UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-PX ANNUAL REPORT OF PROXY RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-09060 HOLLAND SERIES FUND, INC. (Exact name of registrant as specified in charter) 375 Park Avenue New York, NY 10152 ________________________________________________________________________________ (Address of principal executive offices) Copy to: Michael Holland Julie Tedesco, Esq. President and Treasurer State Street Bank and Trust Company Holland Series Fund, Inc. 2 Avenue de Lafayette, 6th Floor 375 Park Avenue Boston, Massachusetts 02111 New York, New York 10152 and Timothy Diggins, Esq. Ropes & Gray One International Place Boston, Massachusetts 02110 ________________________________________________________________________________ (Name and address of agent for service) Registrant's telephone number, including area code: 800-304-6552 Date of fiscal year end: September 30 Date of reporting period: July 1, 2005 - June 30, 2006 ITEM 1. PROXY VOTING RECORD TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- 3M CO. MMM 88579Y101 05/09/06 PROPOSAL 1: Election of Directors Issuer For All For 1.1 Linda G. Alvarado 1.2 Edward M. Liddy 1.3 Robert S. Morrison 1.4 Aulana L. Peters PROPOSAL 2: Ratify Appointment of Issuer For For PricewaterhouseCoopers as 3M's Independent Registered Public Accounting Firm PROPOSAL 3: Proposal to Amend the Issuer For For Certificate of Incorporation to Authorize the Annual Election of Directors PROPOSAL 4: Proposal Regarding Security Holder Against Against Executive Compensation PROPOSAL 5: Proposal Regarding 3M's Security Holder Against Against Animal Welfare Policy PROPOSAL 6: Proposal Regarding 3M's Security Holder Against Against Business Operations in China AMERICAN EXPRESS CO. AXP 025816109 04/24/06 PROPOSAL 1: Election of Directors Issuer For All For 1.1 D.F. Akerson 1.2 C. Barshefsky 1.3 U.M. Burns 1.4 K.I. Chenault 1.5 P. Chernin 1.6 P.R. Dolan 1.7 V.E. Jordan, Jr. 1.8 J. Leschly 1.9 R.A. McGinn 1.10 E.D. Miller 1.11 F.P. Popoff 1.12 R.D. Walter TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- PROPOSAL 2: Selection of Issuer For For PricewaterhouseCoopers as Independent Registered Public Accountants for 2006 PROPOSAL 3: Proposal Relating to Stock Security Holder Against Against Options PROPOSAL 4: Proposal Relating to Security Holder Against Against Majority Voting for Directors PROPOSAL 5: Proposal Relating to the Security Holder Against Against Company's Employment Policies PROPOSAL 6: Proposal Relating to Security Holder Against Against Reimbursement of Expenses for Certain Shareholder-Nominated Director Candidates BERKSHIRE HATHAWAY, BRK/A 084670108 03/29/06 PROPOSAL 1: Election of Directors Issuer For All For INC. CLASS A 1.1 Warren E. Buffett 1.2 Charles T. Munger 1.3 Howard G. Buffett 1.4 Malcolm G. Chace 1.5 William H. Gates 1.6 David S. Gottesman 1.7 Charlotte Guyman 1.8 Donald R. Keough 1.9 Thomas S. Murphy 1.10 Ronald L. Olson 1.11 Walter Scott, Jr. TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- CHEVRON CORPORATION CVX 166764100 04/26/06 PROPOSAL 1: Election of Directors Issuer For All For 1.1 S.H. Armacost 1.2 L.F. Deily 1.3 R.E. Denham 1.4 R.J. Eaton 1.5 S. Ginn 1.6 F.G. Jennifer 1.7 S. Nunn 1.8 D.J. O'Reilly 1.9 D.B. Rice 1.10 P.J. Robertson 1.11 C.R. Shoemate 1.12 R.D. Sugar 1.13 C. Ware PROPOSAL 2: Ratify Independent