Management 1.6 Elect Director M. Brian Mulroney For For Management 1.7 Elect Director Thomas F. O'Neill For For Management 1.8 Elect Director O.G. Webb For For Management 1.9 Elect Director Kelvin R. Westbrook For For Management 2 Report on Genetically Modified Organisms Against Against Shareholder - -------------------------------------------------------------------------------- AT&T INC Ticker: T Security ID: 00206R102 Meeting Date: APR 28, 2006 Meeting Type: Annual Record Date: MAR 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William F. Aldinger, III For For Management 1.2 Elect Director Gilbert F. Amelio For For Management 1.3 Elect Director August A. Busch, III For For Management 1.4 Elect Director Martin K. Eby, Jr. For For Management 1.5 Elect Director James A. Henderson For For Management 1.6 Elect Director Charles F. Knight For For Management 1.7 Elect Director Jon C. Madonna For For Management 1.8 Elect Director Lynn M. Martin For For Management 1.9 Elect Director John B. McCoy For For Management 1.10 Elect Director Mary S. Metz For For Management 1.11 Elect Director Toni Rembe For For Management 1.12 Elect Director S. Donley Ritchey For For Management 1.13 Elect Director Joyce M. Roche For For Management 1.14 Elect Director Randall L. Stephenson For For Management 1.15 Elect Director Laura D'Andrea Tyson For For Management 1.16 Elect Director Patricia P. Upton For For Management 1.17 Elect Director Edward E. Whitacre, Jr. For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Amend Articles/Bylaws/Charter-Non-Routine For For Management 5 Report on Political Contributions Against Against Shareholder 6 Separate Chairman and CEO Positions Against Against Shareholder 7 Report on Pay Disparity Against Against Shareholder 8 Non-Employee Director Compensation Against Against Shareholder 9 Submit Severance Agreement (Change in Against For Shareholder Control) to shareholder Vote 10 Adopt Simple Majority Vote Requirement Against For Shareholder - -------------------------------------------------------------------------------- BANK OF AMERICA CORP. Ticker: BAC Security ID: 060505104 Meeting Date: APR 26, 2006 Meeting Type: Annual Record Date: MAR 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William Barnet, III For For Management 1.2 Elect Director Frank P. Bramble, Sr. For For Management 1.3 Elect Director John T. Collins For For Management 1.4 Elect Director Gary L. Countryman For For Management 1.5 Elect Director Tommy R. Franks For For Management 1.6 Elect Director Paul Fulton For For Management 1.7 Elect Director Charles K. Gifford For For Management 1.8 Elect Director W. Steven Jones For For Management 1.9 Elect Director Kenneth D. Lewis For For Management 1.10 Elect Director Monica C. Lozano For For Management 1.11 Elect Director Walter E. Massey For For Management 1.12 Elect Director Thomas J. May For For Management 1.13 Elect Director Patricia E. Mitchell For For Management 1.14 Elect Director Thomas M. Ryan For For Management 1.15 Elect Director O. Temple Sloan, Jr. For For Management 1.16 Elect Director Meredith R. Spangler For For Management 1.17 Elect Director Robert L. Tillman For For Management 1.18 Elect Director Jackie M. Ward For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Publish Political Contributions Against Against Shareholder 5 Require a Majority Vote for the Election Against For Shareholder of Directors 6 Provide for an Independent Chairman Against Against Shareholder 7 Exclude Reference to Sexual Orientation Against Against Shareholder from the Company's EEO Statement - -------------------------------------------------------------------------------- BANK OF NEW YORK CO., INC., THE Ticker: BK Security ID: 064057102 Meeting Date: APR 11, 2006 Meeting Type: Annual Record Date: FEB 21, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Frank J. Biondi For For Management 1.2 Elect Director Nicholas M. Donofrio For For Management 1.3 Elect Director Gerald L. Hassel For For Management 1.4 Elect Director Richard J. Kogan For For Management 1.5 Elect Director Michael J. Kowalski For For Management 1.6 Elect Director John A. Luke, Jr. For For Management 1.7 Elect Director John C. Malone For For Management 1.8 Elect Director Paul Myners For For Management 1.9 Elect Director Catherine A. Rein For For Management 1.10 Elect Director Thomas A. Renyi For For Management 1.11 Elect Director William C. Richardson For For Management 1.12 Elect Director Brian l. Roberts For For Management 1.13 Elect Director Samuel C. Scott, III For For Management 1.14 Elect Director Richard C. Vaughan For For Management 2 Ratify Auditors For For Management 3 Provide for Cumulative Voting Against Against Shareholder 4 Reimbursement of Expenses of Opposition Against Against Shareholder Candidates - -------------------------------------------------------------------------------- BAXTER INTERNATIONAL INC. Ticker: BAX Security ID: 071813109 Meeting Date: MAY 9, 2006 Meeting Type: Annual Record Date: MAR 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Walter E. Boomer For For Management 1.2 Elect Director James R. Gavin, III For For Management 1.3 Elect Director Peter S. Hellman For For Management 1.4 Elect Director K.J. Storm For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors For For Management 4 Establish Range For Board Size For For Management 5 Submit Shareholder Rights Plan (Poison Against For Shareholder Pill) to Shareholder Vote - -------------------------------------------------------------------------------- BHP BILLITON PLC (FORMERLY BILLITON PLC) Ticker: Security ID: GB0000566504 Meeting Date: OCT 20, 2005 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports for BHP Billiton Plc 2 Accept Financial Statements and Statutory For For Management Reports for BHP Billiton Ltd. 3 Elect Carlos Cordeiro as Director of BHP For For Management Billiton Plc 4 Elect Carlos Cordeiro as Director of BHP For For Management Billiton Ltd. 5 Elect Gail de Planque as Director of BHP For For Management Billiton Plc 6 Elect Gail de Planque as Director of BHP For For Management Billiton Ltd. 7 Re-elect David Crawford as Director of For For Management BHP Billiton Plc 8 Re-elect David Crawford as Director of For For Management BHP Billiton Ltd. 9 Re-elect David Jenkins as Director of BHP For For Management Billiton Plc 10 Re-elect David Jenkins as Director of BHP For For Management Billiton Ltd. 11 Re-elect Mike Salamon as Director of BHP For For Management Billiton Plc 12 Re-elect Mike Salamon as Director of BHP For For Management Billiton Ltd. 13 Reappoint KPMG Audit Plc as Auditors of For For Management BHP Billiton Plc and Authorise the Board to Determine Their Remuneration 14 Authorise Issue of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of USD 265,926,499 15 Authorise Issue of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of USD 61,703,675 16 Authorise 246,814,700 BHP Billiton Plc For For Management Ordinary Shares for Market Purchase 17 Approve Remuneration Report For For Management 18 Approve Grant of Deferred Shares and For For Management Options under the BHP Billiton Ltd. Group Incentive Scheme and Grant of Performance Shares under the BHP Billiton Ltd. Long Term Incentive Plan to Charles Goodyear 19 Approve Grant of Deferred Shares and For For Management Options under the Amended BHP Billiton Plc Group Incentive Scheme and Grant of Performance Shares under the BHP Billiton Plc Long Term Incentive Plan to Mike Salamon 20 Amend Articles of Association of BHP For For Management Billiton Plc 21 Amend the Constitution of BHP Billiton For For Management Ltd. - -------------------------------------------------------------------------------- BJ SERVICES COMPANY Ticker: BJS Security ID: 055482103 Meeting Date: JAN 31, 2006 Meeting Type: Annual Record Date: DEC 6, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John R. Huff For For Management 1.2 Elect Director Michael E. Patrick For For Management 2 Increase Authorized Common Stock For Against Management 3 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- BOWATER INC. Ticker: BOW Security ID: 102183100 Meeting Date: MAY 10, 2006 Meeting Type: Annual Record Date: MAR 15, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Togo D. West, Jr. For For Management 1.2 Elect Director Richard B. Evans For For Management 1.3 Elect Director Bruce W. Van Saun For For Management 1.4 Elect Director David J. Paterson For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- BP PLC (FORM. BP AMOCO PLC ) Ticker: BP Security ID: 055622104 Meeting Date: APR 20, 2006 Meeting Type: Annual Record Date: FEB 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 TO RECEIVE THE DIRECTORS ANNUAL REPORT For For Management AND THE ACCOUNTS 2 TO APPROVE THE DIRECTORS REMUNERATION For For Management REPORT 3.1 Elect Director Dr D C Allen For For Management 3.2 Elect Director Lord Browne For For Management 3.3 Elect Director Mr J H Bryan For For Management 3.4 Elect Director Mr A Burgmans For For Management 3.5 Elect Director Mr I C Conn For For Management 3.6 Elect Director Mr E B Davis, Jr For For Management 3.7 Elect Director Mr D J Flint For For Management 3.8 Elect Director Dr B E Grote For For Management 3.9 Elect Director Dr A B Hayward For For Management 3.10 Elect Director Dr D S Julius For For Management 3.11 Elect Director Sir Tom Mckillop For For Management 3.12 Elect Director Mr J A Manzoni For For Management 3.13 Elect Director Dr W E Massey For For Management 3.14 Elect Director Sir Ian Prosser For For Management 3.15 Elect Director Mr M H Wilson For For Management 3.16 Elect Director Mr P D Sutherland For For Management 4 Ratify Auditors For For Management 5 SPECIAL RESOLUTION: TO GIVE LIMITED For For Management AUTHORITY FOR THE PURCHASE OF ITS OWN SHARES BY THE COMPANY 6 TO GIVE AUTHORITY TO ALLOT SHARES UP TO A For For Management SPECIFIED AMOUNT 7 SPECIAL RESOLUTION: TO GIVE AUTHORITY TO For For Management ALLOT A LIMITED NUMBER OF SHARES FOR CASH WITHOUT MAKING AN OFFER TO SHAREHOLDERS - -------------------------------------------------------------------------------- BURLINGTON NORTHERN SANTA FE CORP. Ticker: BNI Security ID: 12189T104 Meeting Date: APR 19, 2006 Meeting Type: Annual Record Date: FEB 28, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director A.L. Boeckmann For For Management 1.2 Elect Director D.G. Cook For For Management 1.3 Elect Director V.S. Martinez For For Management 1.4 Elect Director M.F. Racicot For For Management 1.5 Elect Director R.S. Roberts For For Management 1.6 Elect Director M.K. Rose For For Management 1.7 Elect Director M.J. Shapiro For For Management 1.8 Elect Director J.C. Watts, Jr For For Management 1.9 Elect Director R.H. West For For Management 1.10 Elect Director J.S. Whisler For For Management 1.11 Elect Director E.E. Whitacre, Jr. For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Amend Executive Incentive Bonus Plan For For Management 5 Require a Majority Vote for the Election Against Against Shareholder of Directors 6 Separate Chairman and CEO Positions Against Against Shareholder - -------------------------------------------------------------------------------- CAMERON INTERNATIONAL CORP Ticker: CAM Security ID: 216640102 Meeting Date: MAY 5, 2006 Meeting Type: Annual Record Date: MAR 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Nathan M. Avery For For Management 1.2 Elect Director C. Baker Cunningham For For Management 1.3 Elect Director Sheldon R. Erikson For For Management 2 Ratify Auditors For For Management 3 Change Company Name For For Management 4 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- CAPITAL ONE FINANCIAL CORP. Ticker: COF Security ID: 14040H105 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: FEB 28, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard D. Fairbank For For Management 1.2 Elect Director E.R. Campbell For For Management 1.3 Elect Director Stanley Westreich For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Require a Majority Vote for the Election Against Against Shareholder of Directors - -------------------------------------------------------------------------------- CBS CORP Ticker: CBS.A Security ID: 124857202 Meeting Date: MAY 25, 2006 Meeting Type: Annual Record Date: MAR 31, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David R. Andelman For For Management 1.2 Elect Director Joseph A. Califano, Jr. For For Management 1.3 Elect Director William S. Cohen For For Management 1.4 Elect Director Philippe P. Dauman For For Management 1.5 Elect Director Charles K. Gifford For For Management 1.6 Elect Director Bruce S. Gordon For For Management 1.7 Elect Director Leslie Moonves For For Management 1.8 Elect Director Shari Redstone For For Management 1.9 Elect Director Sumner M. Redstone For For Management 1.10 Elect Director Ann N. Reese For For Management 1.11 Elect Director Judith A. Sprieser For For Management 1.12 Elect Director Robert D. Walter For For Management 2 Ratify Auditors For For Management 3 Approve Option Exchange Offer For For Management 4 Amend Non-Employee Director Stock Option For Against Management Plan 5 Amend Non-Employee Director Restricted For Against Management Stock Plan 6 Company-Specific -- Adopt a Against For Shareholder Recapitalization Plan - -------------------------------------------------------------------------------- CHEVRON CORPORATION Ticker: CVX Security ID: 166764100 Meeting Date: APR 26, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Samuel H. Armacost For For Management 1.2 Elect Director Linnet F. Deily For For Management 1.3 Elect Director Robert E. Denham For For Management 1.4 Elect Director Robert J. Eaton For For Management 1.5 Elect Director Sam Ginn For For Management 1.6 Elect Director Franklyn G. Jenifer For For Management 1.7 Elect Director Sam Nunn For For Management 1.8 Elect Director David J. O'Reilly For For Management 1.9 Elect Director Donald B. Rice For For Management 1.10 Elect Director Peter J. Robertson For For Management 1.11 Elect Director Charles R. Shoemate For For Management 1.12 Elect Director Ronald D. Sugar For For Management 1.13 Elect Director Carl Ware For For Management 2 Ratify Auditors For For Management 3 Company-Specific-Reimbursement of Against Against Shareholder Stockholder Proposal 4 Report on Environmental Impact of Against Against Shareholder Drilling in Sensitive Areas 5 Report on Political Contributions Against Against Shareholder 6 Adopt an Animal Welfare Policy Against Against Shareholder 7 Adopt a Human Rights Policy Against Against Shareholder 8 Report on Remediation Expenses in Ecuador Against Against Shareholder - -------------------------------------------------------------------------------- CHUBB CORP., THE Ticker: CB Security