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
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                          TOTAL RETURN VARIABLE ACCOUNT
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               (Exact name of registrant as specified in charter)

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

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

       Registrant's telephone number, including area code: (617) 954-5000
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                      Date of fiscal year end: December 31
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             Date of reporting period: July 1, 2007 - June 30, 2008
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ITEM 1.  PROXY VOTING RECORD.



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

ICA File Number: 811-05448
Reporting Period: 07/01/2007 - 06/30/2008
Total Return Variable Account







======================== TOTAL RETURN VARIABLE ACCOUNT =========================


3M CO

Ticker:       MMM            Security ID:  88579Y101
Meeting Date: MAY 13, 2008   Meeting Type: Annual
Record Date:  MAR 14, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Linda G. Alvarado          For       For        Management
1.2   Elect Director George W. Buckley          For       For        Management
1.3   Elect Director Vance D. Coffman           For       For        Management
1.4   Elect Director Michael L. Eskew           For       For        Management
1.5   Elect Director W. James Farrell           For       For        Management
1.6   Elect Director Herbert L. Henkel          For       For        Management
1.7   Elect Director Edward M. Liddy            For       For        Management
1.8   Elect Director Robert S. Morrison         For       For        Management
1.9   Elect Director Aulana L. Peters           For       For        Management
1.10  Elect Director Robert J. Ulrich           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       Against    Management


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ABBOTT LABORATORIES

Ticker:       ABT            Security ID:  002824100
Meeting Date: APR 25, 2008   Meeting Type: Annual
Record Date:  FEB 26, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director R.S. Austin                For       For        Management
1.2   Elect Director W.M. Daley                 For       For        Management
1.3   Elect Director W.J. Farrell               For       For        Management
1.4   Elect Director H.L. Fuller                For       For        Management
1.5   Elect Director W.A. Osborn                For       For        Management
1.6   Elect Director D.A.L. Owen                For       For        Management
1.7   Elect Director B. Powell, Jr.             For       For        Management
1.8   Elect Director W.A. Reynolds              For       For        Management
1.9   Elect Director R.S. Roberts               For       For        Management
1.10  Elect Director S.C. Scott, III            For       For        Management
1.11  Elect Director W.D. Smithburg             For       For        Management
1.12  Elect Director G.F. Tilton                For       For        Management
1.13  Elect Director M.D. White                 For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Human Rights Policy to Address      Against   Against    Shareholder
      Access to Medicines
4     Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation


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ACCENTURE LTD

Ticker:       ACN            Security ID:  G1150G111
Meeting Date: FEB 7, 2008    Meeting Type: Annual
Record Date:  DEC 10, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     RE-APPOINTMENT OF THE FOLLOWING NOMINEE   For       For        Management
      TO THE BOARD OF DIRECTORS: BLYTHE J.
      MCGARVIE
2     RE-APPOINTMENT OF THE FOLLOWING NOMINEE   For       For        Management
      TO THE BOARD OF DIRECTORS: SIR MARK
      MOODY-STUART
3     AMENDMENT OF THE BYE-LAWS OF ACCENTURE    For       For        Management
      LTD, WHICH WOULD ENABLE ACCENTURE TO
      DELIVER FUTURE COPIES OF OUR PROXY
      MATERIALS TO SHAREHOLDERS ELECTRONICALLY
      BY POSTING THESE MATERIALS ON AN INTERNET
      WEBSITE AND NOTIFYING OUR SHAREHOLDERS OF
      THE POSTING.
4     Ratify Auditors                           For       For        Management


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ADVANCE AUTO PARTS INC

Ticker:       AAP            Security ID:  00751Y106
Meeting Date: MAY 15, 2008   Meeting Type: Annual
Record Date:  MAR 24, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John C. Brouillard        For       For        Management
1.2   Elect  Director Lawrence P. Castellani    For       For        Management
1.3   Elect  Director Darren R. Jackson         For       For        Management
1.4   Elect  Director Nicholas J. Lahowchic     For       For        Management
1.5   Elect  Director William S. Oglesby        For       For        Management
1.6   Elect  Director Gilbert T. Ray            For       For        Management
1.7   Elect  Director Carlos A. Saladrigas      For       For        Management
1.8   Elect  Director Francesca M. Spinelli     For       For        Management
2     Ratify Auditors                           For       For        Management


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ADVANCED MEDICAL OPTICS, INC.

Ticker:       EYE            Security ID:  00763M108
Meeting Date: MAY 29, 2008   Meeting Type: Annual
Record Date:  MAR 31, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James V. Mazzo             For       For        Management
1.2   Elect Director Robert J. Palmisano        For       For        Management
1.3   Elect Director James O. Rollans           For       Withhold   Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Amend Omnibus Stock Plan                  For       Against    Management


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AIR PRODUCTS & CHEMICALS, INC.

Ticker:       APD            Security ID:  009158106
Meeting Date: JAN 24, 2008   Meeting Type: Annual
Record Date:  NOV 30, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Michael J. Donahue         For       For        Management
1.2   Elect Director Ursula O. Fairbairn        For       For        Management
1.3   Elect Director John P. Jones III          For       For        Management
1.4   Elect Director Lawrence S. Smith          For       For        Management
2     Ratify Auditors                           For       For        Management


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ALLEGHENY TECHNOLOGIES INCORPORATED

Ticker:       ATI            Security ID:  01741R102
Meeting Date: MAY 9, 2008    Meeting Type: Annual
Record Date:  MAR 12, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James C. Diggs             For       For        Management
1.2   Elect Director J. Brett Harvey            For       For        Management
1.3   Elect Director Michael J. Joyce           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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ALLSTATE CORP., THE

Ticker:       ALL            Security ID:  020002101
Meeting Date: MAY 20, 2008   Meeting Type: Annual
Record Date:  MAR 24, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director F. Duane Ackerman          For       For        Management
2     Elect Director Robert D. Beyer            For       For        Management
3     Elect Director W. James Farrell           For       For        Management
4     Elect Director Jack M. Greenberg          For       For        Management
5     Elect Director Ronald T. LeMay            For       For        Management
6     Elect Director J. Christopher Reyes       For       For        Management
7     Elect Director H. John Riley, Jr.         For       For        Management
8     Elect Director Joshua I. Smith            For       For        Management
9     Elect Director Judith A. Sprieser         For       For        Management
10    Elect Director Mary Alice Taylor          For       For        Management
11    Elect Director Thomas J. Wilson           For       For        Management
12    Ratify Auditors                           For       For        Management
13    Provide for Cumulative Voting             Against   Against    Shareholder
14    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
15    Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation


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ALTRIA GROUP, INC.

Ticker:       MO             Security ID:  02209S103
Meeting Date: MAY 28, 2008   Meeting Type: Annual
Record Date:  APR 4, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Elizabeth E. Bailey        For       For        Management
2     Elect Director Gerald L. Baliles          For       For        Management
3     Elect Director Dinyar S. Devitre          For       For        Management
4     Elect Director Thomas F. Farrell II       For       For        Management
5     Elect Director Robert E. R. Huntley       For       For        Management
6     Elect Director Thomas W. Jones            For       For        Management
7     Elect Director George Munoz               For       For        Management
8     Elect Director Michael E. Szymanczyk      For       For        Management
9     Ratify Auditors                           For       For        Management
10    Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation
11    Provide for Cumulative Voting             Against   Against    Shareholder
12    Adopt the Marketing and Advertising       Against   Against    Shareholder
      Provisions of the U.S. Master Settlement
      Agreement Globally
13    Cease Advertising Campaigns Oriented to   Against   Against    Shareholder
      Prevent Youth Smoking
14    Implement the "Two Cigarette"  Marketing  Against   Against    Shareholder
      Approach
15    Adopt Principles for Health Care Reform   Against   Against    Shareholder


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AMERICAN CAPITAL STRATEGIES, LTD.

Ticker:       ACAS           Security ID:  024937104
Meeting Date: MAY 19, 2008   Meeting Type: Annual
Record Date:  MAR 20, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Mary C. Baskin             For       For        Management
1.2   Elect Director Neil M. Hahl               For       For        Management
1.3   Elect Director Philip R. Harper           For       For        Management
1.4   Elect Director John A. Koskinen           For       For        Management
1.5   Elect Director Stan Lundine               For       For        Management
1.6   Elect Director Kenneth D. Peterson        For       For        Management
1.7   Elect Director Alvin N. Puryear           For       For        Management
1.8   Elect Director Malon Wilkus               For       For        Management
2     Adopt Majority Voting for Uncontested     For       For        Management
      Election of Directors
3     Approve Stock Option Plan                 For       Against    Management
4     Amend Incentive Bonus Plan                For       For        Management
5     Approve Issuance of Convertible Debt      For       Against    Management
      Securities or Preferred Stock
6     Change Company Name                       For       For        Management
7     Ratify Auditors                           For       For        Management
8     Other Business                            For       Against    Management


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AMERICAN ELECTRIC POWER CO.

Ticker:       AEP            Security ID:  025537101
Meeting Date: APR 22, 2008   Meeting Type: Annual
Record Date:  FEB 27, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director E.R. Brooks                For       For        Management
1.2   Elect Director Ralph D. Crosby, Jr.       For       For        Management
1.3   Elect Director Linda A. Goodspeed         For       For        Management
1.4   Elect Director Lester A. Hudson, Jr.      For       For        Management
1.5   Elect Director Lionel L. Nowell III       For       For        Management
1.6   Elect Director Kathryn D. Sullivan        For       For        Management
1.7   Elect Director Donald M. Carlton          For       For        Management
1.8   Elect Director John P. DesBarres          For       For        Management
1.9   Elect Director Thomas E. Hoaglin          For       For        Management
1.10  Elect Director Michael G. Morris          For       For        Management
1.11  Elect Director Richard L. Sandor          For       For        Management
2     Ratify Auditors                           For       For        Management


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AMERICAN EXPRESS CO.

Ticker:       AXP            Security ID:  025816109
Meeting Date: APR 28, 2008   Meeting Type: Annual
Record Date:  FEB 29, 2008

#     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 Jan Leschly                For       For        Management
1.7   Elect Director Richard C. Levin           For       For        Management
1.8   Elect Director Richard A. McGinn          For       For        Management
1.9   Elect Director Edward D. Miller           For       For        Management
1.10  Elect Director Steven S Reinemund         For       For        Management
1.11  Elect Director Robert D. Walter           For       For        Management
1.12  Elect Director Ronald A. Williams         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require Majority Vote for Non-Contested   For       For        Management
      Election
4     Reduce Supermajority Vote Requirement     For       For        Management
5     Reduce Supermajority Vote Requirement     For       For        Management
6     Reduce Supermajority Vote Requirement     For       For        Management
7     Reduce Supermajority Vote Requirement     For       For        Management
8     Provide for Cumulative Voting             Against   Against    Shareholder


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AMERICAN INTERNATIONAL GROUP, INC.

Ticker:       AIG            Security ID:  026874107
Meeting Date: MAY 14, 2008   Meeting Type: Annual
Record Date:  MAR 28, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Stephen F. Bollenbach      For       For        Management
2     Elect Director Martin S. Feldstein        For       For        Management
3     Elect Director Ellen V. Futter            For       For        Management
4     Elect Director Richard C. Holbrooke       For       For        Management
5     Elect Director Fred H. Langhammer         For       For        Management
6     Elect Director George L. Miles, Jr.       For       For        Management
7     Elect Director Morris W. Offit            For       For        Management
8     Elect Director James F. Orr, III          For       For        Management
9     Elect Director Virginia M. Rometty        For       For        Management
10    Elect Director Martin J. Sullivan         For       For        Management
11    Elect Director Michael H. Sutton          For       For        Management
12    Elect Director Edmund S.W. Tse            For       For        Management
13    Elect Director Robert B. Willumstad       For       For        Management
14    Ratify Auditors                           For       For        Management
15    Report on Human Rights Policies Relating  Against   Against    Shareholder
      to Water Use
16    Report on Political Contributions         Against   Against    Shareholder


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AMGEN, INC.

Ticker:       AMGN           Security ID:  031162100
Meeting Date: MAY 7, 2008    Meeting Type: Annual
Record Date:  MAR 10, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director David Baltimore            For       For        Management
2     Elect Director Frank J. Biondi, Jr.       For       For        Management
3     Elect Director Jerry D. Choate            For       For        Management
4     Elect Director Vance D. Coffman           For       For        Management
5     Elect Director Frederick W. Gluck         For       For        Management
6     Elect Director Frank C. Herringer         For       For        Management
7     Elect Director Gilbert S. Omenn           For       For        Management
8     Elect Director Judith C. Pelham           For       For        Management
9     Elect Director J. Paul Reason             For       For        Management
10    Elect Director Leonard D. Schaeffer       For       For        Management
11    Elect Director Kevin W. Sharer            For       For        Management
12    Ratify Auditors                           For       For        Management
13    Reduce Supermajority Vote Requirement     Against   For        Shareholder
14    Report on Animal Welfare Act Violations   Against   Against    Shareholder


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ANADARKO PETROLEUM CORP.