Issuer For For Registered Public Accounting Firm PROPOSAL 3: Amend Company By-Laws to Security Holder Against Against Include Proponent Reimbursement PROPOSAL 4: Report on Oil & Gas Security Holder Against Against Drilling in Protected Areas PROPOSAL 5: Report on Political Security Holder Against Against Contributions PROPOSAL 6: Adopt an Animal Welfare Security Holder Against Against Policy PROPOSAL 7: Report on Human Rights Security Holder Against Against PROPOSAL 8: Report on Ecuador Security Holder Against Against TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- CITIGROUP, INC. C 172967101 04/18/06 PROPOSAL 1: ELECTION OF DIRECTORS Issuer For All For 1.1 C. Michael Armstrong 1.2 Alain J.P. Belda 1.3 George David 1.4 Kenneth T. Derr 1.5 John M. Deutch 1.6 R. Hernandez Ramirez 1.7 Ann Dibble Jordan 1.8 Klaus Kleinfield 1.9 Andrew N. Liveris 1.10 Dudley C. Mecum 1.11 Anne Mulcahy 1.12 Richard D. Parsons 1.13 Charles Prince 1.14 Judith Rodin 1.15 Robert E. Rubin 1.16 Franklin A. Thomas PROPOSAL 2: Ratify the Selection of Issuer For For KPMG LLP as Citigroup's Independent Registered Public Accounting Firm for 2006 PROPOSAL 3: Proposal to Amend Article Issuer For For Fourth of the Restated Certificate of Incorporation PROPOSAL 4: Proposal to Amend Article Issuer For For Eighth of the Restated Certificate of Incorporation PROPOSAL 5: Proposal to Amend Article Issuer For For Ninth of the Restated Certificate of Incorporation PROPOSAL 6: Request No Future New Security Holder Against Against Stock Option Grants and no Renewal or Repricing of Current Stock Options TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- PROPOSAL 7: Request a Report on Security Holder Against Against Political Contributions PROPOSAL 8: Request a Report on Security Holder Against Against Charitable Contributions PROPOSAL 9: Request the Adoption of a Security Holder Against Against Policy Regarding Performance-Based Equity Compensation for Senior Executives PROPOSAL 10: Regarding Reimbursement Security Holder Against Against of Expenses Incurred by a Stockholder in a Contested Election of Directors PROPOSAL 11: Request that Chairman of Security Holder Against Against the Board Have no Management Duties, Titles or Responsibilities PROPOSAL 12: Request the Recoupment Security Holder Against Against of Management Bonuses in the Event of a Restatement of Earnings TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- COMCAST CORPORATION CMSCA 20030N101 05/18/06 PROPOSAL 1: Election of Directors Issuer For All For 1.1 S. Decker Anstrom 1.2 Kenneth J. Bacon 1.3 Sheldon M. Bonovitz 1.4 Edward D. Breen 1.5 Julian A. Brodsky 1.6 Joseph J. Collins 1.7 J. Michael Cook 1.8 Jeffrey A. Honickman 1.9 Brian L. Roberts 1.10 Ralph J. Roberts 1.11 Dr. Judith Rodin 1.12 Michael I. Sovern PROPOSAL 2: Independent Auditors Issuer For For PROPOSAL 3: 2002 Employee Stock Issuer For For Purchase Plan PROPOSAL 4: 2002 Restricted Stock Plan Issuer For For PROPOSAL 5: 2006 Cash Bonus Plan Issuer For For PROPOSAL 6: Prevent the Issuance of Security Holder Against Against New Stock Options PROPOSAL 7: Require that the Chairman Security Holder Against Against of the Board Not be an Employee PROPOSAL 8: Limit Compensation for Security Holder Against Against Management PROPOSAL 9: Adopt a Recapitalization Security Holder Against Against Plan PROPOSAL 10: Establish a Majority