ID: 171232101 Meeting Date: APR 25, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Zoe Baird For For Management 1.2 Elect Director Sheila P. Burke For For Management 1.3 Elect Director James I. Cash, Jr. For For Management 1.4 Elect Director Joel J. Cohen For For Management 1.5 Elect Director James M. Cornelius For For Management 1.6 Elect Director John D. Finnegan For For Management 1.7 Elect Director Klaus J. Mangold For For Management 1.8 Elect Director Sir David G. Scholey For For Management 1.9 Elect Director Raymond G.H. Seitz For For Management 1.10 Elect Director Lawrence M. Small For For Management 1.11 Elect Director Daniel E. Somers For For Management 1.12 Elect Director Karen Hastie Williams For For Management 1.13 Elect Director Alfred W. Zollar For For Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management 4 Require a Majority Vote for the Election Against Against Shareholder of Directors 5 Report on Political Contributions Against Against Shareholder - -------------------------------------------------------------------------------- CIGNA CORP. Ticker: CI Security ID: 125509109 Meeting Date: APR 26, 2006 Meeting Type: Annual Record Date: FEB 28, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director H. Edward Hanway For For Management 1.2 Elect Director Harold A. Wagner For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CISCO SYSTEMS, INC. Ticker: CSCO Security ID: 17275R102 Meeting Date: NOV 15, 2005 Meeting Type: Annual Record Date: SEP 16, 2005 # 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. John L. Hennessy For For Management 1.6 Elect Director Richard M. Kovacevich 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 Steven M. West For For Management 1.11 Elect Director Jerry Yang For For Management 2 Approve Stock Option Plan For Against Management 3 Ratify Auditors For For Management 4 Review/Limit Executive Compensation Against Against Shareholder 5 Report on Pay Disparity Against Against Shareholder 6 Report on Human Rights Policy Against Against Shareholder - -------------------------------------------------------------------------------- CITIGROUP INC. Ticker: C Security ID: 172967101 Meeting Date: APR 18, 2006 Meeting Type: Annual Record Date: FEB 24, 2006 # 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 Andrew N. Liveris For For Management 1.10 Elect Director Dudley C. Mecum For For Management 1.11 Elect Director Anne M. Mulcahy For For Management 1.12 Elect Director Richard D. Parsons For For Management 1.13 Elect Director Charles Prince For For Management 1.14 Elect Director Dr. Judith Rodin For For Management 1.15 Elect Director Robert E. Rubin For For Management 1.16 Elect Director Franklin A. Thomas For For Management 2 Ratify Auditors For For Management 3 Reduce Supermajority Vote Requirement For For Management 4 Reduce Supermajority Vote Requirement For For Management 5 Reduce Supermajority Vote Requirement For For Management 6 End Issuance of Options and Prohibit Against Against Shareholder Repricing 7 Report on Political Contributions Against Against Shareholder 8 Report on Charitable Contributions Against Against Shareholder 9 Performance-Based Equity Awards Against Against Shareholder 10 Reimbursement of Expenses Incurred by Against Against Shareholder Shareholder(s) 11 Separate Chairman and CEO Positions Against Against Shareholder 12 Clawback of Payments Under Restatement Against Against Shareholder - -------------------------------------------------------------------------------- COCA-COLA COMPANY, THE Ticker: KO Security ID: 191216100 Meeting Date: APR 19, 2006 Meeting Type: Annual Record Date: FEB 21, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Herbert A. Allen For For Management 1.2 Elect Director Ronald W. Allen For For Management 1.3 Elect Director Cathleen P. Black For For Management 1.4 Elect Director Barry Diller For For Management 1.5 Elect Director E. Neville Isdell For For Management 1.6 Elect Director Donald R. Keough For For Management 1.7 Elect Director Donald F. McHenry For For Management 1.8 Elect Director Sam Nunn For For Management 1.9 Elect Director James D. Robinson, III For For Management 1.10 Elect Director Peter V. Ueberroth For For Management 1.11 Elect Director James B. Williams For For Management 2 Ratify Auditors For For Management 3 Amend Restricted Stock Plan For For Management 4 Report on Charitable Contributions Against Against Shareholder 5 Review/ Report on Recycling Policy Against Against Shareholder 6 Performance-Based and/or Time-Based Against Against Shareholder Equity Awards 7 Report on Environmental Liabilities in Against Against Shareholder India 8 Sponsor Independent Inquiry into Against Against Shareholder Operations in Columbia - -------------------------------------------------------------------------------- COLGATE-PALMOLIVE CO. Ticker: CL Security ID: 194162103 Meeting Date: MAY 4, 2006 Meeting Type: Annual Record Date: MAR 7, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John T. Cahill For For Management 1.2 Elect Director Jill K. Conway For For Management 1.3 Elect Director Ellen M. Hancock For For Management 1.4 Elect Director David W. Johnson For For Management 1.5 Elect Director Richard J. Kogan For For Management 1.6 Elect Director Delano E. Lewis For For Management 1.7 Elect Director Reuben Mark For For Management 1.8 Elect Director J. Pedro Reinhard For For Management 1.9 Elect Director Howard B. Wentz, Jr. For For Management 2 Ratify Auditors For For Management 3 Approve Non-Employee Director Stock For Against Management Option Plan 4 Separate Chairman and CEO Positions Against Against Shareholder 5 Performance-Based Equity Awards Against Against Shareholder - -------------------------------------------------------------------------------- COMPUWARE CORP. Ticker: CPWR Security ID: 205638109 Meeting Date: AUG 23, 2005 Meeting Type: Annual Record Date: JUL 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dennis W. Archer For For Management 1.2 Elect Director Gurminder S. Bedi For For Management 1.3 Elect Director William O. Grabe For For Management 1.4 Elect Director William R. Halling For For Management 1.5 Elect Director Peter Karmanos, Jr. For For Management 1.6 Elect Director Faye Alexander Nelson For For Management 1.7 Elect Director Glenda D. Price For For Management 1.8 Elect Director W. James Prowse For For Management 1.9 Elect Director G. Scott Romney For For Management 1.10 Elect Director Lowell P. Weicker, Jr. For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CON-WAY INC Ticker: CNW Security ID: 12612W104 Meeting Date: APR 18, 2006 Meeting Type: Annual Record Date: MAR 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William R. Corbin For For Management 1.2 Elect Director Margaret G. Gill For For Management 1.3 Elect Director Robert Jaunich Ii For For Management 1.4 Elect Director Henry H. Mauz, Jr. For For Management 1.5 Elect Director Robert P. Wayman For For Management 2 Change Company Name For For Management 3 Approve Omnibus Stock Plan For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CONOCOPHILLIPS Ticker: COP Security ID: 20825C104 Meeting Date: MAY 10, 2006 Meeting Type: Annual Record Date: MAR 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard L. Armitage For For Management 1.2 Elect Director Richard H. Auchinleck For For Management 1.3 Elect Director Harald J. Norvik For For Management 1.4 Elect Director William K. Reilly For For Management 1.5 Elect Director Victoria J. Tschinkel For For Management 1.6 Elect Director Kathryn C. Turner For For Management 2 Ratify Auditors For For Management 3 Report Damage Resulting From Drilling Against Against Shareholder Inside the National Petroleum Reserve 4 Require a Majority Vote for the Election Against Against Shareholder of Directors 5 Submit Supplemental Executive Retirement Against Against Shareholder Plans to Shareholder vote 6 Report Accountability for Company's Against Against Shareholder Environmental Impacts due to Operation 7 Non-Employee Director Compensation Against Against Shareholder - -------------------------------------------------------------------------------- CONSECO, INC. Ticker: CNO Security ID: 208464883 Meeting Date: AUG 29, 2005 Meeting Type: Annual Record Date: JUL 12, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Debra J. Perry For For Management 1.2 Elect Director Philip R. Roberts For For Management 1.3 Elect Director William S. Kirsch For For Management 1.4 Elect Director Michael T. Tokarz For For Management 1.5 Elect Director R. Glenn Hilliard For For Management 1.6 Elect Director Michael S. Shannon For For Management 1.7 Elect Director Neal C. Schneider For For Management 1.8 Elect Director John G. Turner For For Management 2 Amend Omnibus Stock Plan For For Management 3 Approve Executive Incentive Bonus Plan For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CONSECO, INC. Ticker: CNO Security ID: 208464883 Meeting Date: MAY 23, 2006 Meeting Type: Annual Record Date: APR 4, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Debra J. Perry For For Management 1.2 Elect Director Philip R. Roberts For For Management 1.3 Elect Director William S. Kirsch For For Management 1.4 Elect Director Michael T. Tokarz For For Management 1.5 Elect Director R. Glenn Hilliard For For Management 1.6 Elect Director Michael S. Shannon For For Management 1.7 Elect Director Neal C. Schneider For For Management 1.8 Elect Director John G. Turner For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- COOPER INDUSTRIES LTD Ticker: CBE Security ID: G24182100 Meeting Date: APR 25, 2006 Meeting Type: Annual Record Date: MAR 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director I.J. Evans For For Management 1.2 Elect Director K.S. Hachigian For For Management 1.3 Elect Director J.R. Wilson For For Management 2 Ratify Auditors For For Management 3 APPROVE THE AMENDED AND RESTATED For For Management MANAGEMENT ANNUAL INCENTIVE PLAN. 4 APPROVE THE AMENDED AND RESTATED For For Management DIRECTORS STOCK PLAN. 5 SHAREHOLDER PROPOSAL REQUESTING COOPER TO Against Against Shareholder IMPLEMENT A CODE OF CONDUCT BASED ON INTERNATIONAL LABOR ORGANIZATION HUMAN RIGHTS STANDARDS. - -------------------------------------------------------------------------------- COUNTRYWIDE FINANCIAL CORP. Ticker: CFC Security ID: 222372104 Meeting Date: JUN 14, 2006 Meeting Type: Annual Record Date: APR 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kathleen Brown For For Management 1.2 Elect Director Jeffrey M. Cunningham For For Management 1.3 Elect Director Martin R. Melone For For Management 1.4 Elect Director Robert T. Parry For For Management 2 Approve Omnibus Stock Plan For Against Management 3 Ratify Auditors For For Management 4 Approve Report of the Compensation Against Against Shareholder Committee - -------------------------------------------------------------------------------- DEERE & CO. Ticker: DE Security ID: 244199105 Meeting Date: FEB 22, 2006 Meeting Type: Annual Record Date: DEC 31, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Crandall C. Bowles For For Management 1.2 Elect Director Vance D. Coffman For For Management 1.3 Elect Director Arthur L. Kelly For For Management 1.4 Elect Director Thomas H. Patrick For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- DELL INC. Ticker: DELL Security ID: 24702R101 Meeting Date: JUL 15, 2005 Meeting Type: Annual Record Date: MAY 20, 2005 # 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 Require a Majority Vote for the Election Against Against Shareholder of Directors 4 Expense Stock Options Against For Shareholder - -------------------------------------------------------------------------------- DEVON ENERGY CORP. Ticker: DVN Security ID: 25179M103 Meeting Date: JUN 7, 2006 Meeting Type: Annual Record Date: APR 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert L. Howard For For Management 1.2 Elect Director Micheal M. Kanovsky For For Management 1.3 Elect Director J. Todd Mitchell For For Management 1.4 Elect Director Larry Nichols For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- DIAGEO PLC (FORMERLY GUINNESS PLC) Ticker: DGEAF Security ID: GB0002374006 Meeting Date: OCT 18, 2005 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 18.2 Pence Per For For Management Share 4 Re-elect Lord Blyth of Rowington as For For Management Director 5 Re-elect Maria Lilja as Director For For Management 6 Re-elect William Shanahan as Director For For Management 7 Elect Franz Humer as Director For For Management 8 Reappoint KPMG Audit Plc as Auditors and For For Management Authorise the Board to Determine Their Remuneration 9 Authorise Issue of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 291,272,000 10 Authorise Issue of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 44,132,121 11 Authorise 305,041,222 Ordinary Shares for For For Management Market Purchase 12 Authorise the Company to Make EU For For Management Political Organisation Donations up to GBP 200,000 and Incur EU Political Expenditure up to GBP 200,000 13 Adopt New Articles of Association For For Management - -------------------------------------------------------------------------------- DIEBOLD, INC. Ticker: DBD Security ID: 253651103 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: MAR 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Louis V. Bockius, III For For Management 1.2 Elect Director Phillip R. Cox For For Management 1.3 Elect Director Richard L. Crandall For For Management 1.4 Elect Director Gale S. Fitzgerald For For Management 1.5 Elect Director Phillip B. Lassiter For For Management 1.6 Elect Director John N. Lauer For For Management 1.7 Elect Director William F. Massy For For Management 1.8 Elect Director Eric J. Roorda For For Management 1.9 Elect Director Thomas W. Swidarski For For Management 1.10 Elect Director Henry D.G. Wallace For For Management 1.11 Elect Director Alan J. Weber For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management - -------------------------------------------------------------------------------- DOMINION RESOURCES, INC. Ticker: D Security ID: 25746U109 Meeting Date: APR 28, 2006 Meeting Type: Annual Record Date: FEB 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Peter W. Brown For For Management 1.2 Elect Director Ronald J. Calise For For Management 1.3 Elect Director Thos. E. Capps For For Management 1.4 Elect Director George A. Davidson, Jr. For For Management 1.5 Elect Director Thomas F. Farrell, II For For Management 1.6 Elect Director John W. Harris For For Management 1.7 Elect Director Robert S. Jepson, Jr. For For Management 1.8 Elect Director Mark J. Kington For For Management 1.9 Elect Director Benjamin J. Lambert, III For For Management 1.10 Elect Director