Ticker:       APC            Security ID:  032511107
Meeting Date: MAY 20, 2008   Meeting Type: Annual
Record Date:  MAR 26, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director John R. Butler, Jr.        For       For        Management
2     Elect Director Luke R. Corbett            For       For        Management
3     Elect Director John R. Gordon             For       For        Management
4     Ratify Auditors                           For       For        Management
5     Approve Omnibus Stock Plan                For       For        Management
6     Approve Non-Employee Director Omnibus     For       For        Management
      Stock Plan
7     Declassify the Board of Directors         Against   For        Shareholder
8     Amend EEO Policy to Prohibit              Against   Against    Shareholder
      Discrimination based on Sexual
      Orientation and Gender Identity


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AON CORP.

Ticker:       AOC            Security ID:  037389103
Meeting Date: MAY 16, 2008   Meeting Type: Annual
Record Date:  MAR 19, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Patrick G. Ryan            For       For        Management
1.2   Elect Director Gregory C. Case            For       For        Management
1.3   Elect Director Fulvio Conti               For       For        Management
1.4   Elect Director Edgar D. Jannotta          For       For        Management
1.5   Elect Director Jan Kalff                  For       Withhold   Management
1.6   Elect Director Lester B. Knight           For       For        Management
1.7   Elect Director J. Michael Losh            For       For        Management
1.8   Elect Director R. Eden Martin             For       For        Management
1.9   Elect Director Andrew J. McKenna          For       For        Management
1.10  Elect Director Robert S. Morrison         For       For        Management
1.11  Elect Director Richard B. Myers           For       For        Management
1.12  Elect Director Richard C. Notebaert       For       For        Management
1.13  Elect Director John W. Rogers, Jr.        For       For        Management
1.14  Elect Director Gloria Santona             For       For        Management
1.15  Elect Director Carolyn Y. Woo             For       For        Management
2     Ratify Auditors                           For       For        Management


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APACHE CORP.

Ticker:       APA            Security ID:  037411105
Meeting Date: MAY 8, 2008    Meeting Type: Annual
Record Date:  MAR 19, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director G. Steven Farris           For       For        Management
2     Elect Director Randolph M. Ferlic         For       For        Management
3     Elect Director A. D. Frazier, Jr.         For       For        Management
4     Elect Director John A. Kocur              For       For        Management
5     Reimburse Proxy Contest Expenses          Against   Against    Shareholder


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AT&T INC

Ticker:       T              Security ID:  00206R102
Meeting Date: APR 25, 2008   Meeting Type: Annual
Record Date:  FEB 27, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Randall L. Stephenson      For       For        Management
2     Elect Director William F. Aldinger III    For       For        Management
3     Elect Director Gilbert F. Amelio          For       For        Management
4     Elect Director Reuben V. Anderson         For       For        Management
5     Elect Director James H. Blanchard         For       For        Management
6     Elect Director August A. Busch III        For       For        Management
7     Elect Director James P. Kelly             For       For        Management
8     Elect Director Jon C. Madonna             For       For        Management
9     Elect Director Lynn M. Martin             For       For        Management
10    Elect Director John B. McCoy              For       For        Management
11    Elect Director Mary S. Metz               For       For        Management
12    Elect Director Joyce M. Roche             For       For        Management
13    Elect Director Laura D' Andrea Tyson      For       For        Management
14    Elect Director Patricia P. Upton          For       For        Management
15    Ratify Auditors                           For       For        Management
16    Report on Political Contributions         Against   Against    Shareholder
17    Exclude Pension Credits from Earnings     Against   Against    Shareholder
      Performance Measure
18    Require Independent Lead Director         Against   Against    Shareholder
19    Establish SERP Policy                     Against   Against    Shareholder
20    Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation


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BANK OF AMERICA CORP.

Ticker:       BAC            Security ID:  060505104
Meeting Date: APR 23, 2008   Meeting Type: Annual
Record Date:  FEB 27, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director William Barnet, III        For       For        Management
2     Elect Director Frank P. Bramble, Sr.      For       For        Management
3     Elect Director John T. Collins            For       For        Management
4     Elect Director Gary L. Countryman         For       For        Management
5     Elect Director Tommy R. Franks            For       For        Management
6     Elect Director Charles K. Gifford         For       For        Management
7     Elect Director Kenneth D. Lewis           For       For        Management
8     Elect Director Monica C. Lozano           For       For        Management
9     Elect Director Walter E. Massey           For       For        Management
10    Elect Director Thomas J. May              For       For        Management
11    Elect Director Patricia E. Mitchell       For       For        Management
12    Elect Director Thomas M. Ryan             For       For        Management
13    Elect Director O. Temple Sloan, Jr.       For       For        Management
14    Elect Director Meredith R. Spangler       For       For        Management
15    Elect Director Robert L. Tillman          For       For        Management
16    Elect Director Jackie M. Ward             For       For        Management
17    Ratify Auditors                           For       For        Management
18    Limit/Prohibit Executive Stock-Based      Against   Against    Shareholder
      Awards
19    Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation
20    Limit Executive Compensation              Against   Against    Shareholder
21    Provide for Cumulative Voting             Against   Against    Shareholder
22    Require Independent Board Chairman        Against   Against    Shareholder
23    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
24    Report on the Equator Principles          Against   Against    Shareholder
25    Amend Bylaws to Establish a Board         Against   Against    Shareholder
      Committee on Human Rights


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BANK OF NEW YORK MELLON CORP., THE

Ticker:       BK             Security ID:  064058100
Meeting Date: APR 8, 2008    Meeting Type: Annual
Record Date:  FEB 8, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frank J. Biondi, Jr.       For       For        Management
1.2   Elect Director Ruth E. Bruch              For       For        Management
1.3   Elect Director Nicholas M. Donofrio       For       For        Management
1.4   Elect Director Steven G. Elliott          For       For        Management
1.5   Elect Director Gerald L. Hassell          For       For        Management
1.6   Elect Director Edmund F. Kelly            For       For        Management
1.7   Elect Director Robert P. Kelly            For       For        Management
1.8   Elect Director Richard J. Kogan           For       For        Management
1.9   Elect Director Michael J. Kowalski        For       For        Management
1.10  Elect Director John A. Luke, Jr.          For       For        Management
1.11  Elect Director Robert Mehrabian           For       For        Management
1.12  Elect Director Mark A. Nordenberg         For       For        Management
1.13  Elect Director Catherine A. Rein          For       For        Management
1.14  Elect Director Thomas A. Renyi            For       For        Management
1.15  Elect Director William C. Richardson      For       For        Management
1.16  Elect Director Samuel C. Scott III        For       For        Management
1.17  Elect Director John P. Surma              For       For        Management
1.18  Elect Director Wesley W. von Schack       For       For        Management
2     Approve Omnibus Stock Plan                For       Against    Management
3     Approve Nonqualified Employee Stock       For       For        Management
      Purchase Plan
4     Approve Executive Incentive Bonus Plan    For       For        Management
5     Ratify Auditors                           For       For        Management
6     Restore or Provide for Cumulative Voting  Against   Against    Shareholder
7     Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation


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BHP BILLITON PLC

Ticker:                      Security ID:  G10877101
Meeting Date: OCT 25, 2007   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 Limited
3     Re-elect David Crawford as Director of    For       For        Management
      BHP Billiton Plc
4     Re-elect David Crawford as Director of    For       For        Management
      BHP Billiton Limited
5     Re-elect Don Argus as Director of BHP     For       For        Management
      Billiton Plc
6     Re-elect Don Argus as Director of BHP     For       For        Management
      Billiton Limited
7     Re-elect Carlos Cordeiro as Director of   For       For        Management
      BHP Billiton Plc
8     Re-elect Carlos Cordeiro as Director of   For       For        Management
      BHP Billiton Limited
9     Re-elect Gail de Planque as Director of   For       For        Management
      BHP Billiton Plc
10    Re-elect Gail de Planque as Director of   For       For        Management
      BHP Billiton Limited
11    Re-elect David Jenkins as Director of BHP For       For        Management
      Billiton Plc
12    Re-elect David Jenkins as Director of BHP For       For        Management
      Billiton Limited
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 278,081,499
15    Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of USD 58,200,632
16    Authorise 232,802,528 BHP Billiton Plc    For       For        Management
      Ordinary Shares for Market Purchase
17i   Approve Reduction of Share Capital of BHP For       For        Management
      Billiton Plc by the Cancellation of All
      the Issued Paid Up Shares of USD 0.50
      Nominal Value Each Held by BHP Billiton
      Limited on 31 December 2007
ii    Approve Reduction of Share Capital of BHP For       For        Management
      Billiton Plc by the Cancellation of All
      the Issued Paid Up Shares of USD 0.50
      Nominal Value Each Held by BHP Billiton
      Limited on 15 February 2008
iii   Approve Reduction of Share Capital of BHP For       For        Management
      Billiton Plc by the Cancellation of All
      the Issued Paid Up Shares of USD 0.50
      Nominal Value Each Held by BHP Billiton
      Limited on 30 April 2008
iv    Approve Reduction of Share Capital of BHP For       For        Management
      Billiton Plc by the Cancellation of All
      the Issued Paid Up Shares of USD 0.50
      Nominal Value Each Held by BHP Billiton
      Limited on 31 May 2008
v     Approve Reduction of Share Capital of BHP For       For        Management
      Billiton Plc by the Cancellation of All
      the Issued Paid Up Shares of USD 0.50
      Nominal Value Each Held by BHP Billiton
      Limited on 15 June 2008
vi    Approve Reduction of Share Capital of BHP For       For        Management
      Billiton Plc by the Cancellation of All
      the Issued Paid Up Shares of USD 0.50
      Nominal Value Each Held by BHP Billiton
      Limited on 31 July 2008
vii   Approve Reduction of Share Capital of BHP For       For        Management
      Billiton Plc by the Cancellation of All
      the Issued Paid Up Shares of USD 0.50
      Nominal Value Each Held by BHP Billiton
      Limited on 15 September 2008
viii  Approve Reduction of Share Capital of BHP For       For        Management
      Billiton Plc by the Cancellation of All
      the Issued Paid Up Shares of USD 0.50
      Nominal Value Each Held by BHP Billiton
      Limited on 30 November 2008
18    Approve Remuneration Report               For       For        Management
19    Approve Grant of Deferred Shares and      For       For        Management
      Options under the BHP Billiton Limited
      Group Incentive Scheme and Grant of
      Performance Shares under the BHP Billiton
      Limited Long Term Incentive Plan to
      Executive Director, Marius Kloppers
20    Approve Grant of Deferred Shares and      For       For        Management
      Options under the BHP Billiton Ltd. Group
      Incentive Scheme to Charles Goodyear
21    Amend Articles of Association of BHP      For       For        Management
      Billiton Plc Re: Age Limit of Directors
22    Amend the Constitution of BHP Billiton    For       For        Management
      Limited Re: Age Limit of Directors


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


BOSTON SCIENTIFIC CORP.

Ticker:       BSX            Security ID:  101137107
Meeting Date: MAY 6, 2008    Meeting Type: Annual
Record Date:  MAR 7, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Ursula M. Burns            For       For        Management
1.2   Elect Director Warren B. Rudman           For       For        Management
1.3   Elect Director James R. Tobin             For       For        Management
1.4   Elect Director Nancy-Ann DeParle          For       For        Management
1.5   Elect Director J. Raymond Elliott         For       For        Management
1.6   Elect Director Marye Anne Fox             For       For        Management
1.7   Elect Director Ray J. Groves              For       For        Management
1.8   Elect Director N.J. Nicholas, Jr.         For       For        Management
1.9   Elect Director Pete M. Nicholas           For       For        Management
1.10  Elect Director John E. Pepper             For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management
4     Other Business                            For       Against    Management


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

BOWATER INC.

Ticker:       BOW            Security ID:  102183100
Meeting Date: JUL 26, 2007   Meeting Type: Annual
Record Date:  JUN 8, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Merger Agreement                  For       For        Management
2.1   Elect Arthur R. Sawchuk                   For       For        Management
2.2   Elect Richard B. Evans                    For       For        Management
2.3   Elect Gordon D. Giffin                    For       For        Management
3     Ratify Auditors                           For       For        Management


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

BURLINGTON NORTHERN SANTA FE CORP.