Security Holder Against Against Vote Shareholder Committee TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- CONOCOPHILLIPS COP 20825C104 05/10/06 PROPOSAL 1: Election of Directors Issuer For All For 1.1 Richard L. Armitage 1.2 Richard H. Auchinleck 1.3 Harald J. Norvick 1.4 William K. Reilly 1.5 Victoria J. Tschinkel 1.6 Kathryn C. Turner PROPOSAL 2: Ratification of Appointment Issuer For For of Ernst & Young LLP as Independent Registered Public Accounting Firm for 2006 PROPOSAL 3: Drilling in Sensitive Areas Security Holder Against Against PROPOSAL 4: Director Election Vote Security Holder Against Against Standard PROPOSAL 5: Shareholder Approval of Security Holder Against Against Future Extraordinary Retirement Benefits for Senior Executives PROPOSAL 6: Environmental Security Holder Against Against Accountability to Communities PROPOSAL 7: Equitable Compensation of Security Holder Against Against Non-Employee Directors TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- EXXON MOBIL CORP. XOM 30231G102 05/31/06 PROPOSAL 1: Election of Directors Issuer For All For 1.1 M.J. Boskin 1.2 W.W. George 1.3 J.R. Houghton 1.4 W.R. Howell 1.5 R.C. King 1.6 P.E. Lippincott 1.7 H.A. McKinnell, Jr. 1.8 M.C. Nelson 1.9 S.J. Palmisano 1.10 W.V. Shipley 1.11 J.S. Simon 1.11 R.W. Tillerson PROPOSAL 2: Ratification of Issuer For For Independent Auditors PROPOSAL 3: Cumulative Voting Security Holder Against Against PROPOSAL 4: Majority Vote Security Holder Against Against PROPOSAL 5: Industry Experience Security Holder Against Against PROPOSAL 6: Director Qualification Security Holder Against Against PROPOSAL 7: Director Compensation Security Holder Against Against PROPOSAL 8: Board Chairman and CEO Security Holder Against Against PROPOSAL 9: Executive Compensation Security Holder Against Against Report PROPOSAL 10: Executive Compensation Security Holder Against Against Criteria PROPOSAL 11: Political Contributions Security Holder Against Against Report PROPOSAL 12: Corporate Sponsorships Security Holder Against Against Report PROPOSAL 13: Amendments of EEO Policy Security Holder Against Against PROPOSAL 14: Biodiversity Impact Report Security Holder Against Against PROPOSAL 15: Community Environmental Security Holder Against Against Impact TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- GENERAL ELECTRIC CO. GE 369604103 04/26/06 PROPOSAL A1: Election of Directors Issuer For All For 1.1 James I. Cash, Jr. 1.2 Sir William M. Castell 1.3 Ann M. Fudge 1.4 Claudio X. Gonzalez 1.5 Jeffrey R. Immelt 1.6 Andrea Jung 1.7 Alan G. Lafley 1.8 Robert W. Lane 1.9 Ralph S. Larsen 1.10 Rochelle B. Lazarus 1.11 Sam Nunn 1.12 Roger S. Penske 1.13 Robert J. Swieringa 1.14 Douglas A. Warner III 1.15 Rober C. Wright PROPOSAL B: Ratify Selection of Issuer For For Independent Auditor PROPOSAL B1: Cumulative Voting Security Holder Against Against PROPOSAL B2: Curb Over-Extended Security Holder Against Against Directors PROPOSAL B3: One Director from the Security Holder Against Against Ranks of Retirees PROPOSAL B4: Independent Board Security Holder Against Against Chairman PROPOSAL B5: Director Election Security Holder Against Against Majority Vote Standard PROPOSAL B6: Report on Global Warming Security Holder Against Against Science TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- INTEL CORP. INTC 458140100 5/17/06 PROPOSAL A: Election