Richard L. Leatherwood For For Management 1.11 Elect Director Margaret A. McKenna For For Management 1.12 Elect Director Frank S. Royal, M.D. For For Management 1.13 Elect Director S. Dallas Simmons For For Management 1.14 Elect Director David A. Wollard For For Management 2 Ratify Auditors For For Management 3 Require a Majority Vote for the Election Against For Shareholder of Directors 4 Report on Greenhouse Gas Emissions Against Against Shareholder 5 Submit Supplemental Executive Retirement Against Against Shareholder Plans to Shareholder vote - -------------------------------------------------------------------------------- DOW CHEMICAL COMPANY, THE Ticker: DOW Security ID: 260543103 Meeting Date: MAY 11, 2006 Meeting Type: Annual Record Date: MAR 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jacqueline K. Barton For For Management 1.2 Elect Director James A. Bell For For Management 1.3 Elect Director Barbara Hackman Franklin For For Management 1.4 Elect Director Andrew N. Liveris For For Management 1.5 Elect Director Geoffery E. Merszei For For Management 1.6 Elect Director J. Pedro Reinhard For For Management 1.7 Elect Director Ruth G. Shaw For For Management 1.8 Elect Director Paul G. Stern For For Management 2 Ratify Auditors For For Management 3 Report on Remediation Policies in Bhopal Against Against Shareholder 4 Report on Genetically Modified Organisms Against Against Shareholder 5 Evaluate Potential Links Between Company Against Against Shareholder Products and Asthma 6 Report on Security of Chemical Facilities Against Against Shareholder - -------------------------------------------------------------------------------- E.I. DU PONT DE NEMOURS & CO. Ticker: DD Security ID: 263534109 Meeting Date: APR 26, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # 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 Eleuthere I. du Pont 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 Sean O'Keefe For For Management 1.10 Elect Director William K. Reilly For For Management 1.11 Elect Director Charles M. Vest For For Management 2 Ratify Auditors For For Management 3 Review Executive Compensation Against Against Shareholder 4 Report on Genetically Modified Organisms Against Against Shareholder 5 Performance-Based Against Against Shareholder 6 Report on Feasibility of Phasing out PFOA Against Against Shareholder 7 Report on Security of Chemical Facilities Against Against Shareholder - -------------------------------------------------------------------------------- ELI LILLY AND CO. Ticker: LLY Security ID: 532457108 Meeting Date: APR 24, 2006 Meeting Type: Annual Record Date: FEB 15, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Martin S. Feldstein, Ph.D. For For Management 1.2 Elect Director J. Erik Fyrwald For For Management 1.3 Elect Director Ellen R. Marram For For Management 1.4 Elect Director Sidney Taurel For For Management 2 Ratify Auditors For For Management 3 Report on Animal Welfare Policy Against Against Shareholder 4 Separate Chairman and CEO Positions Against Against Shareholder 5 Declassify the Board of Directors Against For Shareholder 6 Require a Majority Vote for the Election Against Against Shareholder of Directors - -------------------------------------------------------------------------------- EMERSON ELECTRIC CO. Ticker: EMR Security ID: 291011104 Meeting Date: FEB 7, 2006 Meeting Type: Annual Record Date: NOV 29, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director A. A. Busch,III For For Management 1.2 Elect Director A. F. Golden For For Management 1.3 Elect Director V. R. Loucks, Jr For For Management 1.4 Elect Director J. B. Menzer For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management 4 Submit Severance Agreement Against For Shareholder (Change-in-Control) to Shareholder Vote - -------------------------------------------------------------------------------- ENTERGY CORP. Ticker: ETR Security ID: 29364G103 Meeting Date: MAY 12, 2006 Meeting Type: Annual Record Date: MAR 14, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Maureen Scannell Bateman For For Management 1.2 Elect Director W. Frank Blount For For Management 1.3 Elect Director Simon D. Debree For For Management 1.4 Elect Director Gary W. Edwards For For Management 1.5 Elect Director Alexis Herman For For Management 1.6 Elect Director Donald C. Hintz For For Management 1.7 Elect Director J. Wayne Leonard For For Management 1.8 Elect Director Stuart L. Levenick For For Management 1.9 Elect Director Robert v.d. Luft For For Management 1.10 Elect Director James R. Nichols For For Management 1.11 Elect Director William A. Percy, II For For Management 1.12 Elect Director W. J. Tauzin For For Management 1.13 Elect Director Steven V. Wilkinson For For Management 2 Reduce Supermajority Vote Requirement For For Management 3 Approve Omnibus Stock Plan For For Management 4 Ratify Auditors For For Management 5 Require a Majority Vote for the Election Against Against Shareholder of Directors - -------------------------------------------------------------------------------- EOG RESOURCES, INC. Ticker: EOG Security ID: 26875P101 Meeting Date: MAY 2, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director George A. Alcorn For For Management 1.2 Elect Director Charles R. Crisp For For Management 1.3 Elect Director Mark G. Papa For For Management 1.4 Elect Director Edmund P. Segner, III For For Management 1.5 Elect Director William D. Stevens For For Management 1.6 Elect Director H. Leighton Steward For For Management 1.7 Elect Director Donald F. Textor For For Management 1.8 Elect Director Frank G. Wisner For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- EXELON CORP. Ticker: EXC Security ID: 30161N101 Meeting Date: JUL 22, 2005 Meeting Type: Annual Record Date: MAY 2, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Issue Shares in Connection with an For For Management Acquisition 2.1 Elect Director Edward A. Brennan For For Management 2.2 Elect Director Bruce De Mars For For Management 2.3 Elect Director Nelson A. Diaz For For Management 2.4 Elect Director John W. Rowe For For Management 2.5 Elect Director Ronald Rubin For For Management 3 Increase Authorized Common Stock For For Management 4 Ratify Auditors For For Management 5 Approve Omnibus Stock Plan For For Management 6 Approve Qualified Employee Stock Purchase For For Management Plan 7 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- EXELON CORP. Ticker: EXC Security ID: 30161N101 Meeting Date: JUN 27, 2006 Meeting Type: Annual Record Date: MAY 12, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director M.W. D'Alessio For For Management 1.2 Elect Director R.B. Greco For For Management 1.3 Elect Director J.M. Palms For For Management 1.4 Elect Director J.W. Rogers For For Management 1.5 Elect Director R.L. Thomas For For Management 2 Ratify Auditors For For Management 3 Submit Severance Agreement (Change in Against For Shareholder Control) to shareholder Vote - -------------------------------------------------------------------------------- EXXON MOBIL CORP. Ticker: XOM Security ID: 30231G102 Meeting Date: MAY 31, 2006 Meeting Type: Annual Record Date: APR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael J. Boskin For For Management 1.2 Elect Director William W. George For For Management 1.3 Elect Director James R. Houghton For For Management 1.4 Elect Director William R. Howell For For Management 1.5 Elect Director Reatha Clark King For For Management 1.6 Elect Director Philip E. Lippincott For For Management 1.7 Elect Director Henry A. McKinnell, Jr. For For Management 1.8 Elect Director Marilyn Carlson Nelson For For Management 1.9 Elect Director Samuel J. Palmisano For For Management 1.10 Elect Director Walter V. Shipley For For Management 1.11 Elect Director J. Stephen Simon For For Management 1.12 Elect Director Rex W. Tillerson For For Management 2 Ratify Auditors For For Management 3 Provide for Cumulative Voting Against Against Shareholder 4 Require a Majority Vote for the Election Against For Shareholder of Directors 5 Company-Specific-Nominate Independent Against Against Shareholder Director with Industry Experience 6 Require Director Nominee Qualifications Against Against Shareholder 7 Non-Employee Director Compensation Against Against Shareholder 8 Separate Chairman and CEO Positions Against Against Shareholder 9 Review Executive Compensation Against Against Shareholder 10 Link Executive Compensation to Social Against Against Shareholder Issues 11 Report on Political Contributions Against Against Shareholder 12 Report on Charitable Contributions Against Against Shareholder 13 Amend Equal Employment Opportunity Policy Against Against Shareholder to Prohibit Discrimination Based on Sexual Orientation 14 Report on Damage Resulting from Drilling Against Against Shareholder for Oil and gas in Protected Areas 15 Report Accountability for Company's Against Against Shareholder Environmental Impacts due to Operation - -------------------------------------------------------------------------------- FAMILY DOLLAR STORES, INC. Ticker: FDO Security ID: 307000109 Meeting Date: JAN 19, 2006 Meeting Type: Annual Record Date: NOV 22, 2005 # 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 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- FEDERATED DEPARTMENT STORES, INC. Ticker: FD Security ID: 31410H101 Meeting Date: MAY 19, 2006 Meeting Type: Annual Record Date: MAR 31, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Joyce M. Roche For For Management 1.2 Elect Director William P. Stiritz For For Management 1.3 Elect Director Craig E. Weatherup For For Management 2 Ratify Auditors For For Management 3 Increase Authorized Common Stock For For Management 4 Amend Omnibus Stock Plan For For Management 5 Amend Omnibus Stock Plan For For Management 6 Limit Boards on Which Directors May Against Against Shareholder Concurrently Serve - -------------------------------------------------------------------------------- FIRSTENERGY CORPORATION Ticker: FE Security ID: 337932107 Meeting Date: MAY 16, 2006 Meeting Type: Annual Record Date: MAR 21, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Anthony J. Alexander For For Management 1.2 Elect Director Carol A. Cartwright For For Management 1.3 Elect Director William T. Cottle For For Management 1.4 Elect Director Robert B. Heisler, Jr. For For Management 1.5 Elect Director Russell W. Maier For For Management 1.6 Elect Director George M. Smart For For Management 1.7 Elect Director Wes M. Taylor For For Management 1.8 Elect Director Jesse T. Williams, Sr. For For Management 2 Ratify Auditors For For Management 3 Adopt Simple Majority Vote Requirement Against For Shareholder 4 Submit Severance Agreement (Change in Against For Shareholder Control) to shareholder Vote - -------------------------------------------------------------------------------- FRANKLIN RESOURCES, INC. Ticker: BEN Security ID: 354613101 Meeting Date: JAN 26, 2006 Meeting Type: Annual Record Date: NOV 30, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Samuel H. Armacost For For Management 1.2 Elect Director Harmon E. Burns For For Management 1.3 Elect Director Charles Crocker For For Management 1.4 Elect Director Joseph R. Hardiman For For Management 1.5 Elect Director Robert D. Joffe For For Management 1.6 Elect Director Charles B. Johnson For For Management 1.7 Elect Director Rupert H. Johnson, Jr. For For Management 1.8 Elect Director Thomas H. Kean For For Management 1.9 Elect Director Chutta Ratnathicam For For Management 1.10 Elect Director Peter M. Sacerdote For For Management 1.11 Elect Director Laura Stein For For Management 1.12 Elect Director Anne M. Tatlock For For Management 1.13 Elect Director Louis E. Woodworth For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- FREDDIE MAC Ticker: FRE Security ID: 313400301 Meeting Date: JUL 15, 2005 Meeting Type: Annual Record Date: MAY 27, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Barbara T. Alexander For For Management 1.2 Elect Director Geoffrey T. Boisi For For Management 1.3 Elect Director Joan E. Donoghue For For Management 1.4 Elect Director Michelle Engler For For Management 1.5 Elect Director Richard Karl Goeltz For For Management 1.6 Elect Director Thomas S. Johnson For For Management 1.7 Elect Director William M. Lewis, Jr. For For Management 1.8 Elect Director Eugene M. Mcquade For For Management 1.9 Elect Director Shaun F. O'Malley For For Management 1.10 Elect Director Ronald F. Poe For For Management 1.11 Elect Director Stephen A. Ross For For Management 1.12 Elect Director Richard F. Syron For For Management 1.13 Elect Director William J. Turner For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- GAP, INC., THE Ticker: GPS Security ID: 364760108 Meeting Date: MAY 9, 2006 Meeting Type: Annual Record Date: MAR 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Howard P. Behar For For Management 1.2 Elect Director Adrian D. P. Bellamy For For Management 1.3 Elect Director Domenico De Sole For For Management 1.4 Elect Director Donald G. Fisher For For Management 1.5 Elect Director Doris F. Fisher For For Management 1.6 Elect Director Robert J. Fisher For For Management 1.7 Elect Director Penelope L. Hughes For For Management 1.8 Elect Director Bob L. Martin For For Management 1.9 Elect Director Jorge P. Montoya For For Management 1.10 Elect Director Paul S. Pressler For For Management 1.11 Elect Director James M. Schneider For For Management 1.12 Elect Director Mayo A. Shattuck, III For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management - -------------------------------------------------------------------------------- GENERAL ELECTRIC CO. Ticker: GE Security ID: 369604103 Meeting Date: APR 26, 2006 Meeting Type: Annual Record Date: FEB 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James I. Cash, Jr. For For Management 1.2 Elect Director Sir William M. Castell For For Management 1.3 Elect Director Ann M. Fudge For For Management 1.4 Elect Director Claudio X. Gonzalez For For Management 1.5 Elect Director Jeffrey R. Immelt For For Management 1.6 Elect Director Andrea Jung For For Management 1.7 Elect Director Alan G. Lafley For For Management 1.8 Elect Director Robert W. Lane For For Management 1.9 Elect Director Ralph S. Larsen For For Management 1.10 Elect Director Rochelle B. Lazarus For For Management 1.11 Elect Director Sam Nunn For For Management 1.12 Elect Director Roger S. Penske For For Management 1.13 Elect Director Robert J. Swieringa For For Management 1.14 Elect Director Douglas A. Warner, III For For Management 1.15 Elect Director Robert C. Wright For For Management 2 Ratify Auditors For For Management 3 Restore or Provide for Cumulative Voting Against Against Shareholder 4 Adopt