Ticker:       BNI            Security ID:  12189T104
Meeting Date: APR 24, 2008   Meeting Type: Annual
Record Date:  FEB 28, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Alan L. Boeckmann          For       For        Management
2     Elect Director Donald G. Cook             For       For        Management
3     Elect Director Vilma S. Martinez          For       For        Management
4     Elect Director Marc F. Racicot            For       For        Management
5     Elect Director Roy S. Roberts             For       For        Management
6     Elect Director Matthew K. Rose            For       For        Management
7     Elect Director Marc J. Shapiro            For       For        Management
8     Elect Director J.C. Watts, Jr.            For       For        Management
9     Elect Director Robert H. West             For       For        Management
10    Elect Director J. Steven Whisler          For       For        Management
11    Elect Director Edward E. Whitacre, Jr.    For       For        Management
12    Ratify Auditors                           For       For        Management
13    Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation


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

CAMECO CORP.

Ticker:       CCO            Security ID:  13321L108
Meeting Date: MAY 15, 2008   Meeting Type: Annual/Special
Record Date:  APR 3, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John S. Auston            For       For        Management
1.2   Elect  Director John H. Clappison         For       For        Management
1.3   Elect  Director Joe F. Colvin             For       For        Management
1.4   Elect  Director Harry D. Cook             For       For        Management
1.5   Elect  Director James R. Curtiss          For       For        Management
1.6   Elect  Director George S. Dembroski       For       For        Management
1.7   Elect  Director Gerald W. Grandey         For       For        Management
1.8   Elect  Director Nancy E. Hopkins          For       For        Management
1.9   Elect  Director Oyvind Hushovd            For       For        Management
1.10  Elect  Director J.W. George Ivany         For       For        Management
1.11  Elect  Director A. Anne McLellan          For       For        Management
1.12  Elect  Director A. Neil McMillan          For       For        Management
1.13  Elect  Director Robert W. Peterson        For       For        Management
1.14  Elect  Director Victor J. Zaleschuk       For       For        Management
2     Ratify KPMG LLP as Auditors               For       For        Management
3     SP - Require a Majority Vote for the      Against   Against    Shareholder
      Election of Directors
4     The Undersigned Hereby Certifies that the None      Abstain    Management
      Shares Represented by this Proxy are
      Owned and Controlled by a Canadian
      (Residents mark the FOR Box; One or more
      Non-Residents mark the ABSTAIN box)
5     If you are unable to complete Item #4     None      Abstain    Management
      then please complete this item. The
      Undersigned Holder of Shares Declares
      that the Undersigned is a Canadian
      Resident (Residents mark the FOR Box;
      Non-Residents mark the ABSTAIN Box)


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

CENTURY ALUMINUM COMPANY

Ticker:       CENX           Security ID:  156431108
Meeting Date: JUN 24, 2008   Meeting Type: Annual
Record Date:  MAY 1, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert E. Fishman, Ph.D.   For       For        Management
1.2   Elect Director Jack E. Thompson           For       For        Management
1.3   Elect Director Catherine Z. Manning       For       For        Management
2     Ratify Auditors                           For       For        Management


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


CHEVRON CORPORATION

Ticker:       CVX            Security ID:  166764100
Meeting Date: MAY 28, 2008   Meeting Type: Annual
Record Date:  MAR 31, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director S. H. Armacost             For       For        Management
2     Elect Director L. F. Deily                For       For        Management
3     Elect Director R. E. Denham               For       For        Management
4     Elect Director R. J. Eaton                For       For        Management
5     Elect Director S. Ginn                    For       For        Management
6     Elect Director F. G. Jenifer              For       For        Management
7     Elect Director J. L. Jones                For       For        Management
8     Elect Director S. Nunn                    For       For        Management
9     Elect Director D. J. O?Reilly             For       For        Management
10    Elect Director D. B. Rice                 For       For        Management
11    Elect Director P. J. Robertson            For       For        Management
12    Elect Director K. W. Sharer               For       For        Management
13    Elect Director C. R. Shoemate             For       For        Management
14    Elect Director R. D. Sugar                For       For        Management
15    Elect Director C. Ware                    For       For        Management
16    Ratify Auditors                           For       For        Management
17    Increase Authorized Common Stock          For       For        Management
18    Require Independent Board Chairman        Against   Against    Shareholder
19    Adopt Human Rights Policy                 Against   Against    Shareholder
20    Report on Environmental Impact of Oil     Against   Against    Shareholder
      Sands Operations in Canada
21    Adopt Quantitative GHG Goals for Products Against   Against    Shareholder
      and Operations
22    Adopt Guidelines for Country Selection    Against   Against    Shareholder
23    Report on Market Specific Environmental   Against   Against    Shareholder
      Laws


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

CHUBB CORP., THE

Ticker:       CB             Security ID:  171232101
Meeting Date: APR 29, 2008   Meeting Type: Annual
Record Date:  MAR 10, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Zoe Baird                  For       For        Management
2     Elect Director Sheila P. Burke            For       For        Management
3     Elect Director James I. Cash, Jr.         For       For        Management
4     Elect Director Joel J. Cohen              For       For        Management
5     Elect Director John D. Finnegan           For       For        Management
6     Elect Director Klaus J. Mangold           For       For        Management
7     Elect Director Martin G. McGuinn          For       For        Management
8     Elect Director Lawrence M. Small          For       For        Management
9     Elect Director Jess Soderberg             For       For        Management
10    Elect Director Daniel E. Somers           For       For        Management
11    Elect Director Karen Hastie Williams      For       For        Management
12    Elect Director Alfred W. Zollar           For       For        Management
13    Ratify Auditors                           For       For        Management


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

CITIGROUP INC.

Ticker:       C              Security ID:  172967101
Meeting Date: APR 22, 2008   Meeting Type: Annual
Record Date:  FEB 25, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director C. Michael Armstrong       For       For        Management
2     Elect Director Alain J.P. Belda           For       For        Management
3     Elect Director Sir Winfried Bischoff      For       For        Management
4     Elect Director Kenneth T. Derr            For       For        Management
5     Elect Director John M. Deutch             For       For        Management
6     Elect Director Roberto Hernandez Ramirez  For       For        Management
7     Elect Director Andrew N. Liveris          For       For        Management
8     Elect Director Anne Mulcahy               For       For        Management
9     Elect Director Vikram Pandit              For       For        Management
10    Elect Director Richard D. Parsons         For       For        Management
11    Elect Director Judith Rodin               For       For        Management
12    Elect Director Robert E. Rubin            For       For        Management
13    Elect Director Robert L. Ryan             For       For        Management
14    Elect Director Franklin A. Thomas         For       For        Management
15    Ratify Auditors                           For       For        Management
16    Disclose Prior Government Service         Against   Against    Shareholder
17    Report on Political Contributions         Against   Against    Shareholder
18    Limit Executive Compensation              Against   Against    Shareholder
19    Require More Director Nominations Than    Against   Against    Shareholder
      Open Seats
20    Report on the Equator Principles          Against   Against    Shareholder
21    Adopt Employee Contract                   Against   Against    Shareholder
22    Amend GHG Emissions Policies to Limit     Against   Against    Shareholder
      Coal Financing
23    Report on Human Rights Investment         Against   Against    Shareholder
      Policies
24    Require Independent Board Chairman        Against   Against    Shareholder
25    Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation
26    Indicate If You Would Like to Keep Your   None      For        Management
      Vote Confidential Under Current Policy


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

CLOROX COMPANY, THE

Ticker:       CLX            Security ID:  189054109
Meeting Date: NOV 14, 2007   Meeting Type: Annual
Record Date:  SEP 19, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Daniel Boggan, Jr.         For       For        Management
2     Elect Director Richard H. Carmona         For       For        Management
3     Elect Director Tully M. Friedman          For       For        Management
4     Elect Director George J. Harad            For       For        Management
5     Elect Director Donald R. Knauss           For       For        Management
6     Elect Director Robert W. Matschullat      For       For        Management
7     Elect Director Gary G. Michael            For       For        Management
8     Elect Director Edward A. Mueller          For       For        Management
9     Elect Director Jan L. Murley              For       For        Management
10    Elect Director Pamela Thomas-Graham       For       For        Management
11    Elect Director Carolyn M. Ticknor         For       For        Management
12    Ratify Auditors                           For       For        Management


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


CMS ENERGY CORP.

Ticker:       CMS            Security ID:  125896100
Meeting Date: MAY 16, 2008   Meeting Type: Annual
Record Date:  MAR 28, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Merribel S. Ayres          For       For        Management
1.2   Elect Director Jon E. Barfield            For       For        Management
1.3   Elect Director Richard M. Gabrys          For       For        Management
1.4   Elect Director David W. Joos              For       For        Management
1.5   Elect Director Philip R. Lochner, Jr.     For       For        Management
1.6   Elect Director Michael T. Monahan         For       For        Management
1.7   Elect Director Joseph F. Paquette, Jr.    For       For        Management
1.8   Elect Director Percy A. Pierre            For       For        Management
1.9   Elect Director Kenneth L. Way             For       For        Management
1.10  Elect Director Kenneth Whipple            For       For        Management
1.11  Elect Director John B. Yasinsky           For       For        Management
2     Ratify Auditors                           For       For        Management


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

COMPUWARE CORP.

Ticker:       CPWR           Security ID:  205638109
Meeting Date: AUG 28, 2007   Meeting Type: Annual
Record Date:  JUL 2, 2007

#     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
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       Against    Management


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

CONOCOPHILLIPS

Ticker:       COP            Security ID:  20825C104
Meeting Date: MAY 14, 2008   Meeting Type: Annual
Record Date:  MAR 17, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Harold W. McGraw III       For       For        Management
2     Elect Director James J. Mulva             For       For        Management
3     Elect Director Bobby S. Shackouls         For       For        Management
4     Declassify the Board of Directors         For       For        Management
5     Ratify Auditors                           For       For        Management
6     Require Director Nominee Qualifications   Against   Against    Shareholder
7     Report on Indigenous Peoples Rights       Against   Against    Shareholder
      Policies
8     Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation
9     Report on Political Contributions         Against   Against    Shareholder
10    Adopt Greenhouse Gas Emissions Goals for  Against   Against    Shareholder
      Products and Operations
11    Report on Community Environmental Impacts Against   Against    Shareholder
      of Operations
12    Report on Environmental Damage from       Against   Against    Shareholder
      Drilling in the National Petroleum
      Reserve
13    Report on Environmental Impact of Oil     Against   Against    Shareholder
      Sands Operations in Canada
14    Report on Global Warming                  Against   Against    Shareholder


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

CONSECO, INC.

Ticker:       CNO            Security ID:  208464883
Meeting Date: MAY 21, 2008   Meeting Type: Annual
Record Date:  APR 14, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Donna A. James             For       For        Management
1.2   Elect Director Debra J. Perry             For       For        Management
1.3   Elect Director C. James Prieur            For       For        Management
1.4   Elect Director Philip R. Roberts          For       For        Management
1.5   Elect Director Michael T. Tokarz          For       For        Management
1.6   Elect Director R. Glenn Hilliard          For       For        Management
1.7   Elect Director Neal C. Schneider          For       For        Management
1.8   Elect Director Michael S. Shannon         For       For        Management
1.9   Elect Director John G. Turner             For       For        Management
1.10  Elect Director Doreen A. Wright           For       For        Management
2     Adopt Majority Voting and Eliminate       For       For        Management
      Plurality Voting for Uncontested Election
      of Directors
3     Declassify the Board of Directors         For       For        Management
4     Ratify Auditors                           For       For        Management


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


COOPER COMPANIES, INC., THE

Ticker:       COO            Security ID:  216648402
Meeting Date: MAR 18, 2008   Meeting Type: Annual
Record Date:  FEB 4, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director A. Thomas Bender           For       Withhold   Management
1.2   Elect Director Michael H. Kalkstein       For       Withhold   Management
1.3   Elect Director Jody S. Lindell            For       Withhold   Management
1.4   Elect Director Moses Marx                 For       Withhold   Management
1.5   Elect Director Donald Press               For       Withhold   Management
1.6   Elect Director Steven Rosenberg           For       Withhold   Management
1.7   Elect Director A.E. Rubenstein            For       Withhold   Management
1.8   Elect Director Robert S. Weiss            For       Withhold   Management
1.9   Elect Director Stanley Zinberg            For       Withhold   Management
2     Ratify Auditors                           For       For        Management


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

CVS CAREMARK CORP

Ticker:       CVS            Security ID:  126650100
Meeting Date: MAY 7, 2008    Meeting Type: Annual
Record Date:  MAR 12, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Edwin M. Banks             For       For        Management
2     Elect Director C. David Brown II          For       For        Management
3     Elect Director David W. Dorman            For       For        Management
4     Elect Director Kristen E. Gibney Williams For       For        Management
5     Elect Director Marian L. Heard            For       For        Management
6     Elect Director William H. Joyce           For       For        Management
7     Elect Director Jean-Pierre Million        For       For        Management
8     Elect Director Terrence Murray            For       For        Management
9     Elect Director C.A. Lance Piccolo         For       For        Management
10    Elect Director Sheli Z. Rosenberg         For       For        Management
11    Elect Director Thomas M. Ryan             For       For        Management
12    Elect Director Richard J. Swift           For       For        Management
13    Ratify Auditors                           For       For        Management
14    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
15    Adopt Anti Gross-up Policy                Against   Against    Shareholder
16    Report on Political Contributions         Against   Against    Shareholder


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

D.R. HORTON, INC.