of Directors Issuer For All For 1.A Craig R. Barrett 1.B Charlene Barshefsky 1.C E. John P. Browne 1.D D. James Guzy 1.E Reed E. Hundt 1.F Paul S. Otellini 1.G James D. Plummer 1.H David S. Pottruck 1.I Jane E. Shaw 1.J John L. Thornton 1.K David B. Yoffie PROPOSAL B2: Amendment of the Second Issuer For For Restated Certificate of Incorporation to repeal Article 10 (the "fair price provision") PROPOSAL B3: Amendment of the Issuer For For Certificate of Incorporation to repeal Article 7 and Article 12 (the "supermajority vote provisions") PROPOSAL B4: Ratification of the Issuer For For appointment of Ernst & Young LLP as our Independent Registered Public Accounting Firm for the Current Year PROPOSAL B5: Approval of the 2006 Issuer For For Equity Incentive Plan PROPOSAL B6: Approval of the 2006 Issuer For For Stock Purchase Plan TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- INTERNATIONAL IBM 459200101 04/25/06 PROPOSAL 1: Election of Directors Issuer For All For BUSINESS MACHINES 1.1 C. Black CORP. 1.2 K.I. Chenault 1.3 J. Dormann 1.4 M.L. Eskew 1.5 S.A. Jackson 1.6 M. Makihara 1.7 L.A. Noto 1.8 J.W. Owens 1.9 S.J. Palmisano 1.10 J.E. Spero 1.11 S. Taurel 1.12 C.M. Vest 1.13 L.H. Zambrano PROPOSAL 2: Ratify Appointment of Issuer For For Independent Registered Public Accounting Firm PROPOSAL 3: Cumulative Voting Security Holder Against Against PROPOSAL 4: Pension and Retirement Security Holder Against Against Medical PROPOSAL 5: Executive Compensation Security Holder Against Against PROPOSAL 6: Disclosure of Executive Security Holder Against Against Compensation PROPOSAL 7: Offshoring Security Holder Against Against PROPOSAL 8: China Business Principles Security Holder Against Against PROPOSAL 9: Political Contributions Security Holder Against Against PROPOSAL 10: Majority Voting for Security Holder Against Against Directors PROPOSAL 11: Simple Majority Vote Security Holder Against Against TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- JOHNSON & JOHNSON JNJ 478160104 04/27/06 PROPOSAL 1: Election of Directors Issuer For All For 1.1 Mary S. Coleman 1.2 James G. Cullen 1.3 Robert J. Darretta 1.4 Michael M.E. Johns 1.5 Ann D. Jordan 1.6 Arnold G. Langbo 1.7 Susan L. Lindquist 1.8 Leo F. Mullin 1.9 Christine A. Poon 1.10 Charles Prince 1.11 Steven S. Reinemund 1.12 David Satcher 1.13 William C. Weldon PROPOSAL 2: Approval of Amendments to Issuer For For the Restated Certificate of Incorporation PROPOSAL 3: Ratification of Issuer For For Appointment of PricwaterhouseCoopers as Independent Registered Public Accounting Firm PROPOSAL 4: Charitable Contributions Security Holder Against Against PROPOSAL 5: Majority Voting Security Holder Against Against Requirements for Director Nominees TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- JP MORGAN CHASE & CO. JPM 46625H100 05/16/06 PROPOSAL 1: Election of Directors Issuer For All For 1.1 John H. Biggs 1.2 Stephen B. Burke 1.3 James S. Crown 1.4 James Dimon 1.5 Ellen V. Futter 1.6 William H. Gray, III 1.7 William B. Harrison, Jr. 1.8 Laban P. Jackson, Jr. 1.9 John W. Kessler 1.10 Robert I. Lipp 1.11 Richard A. Manoogian 1.12 David C. Novak 1.13 Lee R. Raymond 1.14 William C. Weldon PROPOSAL 2: Appointment of Independent Issuer For For Registered Public Accounting Firm PROPOSAL 3: Stock Options Security Holder Against Against PROPOSAL 4: Performance-Based Security