Policy on Overboarded Directors Against Against Shareholder 5 Company-Specific -- One Director from the Against Against Shareholder Ranks of the Retirees 6 Separate Chairman and CEO Positions Against Against Shareholder 7 Require a Majority Vote for the Election Against Against Shareholder of Directors 8 Report on Environmental Policies Against Against Shareholder - -------------------------------------------------------------------------------- GENERAL MILLS, INC. Ticker: GIS Security ID: 370334104 Meeting Date: SEP 26, 2005 Meeting Type: Annual Record Date: JUL 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paul Danos For For Management 1.2 Elect Director William T. Esrey For For Management 1.3 Elect Director Raymond V. Gilmartin For For Management 1.4 Elect Director Judith Richards Hope For For Management 1.5 Elect Director Heidi G. Miller For For Management 1.6 Elect Director H. Ochoa-Brillembourg For For Management 1.7 Elect Director Steve Odland For For Management 1.8 Elect Director Michael D. Rose For For Management 1.9 Elect Director Robert L. Ryan For For Management 1.10 Elect Director Stephen W. Sanger For For Management 1.11 Elect Director A. Michael Spence For For Management 1.12 Elect Director Dorothy A. Terrell For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For Against Management 4 Hire Advisor/Maximize Shareholder Value Against Against Shareholder - -------------------------------------------------------------------------------- GENWORTH FINANCIAL, INC. Ticker: GNW Security ID: 37247D106 Meeting Date: MAY 17, 2006 Meeting Type: Annual Record Date: MAR 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Frank J. Borelli For For Management 1.2 Elect Director Michael D. Fraizer For For Management 1.3 Elect Director Nancy J. Karch For For Management 1.4 Elect Director J. Robert Bob Kerrey For For Management 1.5 Elect Director Saiyid T. Naqvi For For Management 1.6 Elect Director James A. Parke For For Management 1.7 Elect Director James S. Riepe For For Management 1.8 Elect Director Thomas B. Wheeler For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- GILLETTE CO., THE Ticker: G Security ID: 375766102 Meeting Date: JUL 12, 2005 Meeting Type: Special Record Date: MAY 19, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- GLOBAL SANTA FE CORP.(FORMERLY SANTA FE INTERNATIONAL CORP) Ticker: GSF Security ID: G3930E101 Meeting Date: MAY 23, 2006 Meeting Type: Annual Record Date: MAR 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Thomas W. Cason For For Management 1.2 Elect Director Jon A. Marshall For For Management 1.3 Elect Director Carroll W. Suggs For For Management 2 AMEND THE COMPANY S AMENDED AND RESTATED For For Management ARTICLES OF ASSOCIATION, AS AMENDED TO DATE; TO PROVIDE THAT THE ISSUANCE OF PREFERENCE SHARES IS NOT A VARIATION OF THE RIGHTS OF THE HOLDERS OF ORDINARY SHARES AND TO MAKE A RELATED CLARIFYING CHANGE, AND AMEND 3 AMEND THE EXISTING ARTICLES OF For For Management ASSOCIATION TO INCREASE THE COMPANY S FLEXIBILITY IN REPURCHASING ITS SHARES. 4 AMEND THE EXISTING ARTICLES OF For For Management ASSOCIATION TO DELETE OBSOLETE PROVISIONS RELATING TO KUWAIT PETROLEUM CORPORATION AND ITS AFFILIATES. 5 AMEND THE EXISTING MEMORANDUM OF For For Management ASSOCIATION AND THE EXISTING ARTICLES OF ASSOCIATION TO CLARIFY, UPDATE AND MAKE MINOR CHANGES TO CERTAIN PROVISIONS. 6 AMEND AND RESTATE THE EXISTING MEMORANDUM For For Management OF ASSOCIATION AND THE EXISTING ARTICLES OF ASSOCIATION TO INCORPORATE ALL PREVIOUS AMENDMENTS THERETO. 7 Ratify Auditors For For Management - -------------------------------------------------------------------------------- GOLDMAN SACHS GROUP, INC., THE Ticker: GS Security ID: 38141G104 Meeting Date: MAR 31, 2006 Meeting Type: Annual Record Date: JAN 30, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lloyd C. Blankfein For For Management 1.2 Elect Director Lord Browne Ofmadingley For For Management 1.3 Elect Director John H. Bryan For For Management 1.4 Elect Director Claes Dahlback For For Management 1.5 Elect Director Stephen Friedman For For Management 1.6 Elect Director William W. George For For Management 1.7 Elect Director James A. Johnson For For Management 1.8 Elect Director Lois D. Juliber For For Management 1.9 Elect Director Edward M. Liddy For For Management 1.10 Elect Director Henry M. Paulson, Jr. For For Management 1.11 Elect Director Ruth J. Simmons For For Management 2 Amend Restricted Partner Compensation For For Management Plan 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- H. J. HEINZ CO. Ticker: HNZ Security ID: 423074103 Meeting Date: AUG 23, 2005 Meeting Type: Annual Record Date: JUN 3, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William R. Johnson For For Management 1.2 Elect Director Charles E. Bunch For For Management 1.3 Elect Director Mary C. Choksi For For Management 1.4 Elect Director Leonard S. Coleman, Jr. For For Management 1.5 Elect Director Peter H. Coors For For Management 1.6 Elect Director Edith E. Holiday For For Management 1.7 Elect Director Candace Kendle For For Management 1.8 Elect Director Dean R. O' Hare For For Management 1.9 Elect Director Lynn C. Swann For For Management 1.10 Elect Director Thomas J. Usher For For Management 2 Ratify Auditors For For Management 3 Hire Advisor/Maximize Shareholder Value Against Against Shareholder 4 Adopt Simple Majority Vote Against For Shareholder - -------------------------------------------------------------------------------- HARTFORD FINANCIAL SERVICES GROUP, INC., THE Ticker: HIG Security ID: 416515104 Meeting Date: MAY 17, 2006 Meeting Type: Annual Record Date: MAR 20, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ramani Ayer For For Management 1.2 Elect Director Ramon de Oliveira For For Management 1.3 Elect Director Edward J. Kelly, III For For Management 1.4 Elect Director Paul G. Kirk, Jr For For Management 1.5 Elect Director Thomas M. Marra For For Management 1.6 Elect Director Gail J. McGovern For For Management 1.7 Elect Director Michael G. Morris For For Management 1.8 Elect Director Robert W. Selander For For Management 1.9 Elect Director Charles B. Strauss For For Management 1.10 Elect Director H. Patrick Swygert For For Management 1.11 Elect Director David K. Zwiener For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- HASBRO, INC. Ticker: HAS Security ID: 418056107 Meeting Date: MAY 25, 2006 Meeting Type: Annual Record Date: APR 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Basil L. Anderson For For Management 1.2 Elect Director Alan R. Batkin For For Management 1.3 Elect Director Frank J. Biondi, Jr. For For Management 1.4 Elect Director John M. Connors, Jr. For For Management 1.5 Elect Director Michael W.O. Garrett For For Management 1.6 Elect Director E. Gordon Gee For For Management 1.7 Elect Director Jack M. Greenberg For For Management 1.8 Elect Director Alan G. Hassenfeld For For Management 1.9 Elect Director Claudine B. Malone For For Management 1.10 Elect Director Edward M. Philip For For Management 1.11 Elect Director Paula Stern For For Management 1.12 Elect Director Alfred J. Verrecchia For For Management 2 Ratify Auditors For For Management 3 Adopt ILO-Based Code of Conduct Against Against Shareholder - -------------------------------------------------------------------------------- HOME DEPOT, INC. (THE) Ticker: HD Security ID: 437076102 Meeting Date: MAY 25, 2006 Meeting Type: Annual Record Date: MAR 28, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gregory D. Brenneman For For Management 1.2 Elect Director John L. Clendenin For For Management 1.3 Elect Director Claudio X. Gonzalez For For Management 1.4 Elect Director Milledge A. Hart, III For For Management 1.5 Elect Director Bonnie G. Hill For For Management 1.6 Elect Director Laban P. Jackson, Jr. For For Management 1.7 Elect Director Lawrence R. Johnston For For Management 1.8 Elect Director Kenneth G. Langone For For Management 1.9 Elect Director Angelo R. Mozilo For For Management 1.10 Elect Director Robert L. Nardelli For For Management 1.11 Elect Director Thomas J. Ridge For For Management 2 Ratify Auditors For For Management 3 Increase Disclosure of Executive Against Against Shareholder Compensation 4 Report on EEOC-Related Activities Against Against Shareholder 5 Separate Chairman and CEO Positions Against Against Shareholder 6 Require a Majority Vote for the Election Against For Shareholder of Directors 7 Submit Supplemental Executive Retirement Against For Shareholder Plans to Shareholder vote 8 Report on Political Contributions Against Against Shareholder 9 Increase Disclosure of Executive Against Against Shareholder Compensation 10 Affirm Political Non-partisanship Against Against Shareholder - -------------------------------------------------------------------------------- HUBBELL INCORPORATED Ticker: HUB.B Security ID: 443510201 Meeting Date: MAY 1, 2006 Meeting Type: Annual Record Date: MAR 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director G. Ratcliffe For For Management 1.2 Elect Director E. Brooks For For Management 1.3 Elect Director G. Edwards For For Management 1.4 Elect Director J. Hoffman For For Management 1.5 Elect Director A. Mcnally Iv For For Management 1.6 Elect Director D. Meyer For For Management 1.7 Elect Director T. Powers For For Management 1.8 Elect Director D. Van Riper For For Management 1.9 Elect Director R. Swift For For Management 2 Ratify Auditors For For Management 3 Amend Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- ILLINOIS TOOL WORKS INC. Ticker: ITW Security ID: 452308109 Meeting Date: MAY 5, 2006 Meeting Type: Annual Record Date: MAR 7, 2006 # 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 Robert C. McCormack For For Management 1.7 Elect Director Robert S. Morrison For For Management 1.8 Elect Director James A. Skinner For For Management 1.9 Elect Director Harold B. Smith For For Management 1.10 Elect Director David B. Speer For For Management 2 Increase Authorized Common Stock For For Management 3 Approve Omnibus Stock Plan For Against Management 4 Ratify Auditors For For Management 5 Adopt/ Implement China Principles Against Against Shareholder 6 Require a Majority Vote for the Election Against Against Shareholder of Directors - -------------------------------------------------------------------------------- INGERSOLL-RAND COMPANY LIMITED Ticker: IR Security ID: G4776G101 Meeting Date: JUN 7, 2006 Meeting Type: Annual Record Date: APR 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director T.E. Martin For For Management 1.2 Elect Director P. Nachtigal For For Management 1.3 Elect Director R.J. Swift For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- INTEL CORP. Ticker: INTC Security ID: 458140100 Meeting Date: MAY 17, 2006 Meeting Type: Annual Record Date: MAR 20, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Craig R. Barrett For For Management 2 Elect Director Charlene Barshefsky For For Management 3 Elect Director E. John P. Browne For For Management 4 Elect Director D. James Guzy For For Management 5 Elect Director Reed E. Hundt For For Management 6 Elect Director Paul S. Otellini For For Management 7 Elect Director James D. Plummer For For Management 8 Elect Director David S. Pottruck For For Management 9 Elect Director Jane E. Shaw For For Management 10 Elect Director John L. Thornton For For Management 11 Elect Director David B. Yoffie For For Management 12 Rescind Fair Price Provision For For Management 13 Amend Articles/Bylaws/Repeal For For Management Supermajority Vote 14 Ratify Auditors For For Management 15 Approve Omnibus Stock Plan For Against Management 16 Approve Qualified Employee Stock Purchase For Against Management Plan - -------------------------------------------------------------------------------- INTERNATIONAL BUSINESS MACHINES CORP. Ticker: IBM Security ID: 459200101 Meeting Date: APR 25, 2006 Meeting Type: Annual Record Date: FEB 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Cathleen Black For For Management 1.2 Elect Director Kenneth I. Chenault For For Management 1.3 Elect Director Juergen Dormann For For Management 1.4 Elect Director Michael L. Eskew For For Management 1.5 Elect Director Shirley Ann Jackson For For Management 1.6 Elect Director Minoru Makihara For For Management 1.7 Elect Director Lucio A. Noto For For Management 1.8 Elect Director James W. Owens For For Management 1.9 Elect Director Samuel J. Palmisano For For Management 1.10 Elect Director Joan E. Spero For For Management 1.11 Elect Director Sidney Taurel For For Management 1.12 Elect Director Charles M. Vest For For Management 1.13 Elect Director Lorenzo H. Zambrano For Withhold Management 2 Ratify Auditors For For Management 3 Provide for Cumulative Voting Against Against Shareholder 4 Evaluate Age Discrimination in Retirement Against Against Shareholder Plans 5 Time-Based Equity Awards Against Against Shareholder 6 Increase Disclosure of Executive Against Against Shareholder Compensation 7 Report on Outsourcing Against Against Shareholder 8 Implement/ Increase Activity on the China Against Against Shareholder Principles 9 Report on Political Contributions Against Against Shareholder 10 Require a Majority Vote for the Election Against Against Shareholder of Directors 11 Adopt Simple Majority Vote Against For Shareholder - -------------------------------------------------------------------------------- INTERNATIONAL GAME TECHNOLOGY Ticker: IGT Security ID: 459902102 Meeting Date: MAR 7, 2006 Meeting Type: Annual Record Date: JAN 9, 2006 # 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 For Management 3 Amend Qualified Employee Stock Purchase For For Management Plan 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- INTERNATIONAL PAPER CO. Ticker: IP Security ID: 460146103 Meeting Date: MAY 8, 2006 Meeting Type: Annual Record Date: MAR 16, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John L. Townsend, III For For Management 1.2 Elect Director John F. Turner For For Management 1.3 Elect Director Alberto Weisser For For Management 1.4 Elect Director John V. Faraci For For Management 1.5 Elect Director Donald F. McHenry For For Management 1.6 Elect Director William G. Walter For For Management 2 Ratify Auditors For For Management 3 Require a Majority Vote for the Election Against For Shareholder of Directors 4 Sustainable Forestry Report Against Against Shareholder 5 Declassify the Board of Directors Against For Shareholder - -------------------------------------------------------------------------------- INTERPUBLIC GROUP OF COMPANIES, INC., THE Ticker: IPG Security ID: 460690100 Meeting Date: NOV 14, 2005 Meeting Type: Annual Record Date: SEP 20, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Frank J. Borelli For For Management 1.2 Elect Director Reginald K. Brack For For Management 1.3 Elect Director Jill M. Considine For For Management 1.4 Elect Director Richard A. Goldstein For For Management 1.5 Elect Director H. John Greeniaus For For Management 1.6 Elect Director Michael I. Roth For For Management 1.7 Elect Director J. Phillip Samper For For Management 1.8 Elect Director David M. Thomas For For Management 2 Approve Qualified Employee Stock Purchase For Against Management Plan 3 Ratify Auditors For For Management 4 Seek Sale of Company/Assets Against Against Shareholder - -------------------------------------------------------------------------------- JOHNSON & JOHNSON Ticker: JNJ Security ID: 478160104 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: FEB 28, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mary S. 