Ticker:       DHI            Security ID:  23331A109
Meeting Date: JAN 31, 2008   Meeting Type: Annual
Record Date:  DEC 3, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Donald R. Horton           For       For        Management
1.2   Elect Director Bradley S. Anderson        For       For        Management
1.3   Elect Director Michael R. Buchanan        For       For        Management
1.4   Elect Director Richard I. Galland         For       For        Management
1.5   Elect Director Michael W. Hewatt          For       For        Management
1.6   Elect Director Bob G. Scott               For       For        Management
1.7   Elect Director Donald J. Tomnitz          For       For        Management
1.8   Elect Director Bill W. Wheat              For       For        Management
2     Amend Executive Incentive Bonus Plan      For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Pay For Superior Performance              Against   Against    Shareholder
5     Other Business                            For       Against    Management


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

DAVITA INC.

Ticker:       DVA            Security ID:  23918K108
Meeting Date: JUN 9, 2008    Meeting Type: Annual
Record Date:  APR 15, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Charles G. Berg            For       For        Management
2     Elect Director Willard W. Brittain, Jr.   For       For        Management
3     Elect Director Nancy-Ann DeParle          For       For        Management
4     Elect Director Paul J. Diaz               For       For        Management
5     Elect Director Peter T. Grauer            For       For        Management
6     Elect Director John M. Nehra              For       For        Management
7     Elect Director William L. Roper, M.D.     For       For        Management
8     Elect Director Kent J. Thiry              For       For        Management
9     Elect Director Roger J. Valine            For       For        Management
10    Elect Director Richard C. Vaughan         For       For        Management
11    Ratify Auditors                           For       For        Management


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

DEERE & CO.

Ticker:       DE             Security ID:  244199105
Meeting Date: NOV 14, 2007   Meeting Type: Special
Record Date:  SEP 24, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Increase in Common Stock and a    For       For        Management
      Stock Split


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


DEERE & CO.

Ticker:       DE             Security ID:  244199105
Meeting Date: FEB 27, 2008   Meeting Type: Annual
Record Date:  DEC 31, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director T. Kevin Dunnigan          For       For        Management
2     Elect Director Charles O. Holliday, Jr.   For       For        Management
3     Elect Director Dipak C. Jain              For       For        Management
4     Elect Director Joachim Milberg            For       For        Management
5     Elect Director Richard B. Myers           For       For        Management
6     Amend Executive Incentive Bonus Plan      For       For        Management
7     Ratify Auditors                           For       For        Management


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

DEUTSCHE BOERSE AG

Ticker:                      Security ID:  D1882G119
Meeting Date: MAY 21, 2008   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Receive Financial Statements and          None      For        Management
      Statutory Reports for Fiscal 2007
      (Non-Voting)
2     Approve Allocation of Income and          For       For        Management
      Dividends of EUR 2.10 per Share
3     Approve Discharge of Management Board for For       For        Management
      Fiscal 2007
4     Approve Discharge of Supervisory Board    For       For        Management
      for Fiscal 2007
5a    Elect Konrad Hummler to the Supervisory   For       For        Management
      Board
5b    Elect David Krell to the Supervisory      For       For        Management
      Board
6     Approve Creation of EUR 14.8 Million Pool For       For        Management
      of Capital without Preemptive Rights
7     Authorize Share Repurchase Program and    For       For        Management
      Reissuance or Cancellation of Repurchased
      Shares
8     Approve Affiliation Agreement with        For       For        Management
      Subsidiary Deutsche Boerse
      Dienstleistungs AG
9     Approve Affiliation Agreement with        For       For        Management
      Subsidiary Deutsche Boerse Systems AG
10    Approve Decrease in Size of Supervisory   For       For        Management
      Board to 18 Members
11    Amend Articles Re: Quorum for Supervisory For       For        Management
      Board Decisions
12    Ratify KPMG Deutsche                      For       For        Management
      Treuhand-Gesellschaft AG as Auditors for
      Fiscal 2008


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

DEVON ENERGY CORP.

Ticker:       DVN            Security ID:  25179M103
Meeting Date: JUN 4, 2008    Meeting Type: Annual
Record Date:  APR 7, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director David A. Hager            For       For        Management
1.2   Elect  Director John A. Hill              For       For        Management
1.3   Elect  Director Mary P. Ricciardello      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


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

DIAGEO PLC (FORMERLY GUINNESS PLC)

Ticker:       DGEAF          Security ID:  G42089113
Meeting Date: OCT 16, 2007   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 20.15 Pence Per For       For        Management
      Ordinary Share
4     Re-elect Maria Lilja as Director          For       For        Management
5     Re-elect Nick Rose as Director            For       For        Management
6     Re-elect Paul Walker as Director          For       For        Management
7     Reappoint KPMG Audit Plc as Auditors and  For       For        Management
      Authorise the Board to Determine Their
      Remuneration
8     Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 253,783,000
9     Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 38,067,000
10    Authorise 263,122,000 Ordinary Shares for For       For        Management
      Market Purchase
11    Authorise the Company to Make Political   For       For        Management
      Donations to Political Parties up to GBP
      200,000, to Make Political Donations to
      Political Organisations Other Than
      Political Parties up to GBP 200,000 and
      to Incur Political Expenditure up to GBP
      200,000
12    Approve Diageo Plc 2007 United States     For       For        Management
      Employee Stock Purchase Plan
13    Amend Articles of Association             For       For        Management


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


DOMINION RESOURCES, INC.

Ticker:       D              Security ID:  25746U109
Meeting Date: MAY 9, 2008    Meeting Type: Annual
Record Date:  FEB 29, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Peter W. Brown             For       For        Management
2     Elect Director George A. Davidson, Jr.    For       For        Management
3     Elect Director Thomas F. Farrell, II      For       For        Management
4     Elect Director John W. Harris             For       For        Management
5     Elect Director Robert S. Jepson, Jr.      For       For        Management
6     Elect Director Mark J. Kington            For       For        Management
7     Elect Director Benjamin J. Lambert, III   For       For        Management
8     Elect Director Margaret A. McKenna        For       For        Management
9     Elect Director Frank S. Royal             For       For        Management
10    Elect Director David A. Wollard           For       For        Management
11    Ratify Auditors                           For       For        Management


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

DOW CHEMICAL COMPANY, THE

Ticker:       DOW            Security ID:  260543103
Meeting Date: MAY 15, 2008   Meeting Type: Annual
Record Date:  MAR 17, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Arnold A. Allemang         For       For        Management
1.2   Elect Director Jacqueline K. Barton       For       For        Management
1.3   Elect Director James A. Bell              For       For        Management
1.4   Elect Director Jeff M. Fettig             For       For        Management
1.5   Elect Director Barbara H. Franklin        For       For        Management
1.6   Elect Director John B. Hess               For       For        Management
1.7   Elect Director Andrew N. Liveris          For       For        Management
1.8   Elect Director Geoffery E. Merszei        For       For        Management
1.9   Elect Director Dennis H. Reilley          For       For        Management
1.10  Elect Director James M. Ringler           For       For        Management
1.11  Elect Director Ruth G. Shaw               For       For        Management
1.12  Elect Director Paul G. Stern              For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Potential Links Between Company Against   Against    Shareholder
      Products and Asthma
4     Report on Environmental Remediation in    Against   Against    Shareholder
      Midland Area
5     Report on Genetically Engineered Seed     Against   Against    Shareholder
6     Pay For Superior Performance              Against   Against    Shareholder


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

DPL INC.

Ticker:       DPL            Security ID:  233293109
Meeting Date: APR 23, 2008   Meeting Type: Annual
Record Date:  MAR 5, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Paul M. Barbas             For       For        Management
1.2   Elect Director Barbara S. Graham          For       For        Management
1.3   Elect Director Glenn E. Harder            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Dissolution of of DPL Inc. and Non-       Against   Against    Shareholder
      Utility Subsidiaries


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

E*TRADE FINANCIAL CORP.

Ticker:       ETFC           Security ID:  269246104
Meeting Date: MAY 16, 2008   Meeting Type: Annual
Record Date:  MAR 31, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Donald H. Layton           For       For        Management
1.2   Elect Director Robert Druskin             For       For        Management
1.3   Elect Director Frederick W. Kanner        For       For        Management
1.4   Elect Director C. Cathleen Raffaeli       For       For        Management
2     Increase Authorized Common Stock          For       For        Management
3     Ratify Auditors                           For       For        Management


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

EATON CORPORATION

Ticker:       ETN            Security ID:  278058102
Meeting Date: APR 23, 2008   Meeting Type: Annual
Record Date:  FEB 25, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Ned C. Lautenbach          For       For        Management
1.2   Elect Director John R. Miller             For       For        Management
1.3   Elect Director Gregory R. Page            For       For        Management
1.4   Elect Director Victor A. Pelson           For       For        Management
2     Increase Authorized Common Stock          For       For        Management
3     Adopt Majority Voting for Uncontested     For       For        Management
      Election of Directors
4     Amend Articles to Authorize the Board of  For       For        Management
      Directors to Make Future Amendments to
      the Amended Regulations
5     Approve Omnibus Stock Plan                For       For        Management
6     Approve Executive Incentive Bonus Plan    For       For        Management
7     Approve Executive Incentive Bonus Plan    For       For        Management
8     Ratify Auditors                           For       For        Management


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


EL PASO CORP

Ticker:       EP             Security ID:  28336L109
Meeting Date: MAY 14, 2008   Meeting Type: Annual
Record Date:  MAR 17, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Juan Carlos Braniff        For       For        Management
2     Elect Director James L. Dunlap            For       For        Management
3     Elect Director Douglas L. Foshee          For       For        Management
4     Elect Director Robert W. Goldman          For       For        Management
5     Elect Director Anthony W. Hall, Jr.       For       For        Management
6     Elect Director Thomas R. Hix              For       For        Management
7     Elect Director William H. Joyce           For       For        Management
8     Elect Director Ronald L. Kuehn, Jr.       For       For        Management
9     Elect Director Ferrell P. McClean         For       For        Management
10    Elect Director Steven J. Shapiro          For       For        Management
11    Elect Director J. Michael Talbert         For       For        Management
12    Elect Director Robert F. Vagt             For       For        Management
13    Elect Director John L. Whitmire           For       For        Management
14    Elect Director Joe B. Wyatt               For       For        Management
15    Ratify Auditors                           For       For        Management


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

ELI LILLY AND CO.

Ticker:       LLY            Security ID:  532457108
Meeting Date: APR 21, 2008   Meeting Type: Annual
Record Date:  FEB 15, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Michael L. Eskew           For       For        Management
1.2   Elect Director Alfred G. Gilman           For       For        Management
1.3   Elect Director Karen N. Horn              For       For        Management
1.4   Elect Director John C. Lechleiter         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Require a Majority Vote for the Election  For       For        Management
      of Directors
5     Amend Omnibus Stock Plan                  For       For        Management
6     Report on Animal Testing Policies         Against   Against    Shareholder
7     Amend Vote Requirements to Amend          Against   For        Shareholder
      Articles/Bylaws/Charter
8     Reduce Supermajority Vote Requirement     Against   For        Shareholder
9     Political Contributions                   Against   Against    Shareholder


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

EMBARQ CORP

Ticker:       EQ             Security ID:  29078E105
Meeting Date: MAY 1, 2008    Meeting Type: Annual
Record Date:  MAR 4, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Peter C. Brown             For       For        Management
1.2   Elect Director Steven A. Davis            For       For        Management
1.3   Elect Director Richard A. Gephardt        For       For        Management
1.4   Elect Director Thomas A. Gerke            For       For        Management
1.5   Elect Director John P. Mullen             For       For        Management
1.6   Elect Director William A. Owens           For       For        Management
1.7   Elect Director Dinesh C. Paliwal          For       For        Management
1.8   Elect Director Stephanie M. Shern         For       For        Management
1.9   Elect Director Laurie A. Siegel           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Approve Qualified Employee Stock Purchase For       For        Management
      Plan
5     Approve Executive Incentive Bonus Plan    For       For        Management
6     Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation


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


ENTERGY CORP.