Holder Against Against Restricted Stock PROPOSAL 5: Separate Chairman Security Holder Against Against PROPOSAL 6: Sexual Orientation Security Holder Against Against PROPOSAL 7: Special Shareholder Security Holder Against Against Meetings PROPOSAL 8: Lobbying Priorities Report Security Holder Against Against PROPOSAL 9: Political Contributions Security Holder Against Against Report PROPOSAL 10: Poison Pill Security Holder Against Against PROPOSAL 11: Cumulative Voting Security Holder Against Against PROPOSAL 12: Bonus Recoupment Security Holder Against Against PROPOSAL 13: Overcommitted Directors Security Holder Against Against TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- MICROSOFT CORP. MSFT 59418104 11/09/05 PROPOSAL 1: Election of Directors Issuer For All For 1.1 William H. Gates, III 1.2 Steven A. Ballmer 1.3 James I. Cash, Jr. 1.4 Dina Dublon 1.5 Raymond V. Gilmartin 1.6 Ann McLaughlin Korologos 1.7 David F. Marquardt 1.8 Charles H. Noski 1.9 Helmut Panke 1.10 John A. Shirley PROPOSAL 2: Ratification of the Issuer For For Selection of Deloitte & Touche LLP as the Company's Independent Auditor PEPSICO, INC. PEP 713448108 05/03/06 PROPOSAL 1: Election of Directors Issuer For All For 1.1 J.F. Akers 1.2 R.E. Allen 1.3 D. Dublon 1.4 V.J. Dzau 1.5 R.L. Hunt 1.6 A. Ibarguen 1.7 A.C. Martinez 1.8 I.K. Nooyi 1.9 S.S. Reinemund 1.10 S.P. Rockefeller 1.11 J.J. Schiro 1.12 F.A. Thomas 1.13 C.M. Trudell 1.14 D. Vasella 1.15 M.D. White PROPOSAL 2: Approval of Independent Issuer For For Registered Public Accountants PROPOSAL 3: Political Contributions Security Holder Against Against PROPOSAL 4: Charitable Contributions Security Holder Against Against TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- PFIZER, INC. PFE 717081103 04/27/06 PROPOSAL 1: Election of Directors Issuer For All For 1.1 Michael S. Brown 1.2 M. Anthony Burns 1.3 Robert N. Burt 1.4 W. Don Cornwell 1.5 William H. Gray III 1.6 Constance J. Horner 1.7 William R. Howell 1.8 Stanley O. Ikenberry 1.9 George A. Lorch 1.10 Henry A. McKinnell 1.11 Dana G. Mead 1.12 Ruth J. Simmon 1.13 William C. Steere, Jr. PROPOSAL 2: Ratify the Appointment of Issuer For For KPMG LLP as Independent Registered Public Accounting Firm for 2006 PROPOSAL 3: Amend Company's Restated Issuer For For Certificate of Incorporation to Eliminate Supermajority Vote Requirements and Fair Price Provision PROPOSAL 4: Term Limits for Directors Security Holder Against Against PROPOSAL 5: Request for Report on Security Holder Against Against Pharmaceutical Price Restraint PROPOSAL 6: Cumulative Voting Security Holder Against Against PROPOSAL 7: Separation of Roles of Security Holder Against Against Chairman and CEO PROPOSAL 8: Political Contributions Security Holder Against Against PROPOSAL 9: Feasibility of Amending Security Holder Against Against Pfizer's Corporate Policy on Laboratory Animal Care and Use TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- PROPOSAL 10: Justification for Security Holder Against Against Financial Contributions which Advance Animal-Based Testing Methodologies TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- SCHLUMBERGER, LTD. SLB 806857108 04/12/06 PROPOSAL 1: Election of Directors Issuer For All For 1.1 J. Deutch 1.2 J.S. Gorelick 1.3 A. Gould 1.4 T. Isaac 1.5 A. Lajous 1.6 A. Levy-Lang 1.7 M.E. Marks 1.8 D. Primat 1.9 T.I. Sandvold 1.10 N. Seydoux 