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 D. 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 Charles Prince For For Management 1.11 Elect Director Steven S. Reinemund For For Management 1.12 Elect Director David Satcher For For Management 1.13 Elect Director William C. Weldon For For Management 2 Amend Articles to Remove Antitakeover For For Management Provision 3 Ratify Auditors For For Management 4 Disclose Charitable Contributions Against Against Shareholder 5 Require a Majority Vote for the Election Against Against Shareholder of Directors - -------------------------------------------------------------------------------- JPMORGAN CHASE & CO. Ticker: JPM Security ID: 46625H100 Meeting Date: MAY 16, 2006 Meeting Type: Annual Record Date: MAR 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John H. Biggs For For Management 1.2 Elect Director Stephen B. Burke For For Management 1.3 Elect Director James S. Crown For For Management 1.4 Elect Director James Dimon For For Management 1.5 Elect Director Ellen V. Futter For For Management 1.6 Elect Director William H. Gray, III For For Management 1.7 Elect Director William B. Harrison, Jr. For For Management 1.8 Elect Director Laban P. Jackson, Jr. For For Management 1.9 Elect Director John W. Kessler For For Management 1.10 Elect Director Robert I. Lipp For For Management 1.11 Elect Director Richard A. Manoogian For For Management 1.12 Elect Director David C. Novak For For Management 1.13 Elect Director Lee R. Raymond For For Management 1.14 Elect Director William C. Weldon For For Management 2 Ratify Auditors For For Management 3 Put Repricing of Stock Options to Against Against Shareholder Shareholder Vote 4 Performance-Based Equity Awards Against Against Shareholder 5 Separate Chairman and CEO Positions Against Against Shareholder 6 Remove Reference to Sexual Orientation Against Against Shareholder from EEO Statement 7 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 8 Report on Lobbying Activities Against Against Shareholder 9 Report on Political Contributions Against Against Shareholder 10 Approve Terms of Existing Poison Pill Against For Shareholder 11 Provide for Cumulative Voting Against Against Shareholder 12 Claw-back of Payments under Restatements Against Against Shareholder 13 Require Director Nominee Qualifications Against Against Shareholder - -------------------------------------------------------------------------------- KELLOGG CO. Ticker: K Security ID: 487836108 Meeting Date: APR 21, 2006 Meeting Type: Annual Record Date: MAR 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John T. Dillon For For Management 1.2 Elect Director James M. Jenness For For Management 1.3 Elect Director L. Daniel Jorndt For For Management 1.4 Elect Director William D. Perez For For Management 2 Ratify Auditors For For Management 3 Approve Executive Incentive Bonus Plan For For Management 4 Sustainability Report Against Against Shareholder - -------------------------------------------------------------------------------- KIMBERLY-CLARK CORP. Ticker: KMB Security ID: 494368103 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: FEB 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dennis R. Beresford For For Management 1.2 Elect Director Abelardo E. Bru For For Management 1.3 Elect Director Thomas J. Falk For For Management 1.4 Elect Director Mae C. Jemison, M.D. For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors Against For Shareholder 4 Adopt ILO Standards Against Against Shareholder 5 Require a Majority Vote for the Election Against For Shareholder of Directors 6 Report on Feasibility of Phasing Out the Against Against Shareholder Use of Non-certified Wood Fiber - -------------------------------------------------------------------------------- LEHMAN BROTHERS HOLDINGS INC. Ticker: LEH Security ID: 524908100 Meeting Date: APR 5, 2006 Meeting Type: Annual Record Date: FEB 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Thomas H. Cruikshank For For Management 1.2 Elect Director Roland A. Hernandez For For Management 1.3 Elect Director Henry Kaufman For For Management 1.4 Elect Director John D. Macomber For For Management 2 Ratify Auditors For For Management 3 Increase Authorized Common Stock For For Management 4 Declassify the Board of Directors For For Management - -------------------------------------------------------------------------------- LINCOLN NATIONAL CORP. Ticker: LNC Security ID: 534187109 Meeting Date: JUN 9, 2006 Meeting Type: Annual Record Date: APR 18, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jon A. Boscia For For Management 1.2 Elect Director George W. Henderson, III For For Management 1.3 Elect Director Eric G. Johnson For For Management 1.4 Elect Director M. Leanne Lachman For For Management 1.5 Elect Director Isaiah Tidwell For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- LINCOLN NATIONAL CORP. Ticker: LNC Security ID: 534187109 Meeting Date: MAR 20, 2006 Meeting Type: Special Record Date: FEB 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 Issue Shares in Connection with an For For Management Acquisition 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- LOCKHEED MARTIN CORP. Ticker: LMT Security ID: 539830109 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: MAR 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director E.C. 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 James M. Loy For For Management 1.7 Elect Director Douglas H. McCorkindale For For Management 1.8 Elect Director Eugene F. Murphy For For Management 1.9 Elect Director Joseph W. Ralston For For Management 1.10 Elect Director Frank Savage For For Management 1.11 Elect Director James M. Schneider For For Management 1.12 Elect Director Anne Stevens For For Management 1.13 Elect Director Robert J. Stevens For For Management 1.14 Elect Director James R. Ukropina For For Management 1.15 Elect Director Douglas C. Yearley For For Management 2 Ratify Auditors For For Management 3 Approve Executive Incentive Bonus Plan For For Management 4 Amend Articles/Bylaws/Charter-Non-Routine For For Management 5 Increase Disclosure of Executive Against Against Shareholder Compensation 6 Adopt Simple Majority Vote Requirement Against For Shareholder 7 Report Equal Employment Opportunity Against Against Shareholder Information 8 Report on Depleted Uranium Weapons Against Against Shareholder Components - -------------------------------------------------------------------------------- LOWE'S COMPANIES, INC. Ticker: LOW Security ID: 548661107 Meeting Date: MAY 25, 2006 Meeting Type: Annual Record Date: MAR 31, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Peter C. Browning For For Management 1.2 Elect Director Marshall O. Larsen For For Management 1.3 Elect Director Stephen F. Page For For Management 1.4 Elect Director O. Temple Sloan, Jr. For For Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Approve Omnibus Stock Plan For For Management 4 Ratify Auditors For For Management 5 Company Specific--RELATING TO THE BOARD For For Management OF DIRECTORS 6 Report on Wood Procurement Policy Against Against Shareholder - -------------------------------------------------------------------------------- MASCO CORP. Ticker: MAS Security ID: 574599106 Meeting Date: MAY 9, 2006 Meeting Type: Annual Record Date: MAR 15, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Thomas G. Denomme For For Management 1.2 Elect Director Richard A. Manoogian For For Management 1.3 Elect Director Mary Ann Van Lokeren For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MATTEL, INC. Ticker: MAT Security ID: 577081102 Meeting Date: MAY 11, 2006 Meeting Type: Annual Record Date: MAR 16, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Eugene P. Beard For For Management 1.2 Elect Director Michael J. Dolan For For Management 1.3 Elect Director Robert A. Eckert For For Management 1.4 Elect Director Tully M. Friedman For For Management 1.5 Elect Director Dominic Ng For For Management 1.6 Elect Director Andrea L. Rich For For Management 1.7 Elect Director Ronald L. Sargent For For Management 1.8 Elect Director Christopher A. Sinclair For For Management 1.9 Elect Director G. Craig Sullivan For For Management 1.10 Elect Director John L. Vogelstein For For Management 1.11 Elect Director Kathy Brittain White For For Management 2 Ratify Auditors For For Management 3 Separate Chairman and CEO Positions Against Against Shareholder 4 Report Progress on Improving Work and Against Against Shareholder Living Conditions 5 Performance-Based Against Against Shareholder - -------------------------------------------------------------------------------- MBNA CORP. Ticker: KRB Security ID: 55262L100 Meeting Date: NOV 3, 2005 Meeting Type: Special Record Date: SEP 2, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- MCDONALD'S CORP. Ticker: MCD Security ID: 580135101 Meeting Date: MAY 25, 2006 Meeting Type: Annual Record Date: MAR 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert A. Eckert For For Management 1.2 Elect Director Enrique Hernandez, Jr. For For Management 1.3 Elect Director Jeanne P. Jackson For For Management 1.4 Elect Director Richard H. Lenny For For Management 1.5 Elect Director Andrew J. McKenna For For Management 1.6 Elect Director Sheila A. Penrose For For Management 2 Ratify Auditors For For Management 3 Submit Severance Agreement (Change in Against For Shareholder Control) to shareholder Vote 4 Identify Food Products Manufactured or Against Against Shareholder Sold that Contain Genetically Engineered Ingredients - -------------------------------------------------------------------------------- MEADWESTVACO CORP. Ticker: MWV Security ID: 583334107 Meeting Date: APR 25, 2006 Meeting Type: Annual Record Date: MAR 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James G. Kaiser For For Management 1.2 Elect Director Richard B. Kelson For For Management 1.3 Elect Director John A. Krol For For Management 1.4 Elect Director John A. Luke, Jr. For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors For For Management 4 Reduce Supermajority Vote Requirement For For Management 5 Require a Majority Vote for the Election Against Against Shareholder of Directors - -------------------------------------------------------------------------------- MELLON FINANCIAL CORP. Ticker: MEL Security ID: 58551A108 Meeting Date: APR 18, 2006 Meeting Type: Annual Record Date: FEB 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paul L. Cejas For For Management 1.2 Elect Director Seward Prosser Mellon For For Management 1.3 Elect Director Mark A. Nordenberg For For Management 1.4 Elect Director W.E. Strickland, Jr. For For Management 2 Approve Non-Employee Director Restricted For For Management Stock Plan 3 Amend Vote Requirements to Amend Against For Shareholder Articles/Bylaws/Charter 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MERCK & CO., INC. Ticker: MRK Security ID: 589331107 Meeting Date: APR 25, 2006 Meeting Type: Annual Record Date: FEB 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard T. Clark For For Management 1.2 Elect Director Lawrence A. Bossidy For For Management 1.3 Elect Director William G. Bowen, Ph.D. For For Management 1.4 Elect Director Johnnetta B. Cole, Ph.D. For For Management 1.5 Elect Director William B. Harrison, Jr. For For Management 1.6 Elect Director William N. Kelley, M.D. For For Management 1.7 Elect Director Rochelle B. Lazarus For For Management 1.8 Elect Director Thomas E. Shenk, Ph.D. For For Management 1.9 Elect Director Anne M. Tatlock For For Management 1.10 Elect Director Samuel O. Thier, M.D. For For Management 1.11 Elect Director Wendell P. Weeks For For Management 1.12 Elect Director Peter C. Wendell For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For Against Management 4 Approve Non-Employee Director Omnibus For Against Management Stock Plan 5 Limit Executive Compensation Against Against Shareholder 6 Adopt Simple Majority Vote Against For Shareholder 7 Adopt Animal Welfare Standards Against Against Shareholder - -------------------------------------------------------------------------------- MERRILL LYNCH & CO., INC. Ticker: MER Security ID: 590188108 Meeting Date: APR 28, 2006 Meeting Type: Annual Record Date: FEB 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Alberto Cribiore For For Management 1.2 Elect Director Aulana L. Peters For For Management 1.3 Elect Director Charles O. Rossotti For For Management 2 Ratify Auditors For For Management 3 Restore or Provide for Cumulative Voting Against Against Shareholder 4 Compensation- Director Compensation Against Against Shareholder 5 Review Executive Compensation Against Against Shareholder - -------------------------------------------------------------------------------- METLIFE, INC Ticker: MET Security ID: 59156R108 Meeting Date: APR 25, 2006 Meeting Type: Annual Record Date: MAR 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director C. Robert Henrikson For For Management 1.2 Elect Director John M. Keane For For Management 1.3 Elect Director Hugh B. Price For For Management 1.4 Elect Director Kenton J. Sicchitano For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MICROSOFT CORP. Ticker: MSFT Security ID: 594918104 Meeting Date: NOV 9, 2005 Meeting Type: Annual Record Date: SEP 9, 2005 # 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. For For Management 1.4 Elect Director Dina Dublon For For Management 1.5 Elect Director Raymond V. Gilmartin For For Management 1.6 Elect Director A. Mclaughlin Korologos For For Management 1.7 Elect Director David F. Marquardt For For Management 1.8 Elect Director Charles H. Noski For For Management 1.9 Elect Director Helmut Panke For For Management 1.10 Elect Director Jon A. Shirley For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MOLSON COORS BREWING CO Ticker: TAP Security ID: 60871R209 Meeting Date: MAY 17, 2006 Meeting Type: Annual Record Date: MAR 31, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John E. Cleghorn For For Management 1.2 Elect Director Charles M. Herington For For Management 1.3 Elect Director David P. O'Brien For For Management - -------------------------------------------------------------------------------- MORGAN STANLEY Ticker: MS Security ID: 617446448 Meeting Date: APR 4, 2006 Meeting Type: Annual Record Date: FEB 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Roy J. Bostock For For Management 1.2 Elect Director Erskine B. Bowles For For Management 1.3 Elect Director C. Robert Kidder For For Management 1.4 Elect Director John J. Mack For For Management 1.5 Elect Director Donald T. Nicolaisen For For Management 1.6 Elect Director Hutham S. Olayan For For Management 1.7 Elect Director O. Griffith Sexton For For Management 1.8 Elect Director Howard J. Davies For For Management 1.9 Elect Director Charles H. Noski For For Management 1.10 Elect Director Laura D'Andrea Tyson For For Management 1.11 Elect Director Klaus Zumwinkel For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors For For Management 4 Amend Articles/Bylaws/Remove plurality For For Management voting for directors 5 Amend Articles/Bylaws/Eliminate For For Management supermajority voting requirements 6 Require a Majority Vote for the Election Against Against Shareholder of Directors 7 Amend Vote Requirements to Amend Against For Shareholder Articles/Bylaws/Charter 8 Submit Severance Agreement (Change in Against For Shareholder Control) to shareholder Vote - -------------------------------------------------------------------------------- NALCO HOLDING COMPANY Ticker: NLC Security ID: 62985Q101 Meeting Date: MAY 4, 2006 Meeting Type: Annual Record Date: MAR 8, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mr. Rodney F. Chase For For Management 1.2 Elect Director Mr. Richard B. Marchese For For Management 1.3 Elect Director Mr. Paul H. O'Neill For For Management 2 Ratify Auditors For For Management 3 Amend Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- NESTLE SA Ticker: NSRGF Security ID: CH0012056047 Meeting Date: APR 6, 2006 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For Did Not Management Reports Vote 2 Approve Discharge of Board and Senior For Did Not Management Management Vote 3 Approve Allocation of Income and For Did Not Management Dividends of CHF 9 per Share Vote 4 Approve CHF 2.8 Million Reduction in For Did Not Management Share Capital Vote 5.1 Reelect Jean-Pierre Meyers as Director For Did Not Management Vote 5.2 Reelect Andre Kudelski as Director For Did Not Management Vote 5.3 Elect Naina Kidwai as Director For Did Not Management Vote 5.4 Elect Jean-Rene Fourtou as Director For Did Not Management Vote 5.5 Elect Steven Hoch as Director For Did Not Management Vote 6 Amend Articles Re: Mandate Board to Draft For Did Not Management Revised Articles; Waive Quorum Vote Requirement and Reduce Supermajority Requirement for Adoption of Revised Articles at 2007 AGM or Later - -------------------------------------------------------------------------------- NEW YORK TIMES CO., THE Ticker: NYT Security ID: 650111107 Meeting Date: APR 18, 2006 Meeting Type: Annual Record Date: FEB 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Raul E. Cesan For For Management 1.2 Elect Director William E. Kennard For For Management 1.3 Elect Director James M. Kilts For For Management 1.4 Elect Director Doreen A. Toben For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NOBLE CORP Ticker: NE Security ID: G65422100 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: MAR 2, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James C. Day For For Management 1.2 Elect Director Julie H. Edwards For For Management 1.3 Elect Director Marc E. Leland For For Management 2 Ratify Auditors For For Management 3 MEMBER (SHAREHOLDER) PROPOSAL TO SEPARATE Against Against Shareholder THE POSITIONS OF CHAIRMAN/CHIEF EXECUTIVE OFFICER. - -------------------------------------------------------------------------------- NORFOLK SOUTHERN CORP. Ticker: NSC Security ID: 655844108 Meeting Date: MAY 11, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Daniel A. Carp For For Management 1.2 Elect Director Steven F. Leer For For Management 1.3 Elect Director Charles W. Moorman For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NORTEL NETWORKS CORPORATION Ticker: NT. Security ID: 656568102 Meeting Date: JUN 29, 2006 Meeting Type: Annual/Special Record Date: MAY 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jalynn H. Bennett For For Management 1.2 Elect Director Manfred Bischoff For For Management 1.3 Elect Director James B. Hunt, Jr. For For Management 1.4 Elect Director John A. MacNaughton For For Management 1.5 Elect Director John P. Manley For For Management 1.6 Elect Director Richard D. McCormick For For Management 1.7 Elect Director Claude Mongeau For For Management 1.8 Elect Director Harry J. Pearce For For Management 1.9 Elect Director John D. Watson For For Management 1.10 Elect Director Mike S. Zafirovski For For Management 2 Ratify Deloitte & Touche LLP as Auditors For For Management 3 Amend Shareholder Rights Plan (Poison For For Management Pill) 4 Approve Reverse Stock Split For For Management 5 Establish Pay-For-Superior-Performance Against Against Shareholder Executive Compensation Standard 6 Prepare a Report on Human Rights in China Against Against Shareholder and Tibet and Cooperate with Independent Human Rights Assessments - -------------------------------------------------------------------------------- NORTHROP GRUMMAN CORP. Ticker: NOC Security ID: 666807102 Meeting Date: MAY 17, 2006 Meeting Type: Annual Record Date: MAR 21, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John T. Chain, Jr. For For Management 1.2 Elect Director Vic Fazio For For Management 1.3 Elect Director Stephen E. Frank For For Management 1.4 Elect Director Charles R. Larson For For Management 1.5 Elect Director Richard B. Myers For For Management 1.6 Elect Director Ronald D. Sugar For For Management 2 Ratify Auditors For For Management 3 Amend Articles/Bylaws/Charter-Non-Routine For For Management 4 Separate Chairman and CEO Positions Against Against Shareholder - -------------------------------------------------------------------------------- NRG ENERGY INC Ticker: NRG Security ID: 629377508 Meeting Date: APR 28, 2006 Meeting Type: Annual Record Date: MAR 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John F. Chlebowski For For Management 1.2 Elect Director Howard E. Cosgrove For For Management 1.3 Elect Director William E. Hantke For For Management 1.4 Elect Director Anne C. Schaumburg For For Management 2 Revise Board's Authority to Issue and For Against Management Designate Preferred Stock 3 Amend Omnibus Stock Plan For Against Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- OFFICEMAX INC Ticker: OMX Security ID: 67622P101 Meeting Date: APR 20, 2006 Meeting Type: Annual Record Date: MAR 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Brian C. Cornell For For Management 1.2 Elect Director Monte R. Haymon For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors For For Management 4 Act on Shareholder Resolutions that Against Against Shareholder Receive Majority Support - -------------------------------------------------------------------------------- ORACLE CORP. Ticker: ORCL Security ID: 68389X105 Meeting Date: OCT 10, 2005 Meeting Type: Annual Record Date: AUG 15, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jeffrey O. Henley For For Management 1.2 Elect Director Lawrence J. Ellison For For Management 1.3 Elect Director Donald L. Lucas For For Management 1.4 Elect Director Michael J. Boskin For For Management 1.5 Elect Director Jack F. Kemp For For Management 1.6 Elect Director Jeffrey S. Berg For For Management 1.7 Elect Director Safra A. Catz For For Management 1.8 Elect Director Hector Garcia-Molina For For Management 1.9 Elect Director Joseph A. Grundfest For For Management 1.10 Elect Director H. Raymond Bingham For For Management 1.11 Elect Director Charles E. Phillips, Jr. For For Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- OWENS-ILLINOIS, INC. Ticker: OI Security ID: 690768403 Meeting Date: MAY 3, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gary F. Colter For For Management 1.2 Elect Director Corbin A. McNeill, Jr. For For Management 1.3 Elect Director Helge H. Wehmeier For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PEPSICO, INC. Ticker: PEP Security ID: 713448108 Meeting Date: MAY 3, 2006 Meeting Type: Annual Record Date: MAR 10, 2006 # 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 Dina Dublon For For Management 1.4 Elect Director Victor J. Dzau, M.D. For For Management 1.5 Elect Director Ray L. Hunt For For Management 1.6 Elect Director Alberto Ibarguen For For Management 1.7 Elect Director Arthur C. Martinez For For Management 1.8 Elect Director Indra K. Nooyi For For Management 1.9 Elect Director Steven S. Reinemund For For Management 1.10 Elect Director Sharon Percy Rockefeller For For Management 1.11 Elect Director James J. Schiro For For Management 1.12 Elect Director Franklin A. Thomas For For Management 1.13 Elect Director Cynthia M. Trudell For For Management 1.14 Elect Director Daniel Vasella For For Management 1.15 Elect Director Michael D. White For For Management 2 Ratify Auditors For For Management 3 Publish Political Contributions Against Against Shareholder 4 Report on Charitable Contributions Against Against Shareholder - -------------------------------------------------------------------------------- PNC FINANCIAL SERVICES GROUP, INC. Ticker: PNC Security ID: 693475105 Meeting Date: APR 25, 2006 Meeting Type: Annual Record Date: FEB 28, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mr. Chellgren For For Management 1.2 Elect Director Mr. Clay For For Management 1.3 Elect Director Mr. Cooper For For Management 1.4 Elect Director Mr. Davidson For For Management 1.5 Elect Director Ms. James For For Management 1.6 Elect Director Mr. Kelson For For Management 1.7 Elect Director Mr. Lindsay For For Management 1.8 Elect Director Mr. Massaro For For Management 1.9 Elect Director Mr. O'Brien For For Management 1.10 Elect Director Ms. Pepper For For Management 1.11 Elect Director Mr. Rohr For For Management 1.12 Elect Director Ms. Steffes For For Management 1.13 Elect Director Mr. Strigl For For Management 1.14 Elect Director Mr. Thieke For For Management 1.15 Elect Director Mr. Usher For For Management 1.16 Elect Director Mr. Walls For For Management 1.17 Elect Director Mr. Wehmeier For For Management 2 Approve Omnibus Stock Plan For Against Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PPG INDUSTRIES, INC. Ticker: PPG Security ID: 693506107 Meeting Date: APR 20, 2006 Meeting Type: Annual Record Date: FEB 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Charles E. Bunch For For Management 1.2 Elect Director Robert Ripp For For Management 1.3 Elect Director Thomas J.Usher For For Management 1.4 Elect Director David R. Whitwam For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PPL CORP. Ticker: PPL Security ID: 69351T106 Meeting Date: APR 28, 2006 Meeting Type: Annual Record Date: FEB 28, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John W. Conway For For Management 1.2 Elect Director E. Allen Deaver For For Management 1.3 Elect Director James H. Miller For For Management 1.4 Elect Director Susan M. Stalnecker For For Management 2 Amend Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management 4 Adopt Simple Majority Vote Against For Shareholder - -------------------------------------------------------------------------------- PRAXAIR, INC. Ticker: PX Security ID: 74005P104 Meeting Date: APR 25, 2006 Meeting Type: Annual Record Date: MAR 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Stephen F. Angel For For Management 1.2 Elect Director Claire W. Gargalli For For Management 1.3 Elect Director G. Jackson Ratcliffe, Jr. For For Management 1.4 Elect Director Dennis H. Reilley For For Management 2 Declassify the Board of Directors None For Management 3 Approve Executive Incentive Bonus Plan For FOR Management 4 Ratify Auditors For FOR Management - -------------------------------------------------------------------------------- PRECISION CASTPARTS CORP. Ticker: PCP Security ID: 740189105 Meeting Date: AUG 17, 2005 Meeting Type: Annual Record Date: JUN 24, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dean T. DuCray For For Management 1.2 Elect Director Don R. Graber For For Management 1.3 Elect Director Byron O. Pond, Jr. For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PUBLIC SERVICE ENTERPRISE GROUP INC. Ticker: PEG Security ID: 744573106 Meeting Date: JUL 19, 2005 Meeting Type: Annual Record Date: MAY 27, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For Did Not Management Vote 2.1 Elect Director Conrad K. Harper For Did Not Management Vote 2.2 Elect Director Shirley Ann Jackson For Did Not Management Vote 2.3 Elect Director Thomas A. Renyi For Did Not Management Vote 3 Ratify Auditors For Did Not Management Vote 4 Adjourn Meeting For Did Not Management Vote 5 Review/Limit Executive Compensation Against Did Not Shareholder Vote - -------------------------------------------------------------------------------- REED ELSEVIER PLC(FORMERLY REED INTERNATIONAL PLC) Ticker: RUKEF Security ID: GB0007308355 Meeting Date: APR 18, 2006 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 10.7 Pence Per For For Management Share 4 Reappoint Deloitte Touche LLP as Auditors For For Management of the Company 5 Authorize Board to Fix Remuneration of For For Management Auditors 6 Elect Lisa Hook as Director For For Management 7 Re-elect Gerard van de Aast as Director For For Management 8 Re-elect Mark Elliott as Director For For Management 9 Re-elect Cees van Lede as Director For For Management 10 Re-elect David Reid as Director For For Management 11 Re-elect Patrick Tierney as Director For For Management 12 Amend Reed Elsevier Group plc Long Term For For Management Incentive Share Option Scheme 13 Authorise Issue of Equity or For Against Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 24,300,000 14 Authorise Issue of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 7,900,000 15 Authorise 127,000,000 Ordinary Shares for For For Management Market Purchase - -------------------------------------------------------------------------------- SAMSUNG ELECTRONICS CO. LTD. Ticker: Security ID: US7960508882 Meeting Date: FEB 28, 2006 Meeting Type: Annual Record Date: DEC 31, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For Did Not Management Appropriation of Income, with a Final Vote Dividend of KRW 5000 Per Common Share 2.1 Elect Independent