Ticker:       ETR            Security ID:  29364G103
Meeting Date: MAY 2, 2008    Meeting Type: Annual
Record Date:  MAR 4, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Maureen Scannell Bateman   For       For        Management
2     Elect Director W. Frank Blount            For       For        Management
3     Elect Director Simon D. DeBree            For       For        Management
4     Elect Director Gary W. Edwards            For       For        Management
5     Elect Director Alexis M. Herman           For       For        Management
6     Elect Director Donald C. Hintz            For       For        Management
7     Elect Director J. Wayne Leonard           For       For        Management
8     Elect Director Stuart L. Levenick         For       For        Management
9     Elect Director James R. Nichols           For       For        Management
10    Elect Director William A. Percy, II       For       For        Management
11    Elect Director W.J. Tauzin                For       For        Management
12    Elect Director Steven V. Wilkinson        For       For        Management
13    Ratify Auditors                           For       For        Management
14    Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation
15    Limit Executive Compensation              Against   Against    Shareholder
16    Report on Political Contributions         Against   Against    Shareholder
17    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings


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

EOG RESOURCES, INC.

Ticker:       EOG            Security ID:  26875P101
Meeting Date: MAY 8, 2008    Meeting Type: Annual
Record Date:  MAR 14, 2008

#     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 H. Leighton Steward        For       For        Management
1.5   Elect Director Donald F. Textor           For       For        Management
1.6   Elect Director Frank G. Wisner            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management


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

EXXON MOBIL CORP.

Ticker:       XOM            Security ID:  30231G102
Meeting Date: MAY 28, 2008   Meeting Type: Annual
Record Date:  APR 4, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Michael J. Boskin          For       For        Management
1.2   Elect Director Larry R. Faulkner          For       For        Management
1.3   Elect Director William W. George          For       For        Management
1.4   Elect Director James R. Houghton          For       For        Management
1.5   Elect Director Reatha Clark King          For       For        Management
1.6   Elect Director Marilyn Carlson Nelson     For       For        Management
1.7   Elect Director Samuel J. Palmisano        For       For        Management
1.8   Elect Director Steven S Reinemund         For       For        Management
1.9   Elect Director Walter V. Shipley          For       For        Management
1.10  Elect Director Rex W. Tillerson           For       For        Management
1.11  Elect Director Edward E. Whitacre, Jr.    For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Bylaws to Prohibit Precatory        Against   Against    Shareholder
      Proposals
4     Require Director Nominee Qualifications   Against   Against    Shareholder
5     Require Independent Board Chairman        Against   Against    Shareholder
6     Approve Distribution Policy               Against   Against    Shareholder
7     Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation
8     Compare CEO Compensation to Company's     Against   Against    Shareholder
      Lowest Paid U.S. Workers
9     Claw-back of Payments under Restatements  Against   Against    Shareholder
10    Review Anti-discrimination Policy on      Against   Against    Shareholder
      Corporate Sponsorships and Executive
      Perks
11    Report on Political Contributions         Against   Against    Shareholder
12    Amend EEO Policy to Prohibit              Against   Against    Shareholder
      Discrimination based on Sexual
      Orientation and Gender Identity
13    Report on Community Environmental Impacts Against   Against    Shareholder
      of Operations
14    Report on Potential Environmental Damage  Against   Against    Shareholder
      from Drilling in the Arctic National
      Wildlife Refuge
15    Adopt Greenhouse Gas Emissions Goals for  Against   Against    Shareholder
      Products and Operations
16    Report on Carbon Dioxide Emissions        Against   Against    Shareholder
      Information at Gas Stations
17    Report on Climate Change Impacts on       Against   Against    Shareholder
      Emerging Countries
18    Report on Energy Technologies Development Against   Against    Shareholder
19    Adopt Policy to Increase Renewable Energy Against   Against    Shareholder


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


FANNIE MAE

Ticker:       FNM            Security ID:  313586109
Meeting Date: DEC 14, 2007   Meeting Type: Annual
Record Date:  OCT 22, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Stephen B. Ashley          For       For        Management
1.2   Elect Director Dennis R. Beresford        For       For        Management
1.3   Elect Director Louis J. Freeh             For       For        Management
1.4   Elect Director Brenda J. Gaines           For       For        Management
1.5   Elect Director Karen N. Horn, Ph.D.       For       For        Management
1.6   Elect Director Bridget A. Macaskill       For       For        Management
1.7   Elect Director Daniel H. Mudd             For       For        Management
1.8   Elect Director Leslie Rahl                For       For        Management
1.9   Elect Director John C. Sites, Jr.         For       For        Management
1.10  Elect Director Greg C. Smith              For       For        Management
1.11  Elect Director H. Patrick Swygert         For       For        Management
1.12  Elect Director John K. Wulff              For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation
5     Restore or Provide for Cumulative Voting  Against   Against    Shareholder


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

FANNIE MAE

Ticker:       FNM            Security ID:  313586109
Meeting Date: MAY 20, 2008   Meeting Type: Annual
Record Date:  MAR 21, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Directors Stephen B. Ashley         For       For        Management
2     Elect Directors Dennis R. Beresford       For       For        Management
3     Elect Directors Louis J. Freeh            For       For        Management
4     Elect Directors Brenda J. Gaines          For       For        Management
5     Elect Directors Karen N. Horn             For       For        Management
6     Elect Directors Bridget A. Macaskill      For       For        Management
7     Elect Directors Daniel H. Mudd            For       For        Management
8     Elect Directors Leslie Rahl               For       For        Management
9     Elect Directors John C. Sites, Jr.        For       For        Management
10    Elect Directors Greg C. Smith             For       For        Management
11    Elect Directors H. Patrick Swygert        For       For        Management
12    Elect Directors John K. Wulff             For       For        Management
13    Ratify Auditors                           For       For        Management
14    Provide for Cumulative Voting             Against   Against    Shareholder


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

FIDELITY NATIONAL INFORMATION SERVICES INC

Ticker:       FIS            Security ID:  31620M106
Meeting Date: MAY 29, 2008   Meeting Type: Annual
Record Date:  MAR 31, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Marshall Haines            For       For        Management
1.2   Elect Director David K. Hunt              For       For        Management
1.3   Elect Director Cary H. Thompson           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management


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

FPL GROUP, INC.

Ticker:       FPL            Security ID:  302571104
Meeting Date: MAY 23, 2008   Meeting Type: Annual
Record Date:  MAR 24, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Sherry S. Barrat           For       For        Management
1.2   Elect Director Robert M. Beall, II        For       For        Management
1.3   Elect Director J. Hyatt Brown             For       For        Management
1.4   Elect Director James L. Camaren           For       For        Management
1.5   Elect Director J. Brian Ferguson          For       For        Management
1.6   Elect Director Lewis Hay, III             For       For        Management
1.7   Elect Director Toni Jennings              For       For        Management
1.8   Elect Director Oliver D. Kingsley, Jr.    For       For        Management
1.9   Elect Director Rudy E. Schupp             For       For        Management
1.10  Elect Director Michael H. Thaman          For       For        Management
1.11  Elect Director Hansel E. Tookes, II       For       For        Management
1.12  Elect Director Paul R. Tregurtha          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Report on Global Warming                  Against   Against    Shareholder


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


FRANKLIN RESOURCES, INC.

Ticker:       BEN            Security ID:  354613101
Meeting Date: JAN 31, 2008   Meeting Type: Annual
Record Date:  DEC 4, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Samuel H. Armacost         For       For        Management
1.2   Elect Director Charles Crocker            For       For        Management
1.3   Elect Director Joseph R. Hardiman         For       For        Management
1.4   Elect Director Robert D. Joffe            For       For        Management
1.5   Elect Director Charles B. Johnson         For       For        Management
1.6   Elect Director Gregory E. 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
3     Amend Executive Incentive Bonus Plan      For       For        Management


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

GENERAL ELECTRIC CO.

Ticker:       GE             Security ID:  369604103
Meeting Date: APR 23, 2008   Meeting Type: Annual
Record Date:  FEB 25, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director James I. Cash, Jr.         For       For        Management
2     Elect Director William M. Castell         For       For        Management
3     Elect Director Ann M. Fudge               For       For        Management
4     Elect Director Claudio X. Gonzalez        For       For        Management
5     Elect Director Susan Hockfield            For       For        Management
6     Elect Director Jeffrey R. Immelt          For       For        Management
7     Elect Director Andrea Jung                For       For        Management
8     Elect Director Alan G. Lafley             For       For        Management
9     Elect Director Robert W. Lane             For       For        Management
10    Elect Director Ralph S. Larsen            For       For        Management
11    Elect Director Rochelle B. Lazarus        For       For        Management
12    Elect Director James J. Mulva             For       For        Management
13    Elect Director Sam Nunn                   For       For        Management
14    Elect Director Roger S. Penske            For       For        Management
15    Elect Director Robert J. Swieringa        For       For        Management
16    Elect Director Douglas A. Warner III      For       For        Management
17    Ratify Auditors                           For       For        Management
18    Provide for Cumulative Voting             Against   Against    Shareholder
19    Require Independent Board Chairman        Against   Against    Shareholder
20    Claw-back of Payments under Restatements  Against   Against    Shareholder
21    Adopt Policy on Overboarded Directors     Against   Against    Shareholder
22    Report on Charitable Contributions        Against   Against    Shareholder
23    Report on Global Warming                  Against   Against    Shareholder
24    Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation


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

GENWORTH FINANCIAL, INC.

Ticker:       GNW            Security ID:  37247D106
Meeting Date: MAY 13, 2008   Meeting Type: Annual
Record Date:  MAR 18, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Frank J. Borelli           For       For        Management
2     Elect Director Michael D. Fraizer         For       For        Management
3     Elect Director Nancy J. Karch             For       For        Management
4     Elect Director J. Robert ?Bob? Kerrey     For       For        Management
5     Elect Director Risa J. Lavizzo-Mourey     For       For        Management
6     Elect Director Saiyid T. Naqvi            For       For        Management
7     Elect Director James A. Parke             For       For        Management
8     Elect Director James S. Riepe             For       For        Management
9     Elect Director Barrett A. Toan            For       For        Management
10    Elect Director Thomas B. Wheeler          For       For        Management
11    Ratify Auditors                           For       For        Management


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

GENZYME CORP.

Ticker:       GENZ           Security ID:  372917104
Meeting Date: MAY 22, 2008   Meeting Type: Annual
Record Date:  MAR 31, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Douglas A. Berthiaume      For       For        Management
2     Elect Director Gail K. Boudreaux          For       For        Management
3     Elect Director Robert J. Carpenter        For       For        Management
4     Elect Director Charles L. Cooney, Ph.D.   For       For        Management
5     Elect Director Richard F. Syron           For       Against    Management
6     Amend Omnibus Stock Plan                  For       For        Management
7     Amend Non-Employee Director Omnibus Stock For       For        Management
      Plan
8     Ratify Auditors                           For       For        Management


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


GLAXOSMITHKLINE PLC

Ticker:       GLAXF          Security ID:  G3910J112
Meeting Date: MAY 21, 2008   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     Elect Andrew Witty as Director            For       For        Management
4     Elect Christopher Viehbacher as Director  For       For        Management
5     Elect Sir Roy Anderson as Director        For       For        Management
6     Re-elect Sir Christopher Gent as Director For       For        Management
7     Re-elect Sir Ian Prosser as Director      For       For        Management
8     Re-elect Dr Ronaldo Schmitz as Director   For       For        Management
9     Reappoint PricewaterhouseCoopers LLP as   For       For        Management
      Auditors of the Company
10    Authorise the Audit Committee to Fix      For       For        Management
      Remuneration of Auditors
11    Authorise the Company to Make Donations   For       For        Management
      to EU Political Organisations up to GBP
      50,000 and to Incur EU Political
      Expenditures up to GBP 50,000
12    Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 456,791,387
13    Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 68,525,560
14    Authorise 584,204,484 Ordinary Shares for For       For        Management
      Market Purchase
15    Adopt New Articles of Association         For       For        Management


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

GLOBALSANTAFE CORPORATION (FORMERLY SANTA FE INTERNATIONAL CORP)

Ticker:       GSF            Security ID:  G3930E101
Meeting Date: NOV 9, 2007    Meeting Type: Court
Record Date:  OCT 1, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     APPROVAL OF THE SCHEME OF ARRANGEMENT,    For       For        Management
      ATTACHED TO THE ACCOMPANYING JOINT PROXY
      STATEMENT AS ANNEX H. TO BE VOTED ON AT
      THE FIRST PART OF THE SHAREHOLDERS
      MEETING, WHICH PART IS CONVENED PURSUANT
      TO THE ORDER OF THE GRAND COURT OF THE
      CAYMAN ISLANDS.
2     APPROVAL OF THE SCHEME OF ARRANGEMENT,    For       For        Management
      ATTACHED TO THE ACCOMPANYING JOINT PROXY
      STATEMENT AS ANNEX H. TO BE VOTED ON AT
      THE SECOND PART OF THE SHAREHOLDERS
      MEETING, WHICH PART IS CONVENED IN
      ACCORDANCE WITH THE ARTICLES OF
      ASSOCIATION.