1.11 L.G. Stuntz 1.12 R. Talwar PROPOSAL 2: Adoption and Approval of Issuer For For Financials and Dividends PROPOSAL 3: Adoption of Amendment to Issuer For For the Articles of Incorporation PROPOSAL 4: Approval of Amendment and Issuer For For Restatement of the Schlumberger 2005 Stock Option Plan PROPOSAL 5: Approval of Independent Issuer For For Registered Public Accounting Firm THE HOME DEPOT, INC. HD 437076102 05/25/06 PROPOSAL 1: Election of Directors Issuer For All For 1.1 Gregory D. Brenneman 1.2 John L. Clendenin 1.3 Claudio X. Gonzalez 1.4 Milledge A. Hart, III 1.5 Bonnie G. Hill 1.6 Laban P. Jackson, Jr. 1.7 Lawrence R. Johnston 1.8 Kenneth G. Langone 1.9 Angelo R. Mozilo 1.10 Robert L. Nardelli 1.11 Thomas J. Ridge TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- PROPOSAL 2: Ratify the Appointment of Issuer For For KPMG LLP as Independent Registered Public Accounting Firm for 2006 PROPOSAL 3: Committee Report Security Holder Against Against PROPOSAL 4: Employee Diversity Report Security Holder Against Against Disclosure PROPOSAL 5: Chairman and CEO Security Holder Against Against PROPOSAL 6: Method of Voting for Security Holder Against Against Directors PROPOSAL 7: Retirement Benefits Security Holder Against Against PROPOSAL 8: Political Contributions Security Holder Against Against PROPOSAL 9: Governing Documents Security Holder Against Against PROPOSAL 10: Political Nonpartisanship Security Holder Against Against TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- THE WALT DISNEY DIS 254687106 03/10/06 PROPOSAL 1: Election of Directors Issuer For All For COMPANY 1.1 John E. Bryson 1.2 John S. Chen 1.3 Judith L. Estrin 1.4 Robert A. Iger 1.5 Fred H. Langhammer 1.6 Aylwin B. Lewis 1.7 Monica C. Lozano 1.8 Robert W. Matschullat 1.9 George J. Mitchell 1.10 Leo J. O'Donovan, S.J. 1.11 John E. Pepper, Jr. 1.12 Orin C. Smith 1.12 Gary L. Wilson PROPOSAL 2: Ratify the Appointment of Issuer For For PricewaterhouseCoopers as the Company's Registered Public Accountants for 2006 PROPOSAL 3: Greenmail Security Holder Against Against PROPOSAL 4: China Labor Standards Security Holder Against Against TICKER MEETING VOTE MGMT. ISSUER SYMBOL CUSIP NO. DATE BALLOT ISSUE PROPOSED BY CAST REC. ------ ------ --------- -------- --------------------------------------- --------------- ------- ------- WAL-MART STORES, INC. WMT 931142103 06/02/06 PROPOSAL 1: Election of Directors Issuer For All For 1.1 Aida M. Alvarez 1.2 James W. Breyer 1.3 M. Michele Burns 1.4 James I. Cash 1.5 Douglas N. Daft 1.6 David D. Glass 1.7 Roland A. Hernandez 1.8 H. Lee Scott, Jr. 1.9 Jack C. Shewmaker 1.10 Jim C. Walton 1.11 S. Robson Walton 1.12 Christopher J. Williams 1.13 Linda S. Wolf PROPOSAL 2: Ratification of Independent Issuer For For Accountants PROPOSAL 3: Humane Poultry Slaughter Security Holder Against Against PROPOSAL 4: Political Contributions Security Holder Against Against PROPOSAL 5: Director Election Majority Security Holder Against Against Vote Standard PROPOSAL 6: Sustainability Report Security Holder Against Against PROPOSAL 7: Compensation Disparity PROPOSAL 8: Equity Compensation Glass Security Holder Against Against Ceiling 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. HOLLAND SERIES FUND, INC. By: /s/ Michael F. Holland --------------------------------- Michael F. Holland President and Treasurer August 28, 2006