Non-Executive Directors For Did Not Management Vote 2.2 Elect Executive Directors For Did Not Management Vote 2.3 Elect Members of Audit Committee For Did Not Management Vote 3 Approve Limit on Remuneration of For Did Not Management Directors Vote - -------------------------------------------------------------------------------- SARA LEE CORP. Ticker: SLE Security ID: 803111103 Meeting Date: OCT 27, 2005 Meeting Type: Annual Record Date: SEP 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Brenda C. Barnes For For Management 1.2 Elect Director J.T. Battenberg, III For For Management 1.3 Elect Director Charles W. Coker For For Management 1.4 Elect Director James S. Crown For For Management 1.5 Elect Director Willie D. Davis For For Management 1.6 Elect Director Laurette T. Koellner For For Management 1.7 Elect Director Cornelis J.A. Van Lede For For Management 1.8 Elect Director Sir Ian Prosser For For Management 1.9 Elect Director Rozanne L. Ridgway For For Management 1.10 Elect Director Richard L. Thomas For For Management 1.11 Elect Director Jonathan P. Ward For For Management 2 Ratify Auditors For For Management 3 Approve Qualified Employee Stock Purchase For Against Management Plan 4 Adopt ILO Based Code of Conduct Against Against Shareholder 5 Eliminate or Restrict Severance Against For Shareholder Agreements (Change-in-Control) 6 Submit Shareholder Rights Plan (Poison Against For Shareholder Pill) to Shareholder Vote - -------------------------------------------------------------------------------- SHERWIN-WILLIAMS CO., THE Ticker: SHW Security ID: 824348106 Meeting Date: APR 19, 2006 Meeting Type: Annual Record Date: MAR 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Fix Number of and Elect Director A.F. For For Management ANTON 1.2 Elect Director J.C. Boland For For Management 1.3 Elect Director C.M. Connor For For Management 1.4 Elect Director D.E. Evans For For Management 1.5 Elect Director D.F. Hodnik For For Management 1.6 Elect Director S.J. Kropt For For Management 1.7 Elect Director R.W. Mahoney For For Management 1.8 Elect Director G.E. McCullough For For Management 1.9 Elect Director A.M. Mixon, III For For Management 1.10 Elect Director C.E. Moll For For Management 1.11 Elect Director R.K. Smucker For For Management 2 Approve Omnibus Stock Plan For Against Management 3 Approve Non-Employee Director Omnibus For Against Management Stock Plan 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SMURFIT - STONE CONTAINER CORP. Ticker: SSCC Security ID: 832727101 Meeting Date: MAY 10, 2006 Meeting Type: Annual Record Date: MAR 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James R. Boris For For Management 1.2 Elect Director Connie K. Duckworth For For Management 1.3 Elect Director Alan E. Goldberg For For Management 1.4 Elect Director William T. Lynch, Jr. For For Management 1.5 Elect Director Patrick J. Moore For For Management 1.6 Elect Director James J. O'Connor For For Management 1.7 Elect Director Jerry K. Pearlman For For Management 1.8 Elect Director Thomas A. Reynolds, III For For Management 1.9 Elect Director Eugene C. Sit For For Management 1.10 Elect Director William D. Smithburg For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SPRINT NEXTEL CORP Ticker: S Security ID: 852061100 Meeting Date: APR 18, 2006 Meeting Type: Annual Record Date: FEB 28, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Keith J. Bane For For Management 1.2 Elect Director Gordon M. Bethune For For Management 1.3 Elect Director Timothy M. Donahue For For Management 1.4 Elect Director Frank M. Drendel For For Management 1.5 Elect Director Gary D. Forsee For For Management 1.6 Elect Director James H. Hance, Jr. For For Management 1.7 Elect Director V. Janet Hill For For Management 1.8 Elect Director Irvine O. Hockaday, Jr For For Management 1.9 Elect Director William E. Kennard For For Management 1.10 Elect Director Linda Koch Lorimer For For Management 1.11 Elect Director Stephanie M. Shern For For Management 1.12 Elect Director William H. Swanson For For Management 2 Ratify Auditors For For Management 3 Require a Majority Vote for the Election Against For Shareholder of Directors 4 Restore or Provide for Cumulative Voting Against Against Shareholder - -------------------------------------------------------------------------------- SPRINT NEXTEL CORP Ticker: S Security ID: 852061100 Meeting Date: JUL 13, 2005 Meeting Type: Annual Record Date: MAY 20, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Increase Authorized Common Stock For For Management 2 Amend Articles/Bylaws/Charter-Non-Routine For For Management 3 Change Company Name For For Management 4 Issue Shares in Connection with an For For Management Acquisition 5 Adjourn Meeting For For Management 6.1 Elect Director Gordon M. Bethune For For Management 6.2 Elect Director Dr. E. Linn Draper, Jr. For For Management 6.3 Elect Director James H. Hance, Jr. For For Management 6.4 Elect Director Deborah A. Henretta For For Management 6.5 Elect Director Irvine O. Hockaday, Jr. For For Management 6.6 Elect Director Linda Koch Lorimer For For Management 6.7 Elect Director Gerald L. Storch For For Management 6.8 Elect Director William H. Swanson For For Management 7 Ratify Auditors For For Management 8 Review Executive Compensation Against Against Shareholder - -------------------------------------------------------------------------------- SUN MICROSYSTEMS, INC. Ticker: SUNW Security ID: 866810104 Meeting Date: OCT 27, 2005 Meeting Type: Annual Record Date: AUG 29, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Scott G. McNealy For For Management 1.2 Elect Director James L. Barksdale For For Management 1.3 Elect Director Stephen M. Bennett For For Management 1.4 Elect Director L. John Doerr For For Management 1.5 Elect Director Robert J. Fisher For For Management 1.6 Elect Director Michael E. Lehman For For Management 1.7 Elect Director Patricia E. Mitchell For For Management 1.8 Elect Director M. Kenneth Oshman For For Management 1.9 Elect Director Naomi O. Seligman For For Management 2 Ratify Auditors For For Management 3 Performance- Based/Indexed Options Against Against Shareholder 4 Approve Terms of Existing Poison Pill Against For Shareholder - -------------------------------------------------------------------------------- SUNTRUST BANKS, INC. Ticker: STI Security ID: 867914103 Meeting Date: APR 18, 2006 Meeting Type: Annual Record Date: FEB 28, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director J. Hyatt Brown For For Management 1.2 Elect Director Alston D. Correll For For Management 1.3 Elect Director David H. Hughes For For Management 1.4 Elect Director E. Neville Isdell For For Management 1.5 Elect Director G. Gilmer Minor, III For For Management 1.6 Elect Director Thomas M. Garrott For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors Against For Shareholder - -------------------------------------------------------------------------------- SYMANTEC CORP. Ticker: SYMC Security ID: 871503108 Meeting Date: SEP 16, 2005 Meeting Type: Annual Record Date: JUL 25, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gary L. Bloom For For Management 1.2 Elect Director Michael Brown For For Management 1.3 Elect Director William T. Coleman For For Management 1.4 Elect Director David L. Mahoney For For Management 1.5 Elect Director Robert S. Miller For For Management 1.6 Elect Director George Reyes For For Management 1.7 Elect Director David Roux For For Management 1.8 Elect Director Daniel H. Schulman For For Management 1.9 Elect Director John W. Thompson For For Management 1.10 Elect Director V. Paul Unruh For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SYNGENTA AG Ticker: SYENF Security ID: CH0011037469 Meeting Date: APR 19, 2006 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Articles Re: Allow Electronic For Did Not Management Voting Vote 2 Accept Financial Statements and Statutory For Did Not Management Reports Vote 3 Approve Discharge of Board and Senior For Did Not Management Management Vote 4 Approve Allocation of Income and Omission For Did Not Management of Dividends Vote 5 Approve CHF 13 Million Reduction in Share For Did Not Management Capital via Cancellation of Repurchased Vote Shares 6 Approve CHF 343.3 Million Reduction in For Did Not Management Share Capital; Approve Capital Repayment Vote of CHF 3.30 per Share 7 Amend Articles Re: Reduce Capital Holding For Did Not Management Requirement for Submitting Shareholder Vote Proposals 8 Authorize Repurchase of up to Ten Percent For Did Not Management of Issued Share Capital Vote 9.1 Reelect Peggy Bruzelius as Director For Did Not Management Vote 9.2 Reelect Peter Doyle as Director For Did Not Management Vote 9.3 Reelect Pierre Landolt as Director For Did Not Management Vote 9.4 Elect Juerg Witmer as Director For Did Not Management Vote 10 Ratify Ernst & Young AG as Auditors For Did Not Management Vote - -------------------------------------------------------------------------------- TELUS CORPORATION Ticker: T. Security ID: CA87971M1032 Meeting Date: MAY 3, 2006 Meeting Type: Annual Record Date: MAR 15, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect R. H. (Dick) Auchinleck as Director For For Management 1.2 Elect A. Charles Baillie as Director For For Management 1.3 Elect Micheline Bouchard as Director For For Management 1.4 Elect R. John Butler as Director For For Management 1.5 Elect Brian A. Canfield as Director For For Management 1.6 Elect Pierre Y. Ducros as Director For For Management 1.7 Elect Darren Entwistle as Director For For Management 1.8 Elect Ruston E.T. Goepel as Director For For Management 1.9 Elect John S. Lacey as Director For For Management 1.10 Elect Brian F. MacNeill as Director For For Management 1.11 Elect Ronald P. Triffo as Director For For Management 1.12 Elect Donald P. Woodley as Director For For Management 2 Approve Deloitte & Touche as Auditors and For For Management Authorize Board to Fix Remuneration of Auditors - -------------------------------------------------------------------------------- TENET HEALTHCARE CORP. Ticker: THC Security ID: 88033G100 Meeting Date: MAY 12, 2006 Meeting Type: Annual Record Date: MAR 15, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Trevor Fetter For For Management 1.2 Elect Director Brenda J. Gaines For For Management 1.3 Elect Director Karen M. Garrison For For Management 1.4 Elect Director Edward A. Kangas For For Management 1.5 Elect Director J. Robert Kerrey For For Management 1.6 Elect Director Floyd D. Loop For For Management 1.7 Elect Director Richard R. Pettingill For For Management 1.8 Elect Director James A. Unruh For For Management 1.9 Elect Director J. McDonald Williams For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TOTAL SA (FORMERLY TOTAL FINA ELF S.A ) Ticker: TOT Security ID: 89151E109 Meeting Date: MAY 12, 2006 Meeting Type: Annual Record Date: APR 12, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 APPROVAL OF PARENT COMPANY FINANCIAL For Did Not Management STATEMENTS Vote 2 APPROVAL OF CONSOLIDATED FINANCIAL For Did Not Management STATEMENTS Vote 3 ALLOCATION OF EARNINGS, DECLARATION OF For Did Not Management DIVIDEND Vote 4 AUTHORIZATION TO BE GIVEN TO THE BOARD OF For Did Not Management DIRECTORS TO TRANSFER THE SPECIAL Vote LONG-TERM CAPITAL GAINS RESERVED TO THE ACCOUNT 5 AGREEMENTS COVERED BY ARTICLE L.225-38 OF For Did Not Management THE FRENCH COMMERCIAL CODE Vote 6 AUTHORIZATION FOR THE BOARD OF DIRECTORS For Did Not Management TO TRADE SHARES OF THE COMPANY Vote 7.1 Elect Director Anne Lauvergeon For Did Not Management Vote 7.2 Elect Director Daniel Bouton For Did Not Management Vote 7.3 Elect Director Bertrand Collomb For Did Not Management Vote 7.4 Elect Director A Jeancourt-Galignani For Did Not Management Vote 7.5 Elect Director Michel Pebereau For Did Not Management Vote 7.6 Elect Director Pierre Vaillaud For Did Not Management Vote 7.7 Elect Director Christophe De Margerie For Did Not Management Vote 8 APPROVAL OF THE ASSET CONTRIBUTION BY THE For Did Not Management COMPANY TO ARKEMA, GOVERNED BY THE LEGAL Vote REGIME APPLICABLE TO DEMERGERS 9 FOUR-FOR-ONE STOCK SPLIT For Did Not Management Vote 10 AMENDMENT OF ARTICLE 11 -3 OF THE COMPANY For Did Not Management S ARTICLES OF ASSOCIATION FIXING THE Vote NUMBER OF SHARES OF THE COMPANY 11 RESOLUTION A (NOT APPROVED BY THE BOARD Against Did Not Shareholder OF DIRECTORS) Vote 12 RESOLUTION B (NOT APPROVED BY THE BOARD Against Did Not Shareholder OF DIRECTORS) Vote - -------------------------------------------------------------------------------- TRIBUNE CO. Ticker: TRB Security ID: 896047107 Meeting Date: MAY 2, 2006 Meeting Type: Annual Record Date: MAR 7, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dennis J. FitzSimons For For Management 1.2 Elect Director Betsy D. Holden For For Management 1.3 Elect Director Robert S. Morrison For For Management 1.4 Elect Director William Stinehart, Jr. For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors Against For Shareholder - -------------------------------------------------------------------------------- TXU CORP. Ticker: TXU Security ID: 873168108 Meeting Date: MAY 19, 2006 Meeting Type: Annual Record Date: MAR 21, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director E. Gail de Planque For For Management 1.2 Elect Director Leldon E. Echols For For Management 1.3 Elect Director Kerney Laday For For Management 1.4 Elect Director Jack E. Little For For Management 1.5 Elect Director Gerardo I. Lopez For For Management 1.6 Elect Director J.E. Oesterreicher For For Management 1.7 Elect Director Michael W. Ranger For For Management 1.8 Elect Director Leonard H. Roberts For For Management 1.9 Elect Director Glenn F. Tilton For For Management 1.10 Elect Director C. John Wilder For For Management 2 Ratify Auditors For For Management 3 Establish Range For Board Size For For Management 4 Amend Articles/Bylaws/Charter-Non-Routine For For Management 5 Require a Majority Vote for the Election Against Against Shareholder of Directors - -------------------------------------------------------------------------------- TYCO INTERNATIONAL LTD. Ticker: TYC Security ID: 902124106 Meeting Date: MAR 9, 2006 Meeting Type: Annual Record Date: JAN 9, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 SET THE MAXIMUM NUMBER OF DIRECTORS AT 12 For For Management 2.1 Elect Director Dennis C. Blair For For Management 2.2 Elect Director Edward D. Breen For For Management 2.3 Elect Director Brian Duperreault For For Management 2.4 Elect Director Bruce S. Gordon For For Management 2.5 Elect Director Rajiv L. Gupta For For Management 2.6 Elect Director John A. Krol For For Management 2.7 Elect Director Mackey J. Mcdonald For For Management 2.8 Elect Director