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

GOLDMAN SACHS GROUP, INC., THE

Ticker:       GS             Security ID:  38141G104
Meeting Date: APR 10, 2008   Meeting Type: Annual
Record Date:  FEB 11, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Directors Lloyd C. Blankfein        For       For        Management
2     Elect Directors John H. Bryan             For       For        Management
3     Elect Directors Gary D. Cohn              For       For        Management
4     Elect Directors Claes Dahlback            For       For        Management
5     Elect Directors Stephen Friedman          For       For        Management
6     Elect Directors William W. George         For       For        Management
7     Elect Directors Rajat K. Gupta            For       For        Management
8     Elect Directors James A. Johnson          For       For        Management
9     Elect Directors Lois D. Juliber           For       For        Management
10    Elect Directors Edward M. Liddy           For       For        Management
11    Elect Directors Ruth J. Simmons           For       For        Management
12    Elect Directors Jon Winkelried            For       For        Management
13    Ratify Auditors                           For       For        Management
14    Prohibit Executive Stock-Based Awards     Against   Against    Shareholder
15    Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation
16    Prepare Sustainability Report             Against   Against    Shareholder


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

HALLIBURTON CO.

Ticker:       HAL            Security ID:  406216101
Meeting Date: MAY 21, 2008   Meeting Type: Annual
Record Date:  MAR 24, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Alan M. Bennett            For       For        Management
2     Elect Director James R. Boyd              For       For        Management
3     Elect Director Milton Carroll             For       For        Management
4     Elect Director Kenneth T. Derr            For       For        Management
5     Elect Director S. Malcolm Gillis          For       For        Management
6     Elect Director James T. Hackett           For       For        Management
7     Elect Director David J. Lesar             For       For        Management
8     Elect Director J. Landis Martin           For       For        Management
9     Elect Director Jay A. Precourt            For       For        Management
10    Elect Director Debra L. Reed              For       For        Management
11    Ratify Auditors                           For       For        Management
12    Amend Omnibus Stock Plan                  For       For        Management
13    Adopt Human Rights Policy                 Against   Against    Shareholder
14    Report on Political Contributions         Against   Against    Shareholder
15    Amend Bylaws to Establish a Board         Against   Against    Shareholder
      Committee on Human Rights


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


HARLEY-DAVIDSON, INC.

Ticker:       HOG            Security ID:  412822108
Meeting Date: APR 26, 2008   Meeting Type: Annual
Record Date:  MAR 5, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director George H. Conrades         For       For        Management
1.2   Elect Director Sara L. Levinson           For       For        Management
1.3   Elect Director George L. Miles, Jr.       For       For        Management
1.4   Elect Director Jochen Zeitz               For       For        Management
2     Ratify Auditors                           For       For        Management


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

HARTFORD FINANCIAL SERVICES GROUP, INC., THE

Ticker:       HIG            Security ID:  416515104
Meeting Date: MAY 21, 2008   Meeting Type: Annual
Record Date:  MAR 24, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Ramani Ayer                For       For        Management
2     Elect Director Ramon de Oliveira          For       For        Management
3     Elect Director Trevor Fetter              For       For        Management
4     Elect Director Edward J. Kelly, III       For       For        Management
5     Elect Director Paul G. Kirk, Jr.          For       For        Management
6     Elect Director Thomas M. Marra            For       For        Management
7     Elect Director Gail J. McGovern           For       For        Management
8     Elect Director Michael G. Morris          For       For        Management
9     Elect Director Charles B. Strauss         For       For        Management
10    Elect Director H. Patrick Swygert         For       For        Management
11    Ratify Auditors                           For       For        Management


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

HEINEKEN NV

Ticker:                      Security ID:  N39427211
Meeting Date: APR 17, 2008   Meeting Type: Annual
Record Date:  MAR 27, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1a    Approve Financial Statements and          For       Did Not    Management
      Statutory Reports                                   Vote
1b    Approve Allocation of Income and          For       Did Not    Management
      Dividends of EUR 0.70 per Share                     Vote
1c    Approve Discharge of Management Board     For       Did Not    Management
                                                          Vote
1d    Approve Discharge of Supervisory Board    For       Did Not    Management
                                                          Vote
2     Approve Acquisition by Sunrise            For       Did Not    Management
      Acquisitions of Scottish & Newcastle Plc            Vote
3     Ratify KPMG Accountants as Auditors       For       Did Not    Management
                                                          Vote
4     Authorize Repurchase of Up to Ten Percent For       Did Not    Management
      of Issued Share Capital                             Vote
5     Grant Board Authority to Issue Shares and For       Did Not    Management
      Restricting/Excluding Preemptive Rights             Vote
6     Elect M. Minnick to Supervisory Board     For       Did Not    Management
                                                          Vote


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

HESS CORPORATION

Ticker:       HES            Security ID:  42809H107
Meeting Date: MAY 7, 2008    Meeting Type: Annual
Record Date:  MAR 17, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Edith E. Holiday           For       For        Management
1.2   Elect Director John H. Mullin             For       For        Management
1.3   Elect Director John J. O'Connor           For       For        Management
1.4   Elect Director F. Borden Walker           For       For        Management
1.5   Elect Director Robert N. Wilson           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Approve Omnibus Stock Plan                For       For        Management


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

HEWLETT-PACKARD CO.

Ticker:       HPQ            Security ID:  428236103
Meeting Date: MAR 19, 2008   Meeting Type: Annual
Record Date:  JAN 22, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Lawrence T. Babbio, Jr.    For       For        Management
2     Elect Director Sari M. Baldauf            For       For        Management
3     Elect Director Richard A. Hackborn        For       For        Management
4     Elect Director John H. Hammergren         For       For        Management
5     Elect Director Mark V. Hurd               For       For        Management
6     Elect Director Joel Z. Hyatt              For       For        Management
7     Elect Director John R. Joyce              For       For        Management
8     Elect Director Robert L. Ryan             For       For        Management
9     Elect Director Lucille S. Salhany         For       For        Management
10    Elect Director G. Kennedy Thompson        For       For        Management
11    Ratify Auditors                           For       For        Management


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


INGERSOLL-RAND COMPANY LIMITED

Ticker:       IR             Security ID:  G4776G101
Meeting Date: JUN 4, 2008    Meeting Type: Annual
Record Date:  APR 7, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director A.C. Berzin               For       For        Management
1.2   Elect  Director G.D. Forsee               For       For        Management
1.3   Elect  Director P.C. Godsoe               For       For        Management
1.4   Elect  Director H.L. Henkel               For       For        Management
1.5   Elect  Director C.J. Horner               For       For        Management
1.6   Elect  Director H.W. Lichtenberger        For       For        Management
1.7   Elect  Director T.E. Martin               For       For        Management
1.8   Elect  Director P. Nachtigal              For       For        Management
1.9   Elect  Director O.R. Smith                For       For        Management
1.10  Elect  Director R.J. Swift                For       For        Management
1.11  Elect  Director T.L. White                For       For        Management
2     APPROVAL OF THE AMENDED AND RESTATED      For       For        Management
      BYE-LAWS OF THE COMPANY.
3     Ratify Auditors                           For       For        Management
4     SHAREHOLDER PROPOSAL TO REQUIRE A         Against   Against    Shareholder
      SHAREHOLDER VOTE ON AN ADVISORY
      RESOLUTION WITH RESPECT TO EXECUTIVE
      COMPENSATION.


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

INTEL CORP.

Ticker:       INTC           Security ID:  458140100
Meeting Date: MAY 21, 2008   Meeting Type: Annual
Record Date:  MAR 24, 2008

#     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 Carol A. Bartz             For       For        Management
4     Elect Director Susan L. Decker            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    Ratify Auditors                           For       For        Management
13    Amend Bylaws to Establish a Board         Against   Against    Shareholder
      Committee on Sustainability


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

INTERNATIONAL BUSINESS MACHINES CORP.

Ticker:       IBM            Security ID:  459200101
Meeting Date: APR 29, 2008   Meeting Type: Annual
Record Date:  FEB 29, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director C. Black                   For       For        Management
1.2   Elect Director W.R. Brody                 For       For        Management
1.3   Elect Director K.I. Chenault              For       For        Management
1.4   Elect Director M.L. Eskew                 For       For        Management
1.5   Elect Director S.A. Jackson               For       For        Management
1.6   Elect Director L.A. Noto                  For       For        Management
1.7   Elect Director J.W. Owens                 For       For        Management
1.8   Elect Director S.J. Palmisano             For       For        Management
1.9   Elect Director J.E. Spero                 For       For        Management
1.10  Elect Director S. Taurel                  For       For        Management
1.11  Elect Director L.H. Zambrano              For       For        Management
2     Ratify Auditors                           For       For        Management
3     Restore or Provide for Cumulative Voting  Against   Against    Shareholder
4     Review Executive Compensation             Against   Against    Shareholder
5     Amend Bylaws to Establish a Board         Against   Against    Shareholder
      Committee on Human Rights
6     Amend Bylaw -- Call Special Meetings      Against   For        Shareholder
7     Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation


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

JARDEN CORP.

Ticker:       JAH            Security ID:  471109108
Meeting Date: JUN 10, 2008   Meeting Type: Annual
Record Date:  APR 17, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Richard J. Heckmann       For       For        Management
1.2   Elect  Director Douglas W. Huemme         For       For        Management
1.3   Elect  Director Irwin D. Simon            For       For        Management
2     Ratify Auditors                           For       For        Management


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

JOHNSON & JOHNSON

Ticker:       JNJ            Security ID:  478160104
Meeting Date: APR 24, 2008   Meeting Type: Annual
Record Date:  FEB 26, 2008

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


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


JOHNSON CONTROLS, INC.

Ticker:       JCI            Security ID:  478366107
Meeting Date: JAN 23, 2008   Meeting Type: Annual
Record Date:  NOV 15, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Natalie A. Black           For       For        Management
1.2   Elect Director Robert A. Cornog           For       For        Management
1.3   Elect Director William H. Lacy            For       For        Management
1.4   Elect Director Stephen A. Roell           For       For        Management
2     Ratify Auditors                           For       For        Management


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

JPMORGAN CHASE & CO.

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 20, 2008   Meeting Type: Annual
Record Date:  MAR 21, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Crandall C. Bowles         For       For        Management
2     Elect Director Stephen B. Burke           For       For        Management
3     Elect Director David M. Cote              For       For        Management
4     Elect Director James S. Crown             For       For        Management
5     Elect Director James Dimon                For       For        Management
6     Elect Director Ellen V. Futter            For       For        Management
7     Elect Director William H. Gray, III       For       For        Management
8     Elect Director Laban P. Jackson, Jr.      For       For        Management
9     Elect Director Robert I. Lipp             For       For        Management
10    Elect Director David C. Novak             For       For        Management
11    Elect Director Lee R. Raymond             For       For        Management
12    Elect Director William C. Weldon          For       For        Management
13    Ratify Auditors                           For       For        Management
14    Amend Omnibus Stock Plan                  For       For        Management
15    Amend Executive Incentive Bonus Plan      For       For        Management
16    Report on Government Service of Employees Against   Against    Shareholder
17    Report on Political Contributions         Against   Against    Shareholder
18    Require Independent Board Chairman        Against   Against    Shareholder
19    Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation
20    Require More Director Nominations Than    Against   Against    Shareholder
      Open Seats
21    Report on Human Rights Investment         Against   Against    Shareholder
      Policies
22    Report on Lobbying Activities             Against   Against    Shareholder


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

KELLOGG CO.

Ticker:       K              Security ID:  487836108
Meeting Date: APR 25, 2008   Meeting Type: Annual
Record Date:  MAR 4, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director David Mackay               For       For        Management
1.2   Elect Director Sterling Speirn            For       For        Management
1.3   Elect Director John Zabriskie             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

KROGER CO., THE

Ticker:       KR             Security ID:  501044101
Meeting Date: JUN 26, 2008   Meeting Type: Annual
Record Date:  APR 28, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Reuben V. Anderson         For       For        Management
2     Elect Director Robert D. Beyer            For       For        Management
3     Elect Director David B. Dillon            For       For        Management
4     Elect Director Susan J. Kropf             For       For        Management
5     Elect Director John T. LaMacchia          For       For        Management
6     Elect Director David B. Lewis             For       For        Management
7     Elect Director Don W. McGeorge            For       For        Management
8     Elect Director W. Rodney McMullen         For       For        Management
9     Elect Director Jorge P. Montoya           For       For        Management
10    Elect Director Clyde R. Moore             For       For        Management
11    Elect Director Susan M. Phillips          For       For        Management
12    Elect Director Steven R. Rogel            For       For        Management
13    Elect Director James A. Runde             For       For        Management
14    Elect Director Ronald L. Sargent          For       For        Management
15    Elect Director Bobby S. Shackouls         For       For        Management
16    Approve Omnibus Stock Plan                For       For        Management
17    Ratify Auditors                           For       For        Management
18    Adopt Climate Change Policy               Against   Against    Shareholder
19    Adopt Purchasing Preference for Suppliers Against   Against    Shareholder
      Using CAK
20    Phase out Sales of Eggs from Battery Cage Against   Against    Shareholder
      Hens
21    Report on Company Product Safety Policies Against   Against    Shareholder
22    Pay For Superior Performance              Against   Against    Shareholder


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

LEHMAN BROTHERS HOLDINGS INC.