H. Carl Mccall For For Management 2.9 Elect Director Brendan R. O'Neill For For Management 2.10 Elect Director Sandra S. Wijnberg For For Management 2.11 Elect Director Jerome B. York For For Management 3 AUTHORIZATION FOR THE BOARD OF DIRECTORS For For Management TO APPOINT AN ADDITIONAL DIRECTOR TO FILL THE VACANCY PROPOSED TO BE CREATED ON THE BOARD 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- UBS AG Ticker: UBS Security ID: CH0012032030 Meeting Date: APR 19, 2006 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For Did Not Management Reports Vote 2 Approve Allocation of Income and For Did Not Management Dividends of CHF 3.20 per Share Vote 3 Approve Discharge of Board and Senior For Did Not Management Management Vote 4.1.1 Reelect Rolf Meyer as Director For Did Not Management Vote 4.1.2 Reelect Ernesto Bertarelli as Director For Did Not Management Vote 4.2.1 Elect Gabrielle Kaufmann-Kohler as For Did Not Management Director Vote 4.2.2 Elect Joerg Wolle as Director For Did Not Management Vote 4.3 Ratify Ernst & Young Ltd. as Auditors For Did Not Management Vote 4.4 Ratify BDO Visura as Special Auditors For Did Not Management Vote 5.1 Approve CHF 29.7 Million Reduction in For Did Not Management Share Capital via Cancellation of Vote Repurchased Shares 5.2 Authorize Repurchase of Issued Share For Did Not Management Capital Vote 5.3 Approve Reduction in Share Capital via For Did Not Management Capital Repayment of CHF 0.60 per Share Vote 5.4 Approve 2:1 Stock Split For Did Not Management Vote 5.5.1 Amend Articles to Reflect Changes in For Did Not Management Capital Vote 5.5.2 Amend Articles Re: Capital Holding For Did Not Management Requirement for Submitting Shareholder Vote Proposals 6 Approve Creation of CHF 15 Million Pool For Did Not Management of Capital without Preemptive Rights to Vote Service Existing Stock Option Plan - -------------------------------------------------------------------------------- UNITED TECHNOLOGIES CORP. Ticker: UTX Security ID: 913017109 Meeting Date: APR 12, 2006 Meeting Type: Annual Record Date: FEB 14, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Louis R. Chenevert For For Management 1.2 Elect Director George David For For Management 1.3 Elect Director John V. Faraci For For Management 1.4 Elect Director Jean-Pierre Garnier For For Management 1.5 Elect Director Jamie S. Gorelick For For Management 1.6 Elect Director Charles R. Lee For For Management 1.7 Elect Director Richard D. McCormick For For Management 1.8 Elect Director Harold McGraw, III For For Management 1.9 Elect Director Frank P. Popoff, III For For Management 1.10 Elect Director H. Patrick Swygert For For Management 1.11 Elect Director Andre Villeneuve For For Management 1.12 Elect Director H.A. Wagner For For Management 1.13 Elect Director Christine Todd Whitman For For Management 2 Ratify Auditors For For Management 3 Increase Authorized Common Stock For For Management 4 Establish Term Limits for Directors Against Against Shareholder 5 Report on Foreign Sales of Military Against Against Shareholder Products - -------------------------------------------------------------------------------- UNOCAL CORP. Ticker: UCL Security ID: 915289102 Meeting Date: AUG 10, 2005 Meeting Type: Special Record Date: JUN 29, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- VERIZON COMMUNICATIONS Ticker: VZ Security ID: 92343V104 Meeting Date: MAY 4, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James R. Barker For For Management 1.2 Elect Director Richard L. Carrion For For Management 1.3 Elect Director Robert W. Lane For For Management 1.4 Elect Director Sandra O. Moose For For Management 1.5 Elect Director Joseph Neubauer For For Management 1.6 Elect Director Donald T. Nicolaisen For For Management 1.7 Elect Director Thomas H. O'Brien For For Management 1.8 Elect Director Clarence Otis, Jr. For For Management 1.9 Elect Director Hugh B. Price For For Management 1.10 Elect Director Ivan G. Seidenberg For For Management 1.11 Elect Director Walter V. Shipley For For Management 1.12 Elect Director John R. Stafford For For Management 1.13 Elect Director Robert D. Storey For For Management 2 Ratify Auditors For For Management 3 Restore or Provide for Cumulative Voting Against Against Shareholder 4 Require a Majority Vote for the Election Against For Shareholder of Directors 5 Require Majority of Independent Directors Against Against Shareholder on Board 6 Company-Specific-Directors on Common Against Against Shareholder Boards 7 Separate Chairman and CEO Positions Against Against Shareholder 8 Performance-Based and/or Time-Based Against Against Shareholder Equity Awards 9 Report on Political Contributions Against Against Shareholder - -------------------------------------------------------------------------------- VIACOM INC. Ticker: VIA.B Security ID: 92553P201 Meeting Date: MAY 24, 2006 Meeting Type: Annual Record Date: MAR 31, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director George S. Abrams For For Management 1.2 Elect Director Philippe P. Dauman For For Management 1.3 Elect Director Thomas E. Dooley For For Management 1.4 Elect Director Thomas E. Freston For For Management 1.5 Elect Director Ellen V. Futter For For Management 1.6 Elect Director Alan C. Greenberg For For Management 1.7 Elect Director Robert K. Kraft For For Management 1.8 Elect Director Charles E. Phillips, Jr. For For Management 1.9 Elect Director Shari Redstone For For Management 1.10 Elect Director Sumner M. Redstone For For Management 1.11 Elect Director Frederic V. Salerno For For Management 1.12 Elect Director William Schwartz For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- VODAFONE GROUP PLC Ticker: VOD Security ID: 92857W100 Meeting Date: JUL 26, 2005 Meeting Type: Annual Record Date: JUN 14, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 TO RECEIVE THE REPORT OF THE DIRECTORS For For Management AND FINANCIAL STATEMENTS 2.1 Elect Director Lord Maclaurin For For Management 2.2 Elect Director Paul Hazen For For Management 2.3 Elect Director Arun Sarin For For Management 2.4 Elect Director Sir Julian Horn-Smith For For Management 2.5 Elect Director Peter Bamford For For Management 2.6 Elect Director Thomas Geitner For For Management 2.7 Elect Director Dr Michael Boskin For For Management 2.8 Elect Director Lord Broers For For Management 2.9 Elect Director John Buchanan For For Management 2.10 Elect Director Penny Hughes For For Management 2.11 Elect Director Prof. Jurgen Schrempp For For Management 2.12 Elect Director Luc Vandevelde For For Management 2.13 Elect Director Sir John Bond For For Management 2.14 Elect Director Andrew Halford For For Management 3 TO APPROVE A FINAL DIVIDEND OF 2.16P PER For For Management ORDINARY SHARE 4 TO APPROVE THE REMUNERATION REPORT For For Management 5 Ratify Auditors For For Management 6 TO AUTHORISE THE AUDIT COMMITTEE TO For For Management DETERMINE THE AUDITORS REMUNERATION 7 TO AUTHORISE DONATIONS UNDER THE For For Management POLITICAL PARTIES, ELECTIONS AND REFERENDUMS ACT 2000 8 TO RENEW AUTHORITY TO ALLOT SHARES UNDER For For Management ARTICLE 16.2 OF THE COMPANY S ARTICLES OF ASSOCIATION 9 TO RENEW AUTHORITY TO DISAPPLY For For Management PRE-EMPTION RIGHTS UNDER ARTICLE 16.3 OF THE COMPANY S ARTICLES OF ASSOCIATION 10 TO AUTHORISE THE COMPANY S PURCHASE OF For For Management ITS OWN SHARES (SECTION 166, COMPANIES ACT 1985) 11 TO APPROVE CHANGES TO THE COMPANY S For For Management MEMORANDUM AND ARTICLES OF ASSOCIATION 12 TO APPROVE THE VODAFONE GLOBAL INCENTIVE For For Management PLAN - -------------------------------------------------------------------------------- W.W. GRAINGER, INC. Ticker: GWW Security ID: 384802104 Meeting Date: APR 26, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Brian P. Anderson For For Management 1.2 Elect Director Wilbur H. Gantz For For Management 1.3 Elect Director David W. Grainger For For Management 1.4 Elect Director V. Ann Hailey For For Management 1.5 Elect Director William K. Hall For For Management 1.6 Elect Director Richard L. Keyser For For Management 1.7 Elect Director Stuart L. Levenick For For Management 1.8 Elect Director John W. Mccarter, Jr. For For Management 1.9 Elect Director Neil S. Novich For For Management 1.10 Elect Director Michael J. Roberts For For Management 1.11 Elect Director Gary L. Rogers For For Management 1.12 Elect Director James D. Slavik For For Management 1.13 Elect Director Harold B. Smith For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- WAL-MART STORES, INC. Ticker: WMT Security ID: 931142103 Meeting Date: JUN 2, 2006 Meeting Type: Annual Record Date: APR 5, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Aida M. Alvarez For For Management 1.2 Elect Director James W. Breyer For For Management 1.3 Elect Director M. Michele Burns For For Management 1.4 Elect Director James I. Cash, Jr., Ph.D. For For Management 1.5 Elect Director Douglas N. Daft For For Management 1.6 Elect Director David D. Glass For For Management 1.7 Elect Director Roland A. Hernandez 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 Jim C. Walton For For Management 1.11 Elect Director S. Robson Walton For For Management 1.12 Elect Director Christopher J. Williams For For Management 1.13 Elect Director Linda S. Wolf For For Management 2 Ratify Auditors For For Management 3 Report on Animal Welfare Standards Against Against Shareholder 4 Report on Political Contributions Against Against Shareholder 5 Require a Majority Vote for the Election Against For Shareholder of Directors 6 Prepare a Sustainability Report Against Against Shareholder 7 Report on Pay Disparity Against Against Shareholder 8 Report on Stock Option Distribution by Against Against Shareholder Race and Gender - -------------------------------------------------------------------------------- WALT DISNEY COMPANY, THE Ticker: DIS Security ID: 254687106 Meeting Date: MAR 10, 2006 Meeting Type: Annual Record Date: JAN 9, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John E. Bryson For For Management 1.2 Elect Director John S. Chen For For Management 1.3 Elect Director Judith L. Estrin For For Management 1.4 Elect Director Robert A. Iger For For Management 1.5 Elect Director Fred H. Langhammer For For Management 1.6 Elect Director Aylin B. Lewis For For Management 1.7 Elect Director Monica C. Lozano For For Management 1.8 Elect Director Robert W. Matschullat For For Management 1.9 Elect Director George J. Mitchell For For Management 1.10 Elect Director Leo J. O' Donovan, S.J. For For Management 1.11 Elect Director John E. Pepper, Jr. For For Management 1.12 Elect Director Orin C. Smith For For Management 1.13 Elect Director Gary L. Wilson For For Management 2 Ratify Auditors For For Management 3 Company-Specific -- Shareholder Against Against Shareholder Miscellaneous 4 Report on Vendor Standards in China Against Against Shareholder - -------------------------------------------------------------------------------- WELLS FARGO & COMPANY Ticker: WFC Security ID: 949746101 Meeting Date: APR 25, 2006 Meeting Type: Annual Record Date: MAR 7, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lloyd H. Dean For For Management 1.2 Elect Director Susan E. Engel For For Management 1.3 Elect Director Enrique Hernandez, Jr. For For Management 1.4 Elect Director Robert L. Joss For For Management 1.5 Elect Director Richard M. Kovacevich For For Management 1.6 Elect Director Richard D. McCormick For For Management 1.7 Elect Director Cynthia H. Milligan For For Management 1.8 Elect Director Nicholas G. Moore For For Management 1.9 Elect Director Philip J. Quigley For For Management 1.10 Elect Director Donald B. Rice For For Management 1.11 Elect Director Judith M. Runstad For For Management 1.12 Elect Director Stephen W. Sanger For For Management 1.13 Elect Director Susan G. Swenson For For Management 1.14 Elect Director Michael W. Wright For For Management 2 Ratify Auditors For For Management 3 Require a Majority Vote for the Election Against Against Shareholder of Directors 4 Separate Chairman and CEO Positions Against Against Shareholder 5 Compensation- Director Compensation Against Against Shareholder 6 Report on Discrimination in Lending Against Against Shareholder - -------------------------------------------------------------------------------- WYETH Ticker: WYE Security ID: 983024100 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: MAR 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert Essner For For Management 1.2 Elect Director John D. Feerick For For Management 1.3 Elect Director Frances D. Fergusson, For For Management Ph.D. 1.4 Elect Director Victor F. Ganzi 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, M.D., For For Management Ph.D. 1.8 Elect Director Gary L. Rogers For For Management 1.9 Elect Director Ivan G. Seidenberg For For Management 1.10 Elect Director Walter V. Shipley For For Management 1.11 Elect Director John R. Torell, III For For Management 2 Ratify Auditors For For Management 3 Approve Non-Employee Director Omnibus For Against Management Stock Plan 4 Report on Product Availability in Canada Against Against Shareholder 5 Report on Political Contributions Against Against Shareholder 6 Report on Animal welfare Policy Against Against Shareholder 7 Require a Majority Vote for the Election Against For Shareholder of Directors 8 Separate Chairman and CEO Positions Against Against Shareholder 9 Adopt Simple Majority Vote Requirement Against For Shareholder - -------------------------------------------------------------------------------- XL CAPITAL LTD (FORMERLY EXEL LTD. ) Ticker: XL Security ID: G98255105 Meeting Date: APR 28, 2006 Meeting Type: Annual Record Date: MAR 15, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dale R. Comey For For Management 1.2 Elect Director Brian M. O'Hara For For Management 1.3 Elect Director John T. Thornton For For Management 2 TO RATIFY THE APPOINTMENT OF For For Management PRICEWATERHOUSECOOPERS LLP, NEW YORK, NEW YORK TO ACT AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR THE FISCAL YEAR ENDING DECEMBER 31, 2006. 3 Other Business For Against 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: TOTAL RETURN VARIABLE ACCOUNT By (Signature and Title) MARIA F. DWYER* --------------------------------------------- Maria F. Dwyer, Principal Executive Officer Date: August 25, 2006 *By (Signature and Title) SUSAN S. NEWTON -------------------------------------------- Susan S. Newton, as attorney-in-fact * Executed by Susan S. Newton on behalf of Maria F. Dwyer pursuant to a Power of Attorney dated July 13, 2006. (1) (1) Incorporated by reference to MFS Series Trust X (File Nos. 33-1657 and 811-4492) Post-Effective Amendment No. 61 filed with the SEC via EDGAR on July 27, 2006.