Ticker:       LEH            Security ID:  524908100
Meeting Date: APR 15, 2008   Meeting Type: Annual
Record Date:  FEB 15, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Michael L. Ainslie         For       For        Management
2     Elect Director John F. Akers              For       For        Management
3     Elect Director Roger S. Berlind           For       For        Management
4     Elect Director Thomas H. Cruikshank       For       For        Management
5     Elect Director Marsha Johnson Evans       For       For        Management
6     Elect Director Richard S. Fuld, Jr.       For       For        Management
7     Elect Director Christopher Gent           For       For        Management
8     Elect Director Jerry A. Grundhofer        For       For        Management
9     Elect Director Roland A. Hernandez        For       For        Management
10    Elect Director Henry Kaufman              For       For        Management
11    Elect Director John D. Macomber           For       For        Management
12    Ratify Auditors                           For       For        Management
13    Amend Omnibus Stock Plan                  For       Against    Management
14    Approve/Amend Executive Incentive Bonus   For       For        Management
      Plan
15    Publish Political Contributions           Against   Against    Shareholder
16    Prepare an Environmental Sustainability   Against   Against    Shareholder
      Report


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


LOCKHEED MARTIN CORP.

Ticker:       LMT            Security ID:  539830109
Meeting Date: APR 24, 2008   Meeting Type: Annual
Record Date:  MAR 3, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director E. C. "Pete" Aldrige, Jr.  For       For        Management
1.2   Elect Director Nolan D. Archibald         For       For        Management
1.3   Elect Director David B. Burritt           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 Joseph W. Ralston          For       For        Management
1.9   Elect Director Frank Savage               For       For        Management
1.10  Elect Director James Schneider            For       For        Management
1.11  Elect Director Anne Stevens               For       For        Management
1.12  Elect Director Robert J. Stevens          For       For        Management
1.13  Elect Director James R. Ukropina          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Provide for Simple Majority Voting        For       For        Management
4     Amend Articles/Bylaws/Charter-Non-Routine For       For        Management
5     Amend Omnibus Stock Plan                  For       For        Management
6     Approve Non-Employee Director Stock       For       For        Management
      Option Plan
7     Increase Disclosure of Executive          Against   Against    Shareholder
      Compensation
8     Report on Nuclear Weapons                 Against   Against    Shareholder
9     Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation


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

MACY'S INC

Ticker:       M              Security ID:  55616P104
Meeting Date: MAY 16, 2008   Meeting Type: Annual
Record Date:  MAR 21, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Stephen F. Bollenbach      For       For        Management
1.2   Elect Director Deirdre P. Connelly        For       For        Management
1.3   Elect Director Meyer Feldberg             For       For        Management
1.4   Elect Director Sara Levinson              For       For        Management
1.5   Elect Director Terry J. Lundgren          For       For        Management
1.6   Elect Director Joseph Neubauer            For       For        Management
1.7   Elect Director Joseph A. Pichler          For       For        Management
1.8   Elect Director Joyce M. Roche             For       For        Management
1.9   Elect Director Karl M. von der Heyden     For       For        Management
1.10  Elect Director Craig E. Weatherup         For       For        Management
1.11  Elect Director Marna C. Whittington       For       For        Management
2     Ratify Auditors                           For       For        Management


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

MARATHON OIL CORP

Ticker:       MRO            Security ID:  565849106
Meeting Date: APR 30, 2008   Meeting Type: Annual
Record Date:  MAR 3, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Charles F. Bolden, Jr.     For       For        Management
2     Elect Director Gregory H. Boyce           For       For        Management
3     Elect Director Shirley Ann Jackson        For       For        Management
4     Elect Director Philip Lader               For       For        Management
5     Elect Director Charles R. Lee             For       For        Management
6     Elect Director Dennis H. Reilley          For       For        Management
7     Elect Director Seth E. Schofield          For       For        Management
8     Elect Director John W. Snow               For       For        Management
9     Elect Director Thomas J. Usher            For       For        Management
10    Ratify Auditors                           For       For        Management
11    Amend Bylaws -- Call Special Meetings     Against   For        Shareholder
12    Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation


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

MASCO CORPORATION

Ticker:       MAS            Security ID:  574599106
Meeting Date: MAY 13, 2008   Meeting Type: Annual
Record Date:  MAR 14, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Verne G. Istock            For       For        Management
2     Elect Director David L. Johnston          For       For        Management
3     Elect Director J. Michael Losh            For       For        Management
4     Elect Director Timothy Wadhams            For       For        Management
5     Ratify Auditors                           For       For        Management


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

MAX CAPITAL GROUP LTD

Ticker:       MXGL           Security ID:  G6052F103
Meeting Date: MAY 5, 2008    Meeting Type: Annual
Record Date:  FEB 29, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     TO ELECT WILLIS T. KING, JR. TO THE BOARD For       For        Management
      OF DIRECTORS OF MAX CAPITAL GROUP LTD. TO
      SERVE UNTIL THE ANNUAL MEETING OF 2011.
2     TO ELECT JAMES H. MACNAUGHTON TO THE      For       For        Management
      BOARD OF DIRECTORS OF MAX CAPITAL GROUP
      LTD. TO SERVE UNTIL THE ANNUAL MEETING OF
      2011.
3     TO ELECT PETER A. MINTON TO THE BOARD OF  For       For        Management
      DIRECTORS OF MAX CAPITAL GROUP LTD. TO
      SERVE UNTIL THE ANNUAL MEETING OF 2011.
4     TO ELECT STEVEN M. SKALA TO THE BOARD OF  For       For        Management
      DIRECTORS OF MAX CAPITAL GROUP LTD. TO
      SERVE UNTIL THE ANNUAL MEETING OF 2011.
5     TO AUTHORIZE THE ELECTION OF PETER A.     For       For        Management
      MINTON TO THE BOARD OF DIRECTORS OF MAX
      BERMUDA LTD. TO SERVE UNTIL THE ANNUAL
      MEETING OF SHAREHOLDERS IN 2011.
6     Ratify Auditors                           For       For        Management
7     Ratify Auditors                           For       For        Management
8     TO APPROVE THE MAX CAPITAL GROUP LTD.     For       For        Management
      2008 EMPLOYEE STOCK PURCHASE PLANS.
9     TO APPROVE AN AMENDMENT TO MAX CAPITAL    For       For        Management
      GROUP LTD S BYE-LAWS TO PERMIT FOR THE
      HOLDING OF TREASURY SHARES BY MAX CAPITAL
      GROUP LTD.
10    TO APPROVE THE MAX CAPITAL GROUP LTD.     For       For        Management
      2008 STOCK INCENTIVE PLAN.


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


MBIA INC.

Ticker:       MBI            Security ID:  55262C100
Meeting Date: MAY 1, 2008    Meeting Type: Annual
Record Date:  MAR 17, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Joseph W. Brown            For       For        Management
2     Elect Director David A. Coulter           For       For        Management
3     Elect Director Claire L. Gaudiani         For       For        Management
4     Elect Director Daniel P. Kearney          For       For        Management
5     Elect Director Kewsong Lee                For       For        Management
6     Elect Director Laurence H. Meyer          For       For        Management
7     Elect Director David M. Moffett           For       For        Management
8     Elect Director John A. Rolls              For       For        Management
9     Elect Director Richard C. Vaughan         For       For        Management
10    Elect Director Jeffery W. Yabuki          For       For        Management
11    Approve Conversion of Securities          For       For        Management
12    Approve Restricted Stock Awards to Joseph For       For        Management
      W. Brown
13    Ratify Auditors                           For       For        Management


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

MEADWESTVACO CORP.

Ticker:       MWV            Security ID:  583334107
Meeting Date: APR 28, 2008   Meeting Type: Annual
Record Date:  FEB 29, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Michael E. Campbell        For       For        Management
1.2   Elect Director Thomas W. Cole, Jr.        For       For        Management
1.3   Elect Director James M. Kilts             For       For        Management
1.4   Elect Director Susan J. Kropf             For       For        Management
1.5   Elect Director Douglas S. Luke            For       For        Management
1.6   Elect Director Robert C. McCormack        For       For        Management
1.7   Elect Director Timothy H. Powers          For       For        Management
1.8   Elect Director Edward M. Straw            For       For        Management
1.9   Elect Director Jane L. Warner             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Adopt Majority Voting for Uncontested     For       For        Management
      Election of Directors


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

MERCK & CO., INC.

Ticker:       MRK            Security ID:  589331107
Meeting Date: APR 22, 2008   Meeting Type: Annual
Record Date:  FEB 25, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Richard T. Clark           For       For        Management
2     Elect Director Johnnetta B. Cole, Ph.D.   For       For        Management
3     Elect Director Thomas H. Glocer           For       For        Management
4     Elect Director Steven F. Goldstone        For       For        Management
5     Elect Director William B. Harrison, Jr.   For       For        Management
6     Elect Director Harry R. Jacobson, M.D.    For       For        Management
7     Elect Director William N. Kelley, M.D.    For       For        Management
8     Elect Director Rochelle B. Lazarus        For       For        Management
9     Elect Director Thomas E. Shenk, Ph.D.     For       For        Management
10    Elect Director Anne M. Tatlock            For       For        Management
11    Elect Director Samuel O. Thier, M.D.      For       For        Management
12    Elect Director Wendell P. Weeks           For       For        Management
13    Elect Director Peter C. Wendell           For       For        Management
14    Ratify Auditors                           For       For        Management
15    Limit Executive Compensation              Against   Against    Shareholder
16    Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation
17    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
18    Adopt a bylaw to Require an Independent   Against   Against    Shareholder
      Lead Director


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

MERCK KGAA

Ticker:                      Security ID:  D5357W103
Meeting Date: MAR 28, 2008   Meeting Type: Annual
Record Date:  MAR 7, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Receive Financial Statements and          None      None       Management
      Statutory Reports for Fiscal 2007
      (Non-Voting)
2     Accept Financial Statements and Statutory For       For        Management
      Reports for Fiscal 2007
3     Approve Allocation of Income and          For       For        Management
      Dividends of EUR 1.20 per Share and a
      Bonus Dividend of EUR 2.00 per Share
4     Approve Discharge of Management Board for For       For        Management
      Fiscal 2007
5     Approve Discharge of Supervisory Board    For       For        Management
      for Fiscal 2007
6     Ratify KPMG Deutsche                      For       For        Management
      Treuhand-Gesellschaft AG as Auditors for
      Fiscal 2008
7     Approve Affiliation Agreements with       For       For        Management
      Subsidiaries Merck 9. Allgemeine
      Beteiligungs GmbH, Merck 10. Allgemeine
      Beteiligungs GmbH, Merck 11. Allgemeine
      Beteiligungs GmbH, Serono GmbH, and
      Solvent Innovation GmbH
8.1   Elect Johannes Baillou to the Supervisory For       For        Management
      Board
8.2   Elect Frank Binder to the Supervisory     For       For        Management
      Board
8.3   Elect Rolf Krebs to the Supervisory Board For       For        Management
8.4   Elect Arend Oetker to the Supervisory     For       For        Management
      Board
8.5   Elect Theo Siegert to the Supervisory     For       For        Management
      Board
8.6   Elect Wilhelm Simson to the Supervisory   For       For        Management
      Board
9     Amend Articles Re: Size and Composition   For       For        Management
      of Supervisory Board


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


MERRILL LYNCH & CO., INC.

Ticker:       MER            Security ID:  590188108
Meeting Date: APR 24, 2008   Meeting Type: Annual
Record Date:  FEB 26, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Carol T. Christ            For       For        Management
2     Elect Director Armando M. Codina          For       For        Management
3     Elect Director Judith Mayhew Jonas        For       For        Management
4     Elect Director John A. Thain              For       For        Management
5     Ratify Auditors                           For       For        Management
6     Provide for Cumulative Voting             Against   Against    Shareholder
7     Compensation- Miscellaneous Company       Against   Against    Shareholder
      Specific--Prohibiting Executive Officer
      Stock Sales during Buyback
8     Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation
9     Adopt Employment Contract                 Against   Against    Shareholder


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

METLIFE, INC

Ticker:       MET            Security ID:  59156R108
Meeting Date: APR 22, 2008   Meeting Type: Annual
Record Date:  FEB 28, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Sylvia Mathews Burwell     For       For        Management
1.2   Elect Director Eduardo Castro-Wright      For       For        Management
1.3   Elect Director Cheryl W. Grise            For       For        Management
1.4   Elect Director William C. Steere, Jr.     For       For        Management
1.5   Elect Director Lulu C. Wang               For       For        Management
2     Ratify Auditors                           For       For        Management


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

NESTLE SA

Ticker:       NSRGF          Security ID:  H57312466
Meeting Date: APR 10, 2008   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 12.20 per Share                    Vote
4.1.1 Reelect Andreas Koopmann as Director      For       Did Not    Management
                                                          Vote
4.1.2 Reelect Rolf Haenggi as Director          For       Did Not    Management
                                                          Vote
4.2.1 Elect Paul Bulcke as Director             For       Did Not    Management
                                                          Vote
4.2.2 Elect Beat Hess as Director               For       Did Not    Management
                                                          Vote
4.3   Ratify KPMG SA as Auditors                For       Did Not    Management
                                                          Vote
5.1   Approve CHF 10.1 Million Reduction in     For       Did Not    Management
      Share Capital via Cancellation of 10.1              Vote
      Million Repurchased Shares
5.2   Approve 1:10 Stock Split                  For       Did Not    Management
                                                          Vote
5.3   Amend Articles to Reflect Changes in      For       Did Not    Management
      Capital; Amend Articles Re: Stock Split             Vote
6     Adopt New Articles of Association         For       Did Not    Management
                                                          Vote


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

NEW YORK COMMUNITY BANCORP, INC.

Ticker:       NYB            Security ID:  649445103
Meeting Date: JUN 11, 2008   Meeting Type: Annual
Record Date:  APR 16, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Dominick Ciampa            For       For        Management
1.2   Elect Director William C. Frederick, M.D. For       For        Management
1.3   Elect Director Max L. Kupferberg          For       For        Management
1.4   Elect Director Spiros J. Voutsinas        For       For        Management
1.5   Elect Director Robert Wann                For       For        Management
2     Ratify Auditors                           For       For        Management


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

NIKE, INC.

Ticker:       NKE            Security ID:  654106103
Meeting Date: SEP 17, 2007   Meeting Type: Annual
Record Date:  JUL 25, 2007

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


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

NOBLE CORPORATION

Ticker:       NE             Security ID:  G65422100
Meeting Date: MAY 1, 2008    Meeting Type: Annual
Record Date:  MAR 6, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Lawrence J. Chazen        For       For        Management
1.2   Elect  Director Mary P. Ricciardello      For       For        Management
2     Ratify Auditors                           For       For        Management


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


NORFOLK SOUTHERN CORP.

Ticker:       NSC            Security ID:  655844108
Meeting Date: MAY 8, 2008    Meeting Type: Annual
Record Date:  MAR 3, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Gerald L. Baliles          For       For        Management
1.2   Elect Director Gene R. Carter             For       For        Management
1.3   Elect Director Karen N. Horn              For       For        Management
1.4   Elect Director J. Paul Reason             For       For        Management
2     Ratify Auditors                           For       For        Management


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

NORTEL NETWORKS CORPORATION

Ticker:       NT             Security ID:  656568508
Meeting Date: MAY 7, 2008    Meeting Type: Annual
Record Date:  MAR 14, 2008

#     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 Kristina M. Johnson        For       For        Management
1.5   Elect Director John A. MacNaughton        For       For        Management
1.6   Elect Director John P. Manley             For       For        Management
1.7   Elect Director Richard D. McCormick       For       For        Management
1.8   Elect Director Claude Mongeau             For       For        Management
1.9   Elect Director Harry J. Pearce            For       For        Management
1.10  Elect Director John D. Watson             For       For        Management
1.11  Elect Director Mike S. Zafirovski         For       For        Management
2     Approve KPMG LLP as Auditors and          For       For        Management
      Authorize Board to Fix Remuneration of
      Auditors
3     Approve 2005 Stock Incentive Plan         For       For        Management
4     Amend Nortel Stock Purchase Plans Re:     For       For        Management
      Increase Share Reserve
5     Amend U.S. Stock Purchase Plan Re:        For       For        Management
      Participation Amendment


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

NORTHROP GRUMMAN CORP.

Ticker:       NOC            Security ID:  666807102
Meeting Date: MAY 21, 2008   Meeting Type: Annual
Record Date:  MAR 25, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Lewis W. Coleman           For       For        Management
2     Elect Director Thomas B. Fargo            For       For        Management
3     Elect Director Victor H. Fazio            For       For        Management
4     Elect Director Donald E. Felsinger        For       For        Management
5     Elect Director Stephen E. Frank           For       For        Management
6     Elect Director Phillip Frost              For       For        Management
7     Elect Director Charles R. Larson          For       For        Management
8     Elect Director Richard B. Myers           For       For        Management
9     Elect Director Aulana L. Peters           For       For        Management
10    Elect Director Kevin W. Sharer            For       For        Management
11    Elect Director Ronald D. Sugar            For       For        Management
12    Ratify Auditors                           For       For        Management
13    Amend Omnibus Stock Plan                  For       For        Management
14    Report on Foreign Military Sales          Against   Against    Shareholder
15    Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation
16    Adopt Anti Gross-up Policy                Against   Against    Shareholder


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


NRG ENERGY INC

Ticker:       NRG            Security ID:  629377508
Meeting Date: MAY 14, 2008   Meeting Type: Annual
Record Date:  MAR 27, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Lawrence S. Coben          For       For        Management
1.2   Elect Director Paul W. Hobby              For       For        Management
1.3   Elect Director Herbert H. Tate            For       For        Management
1.4   Elect Director Walter R. Young            For       For        Management
2     Approve Qualified Employee Stock Purchase For       For        Management
      Plan
3     Ratify Auditors                           For       For        Management


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

OMNICOM GROUP INC.

Ticker:       OMC            Security ID:  681919106
Meeting Date: MAY 16, 2008   Meeting Type: Annual
Record Date:  MAR 27, 2008

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


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

ORACLE CORP.

Ticker:       ORCL           Security ID:  68389X105
Meeting Date: NOV 2, 2007    Meeting Type: Annual
Record Date:  SEP 7, 2007

#     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 H. Raymond Bingham         For       For        Management
1.10  Elect Director Charles E Phillips, Jr.    For       For        Management
1.11  Elect Director Naomi O. Seligman          For       For        Management
2     Approve Executive Incentive Bonus Plan    For       For        Management
3     Ratify Auditors                           For       For        Management
4     Amend Bylaws to Establish a Board         Against   Against    Shareholder
      Committee on Human Rights
5     Issue an Open Source Report               Against   Against    Shareholder


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

PANERA BREAD COMPANY

Ticker:       PNRA           Security ID:  69840W108
Meeting Date: MAY 22, 2008   Meeting Type: Annual
Record Date:  MAR 24, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Ronald M. Shaich           For       For        Management
1.2   Elect Director Fred K. Foulkes            For       For        Management
2     Ratify Auditors                           For       For        Management


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

PEPCO HOLDINGS, INC.

Ticker:       POM            Security ID:  713291102
Meeting Date: MAY 16, 2008   Meeting Type: Annual
Record Date:  MAR 17, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Jack B. Dunn, IV           For       For        Management
1.2   Elect Director Terence C. Golden          For       For        Management
1.3   Elect Director Frank O. Heintz            For       For        Management
1.4   Elect Director Barbara J. Krumsiek        For       For        Management
1.5   Elect Director George F. MacCormack       For       For        Management
1.6   Elect Director Richard B. McGlynn         For       For        Management
1.7   Elect Director Lawrence C. Nussdorf       For       For        Management
1.8   Elect Director Frank K. Ross              For       For        Management
1.9   Elect Director Pauline A. Schneider       For       For        Management
1.10  Elect Director Lester P. Silverman        For       For        Management
1.11  Elect Director William T. Torgerson       For       For        Management
1.12  Elect Director Dennis R. Wraase           For       For        Management
2     Ratify Auditors                           For       For        Management


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


PEPSICO, INC.

Ticker:       PEP            Security ID:  713448108
Meeting Date: MAY 7, 2008    Meeting Type: Annual
Record Date:  MAR 7, 2008

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


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

PETSMART

Ticker:       PETM           Security ID:  716768106
Meeting Date: JUN 18, 2008   Meeting Type: Annual
Record Date:  APR 21, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Lawrence A. Del Santo      For       For        Management
2     Elect Director Philip L. Francis          For       For        Management
3     Elect Director Gregory P. Josefowicz      For       For        Management
4     Elect Director Richard K. Lochridge       For       For        Management
5     Ratify Auditors                           For       For        Management


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

PFIZER INC.

Ticker:       PFE            Security ID:  717081103
Meeting Date: APR 24, 2008   Meeting Type: Annual
Record Date:  FEB 28, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Dennis A. Ausiello         For       For        Management
2     Elect Director Michael S. Brown           For       For        Management
3     Elect Director M. Anthony Burns           For       For        Management
4     Elect Director Robert N. Burt             For       For        Management
5     Elect Director W. Don Cornwell            For       For        Management
6     Elect Director William H. Gray, III       For       For        Management
7     Elect Director Constance J. Horner        For       For        Management
8     Elect Director William R. Howell          For       For        Management
9     Elect Director James M. Kilts             For       For        Management
10    Elect Director Jeffrey B. Kindler         For       For        Management
11    Elect Director George A. Lorch            For       For        Management
12    Elect Director Dana G. Mead               For       For        Management
13    Elect Director Suzanne Nora Johnson       For       For        Management
14    Elect Director William C. Steere, Jr.     For       For        Management
15    Ratify Auditors                           For       For        Management
16    Prohibit Executive Stock-Based Awards     Against   Against    Shareholder
17    Require Independent Board Chairman        Against   Against    Shareholder


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

PG&E CORP.

Ticker:       PCG            Security ID:  69331C108
Meeting Date: MAY 14, 2008   Meeting Type: Annual
Record Date:  MAR 17, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director David R. Andrews           For       For        Management
2     Elect Director C. Lee Cox                 For       For        Management
3     Elect Director Peter A. Darbee            For       For        Management
4     Elect Director Maryellen C. Herringer     For       For        Management
5     Elect Director Richard A. Meserve         For       For        Management
6     Elect Director Mary S. Metz               For       For        Management
7     Elect Director Barbara L. Rambo           For       For        Management
8     Elect Director Barry Lawson Williams      For       For        Management
9     Ratify Auditors                           For       For        Management
10    Report on CEO Contribution to Operation   Against   Against    Shareholder
      of Company
11    Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation
12    Require Independent Lead Director         Against   Against    Shareholder


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

PNC FINANCIAL SERVICES GROUP, INC.

Ticker:       PNC            Security ID:  693475105
Meeting Date: APR 22, 2008   Meeting Type: Annual
Record Date:  FEB 29, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard O. Berndt          For       For        Management
1.2   Elect Director Charles E. Bunch           For       For        Management
1.3   Elect Director Paul W. Chellgren          For       For        Management
1.4   Elect Director  Robert N. Clay            For       For        Management
1.5   Elect Director George A. Davidson, Jr.    For       For        Management
1.6   Elect Director Kay Coles James            For       For        Management
1.7   Elect Director Richard B. Kelson          For       For        Management
1.8   Elect Director Bruce C. Lindsay           For       For        Management
1.9   Elect Director Anthony A. Massaro         For       For        Management
1.10  Elect Director Jane G. Pepper             For       For        Management
1.11  Elect Director James E. Rohr              For       For        Management
1.12  Elect Director Donald J. Shepard          For       For        Management
1.13  Elect Director Lorene K. Steffes          For       For        Management
1.14  Elect Director Dennis F. Strigl           For       For        Management
1.15  Elect Director Stephen G. Thieke          For       For        Management
1.16  Elect Director Thomas J. Usher            For       For        Management
1.17  Elect Director George H. Walls, Jr.       For       For        Management
1.18  Elect Director Helge H. Wehmeier          For       For        Management
2     Ratify Auditors                           For       For        Management


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


PPG INDUSTRIES, INC.

Ticker:       PPG            Security ID:  693506107
Meeting Date: APR 17, 2008   Meeting Type: Annual
Record Date:  FEB 22, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Hugh Grant                 For       For        Management
1.2   Elect Director Michele J. Hooper          For       For        Management
1.3   Elect Director Robert Mehrbian            For       For        Management
2     Ratify Auditors                           For       For        Management


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

PPL CORP.

Ticker:       PPL            Security ID:  69351T106
Meeting Date: MAY 21, 2008   Meeting Type: Annual
Record Date:  FEB 29, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frederick M. Bernthal      For       For        Management
1.2   Elect Director Louise K. Goeser           For       For        Management
1.3   Elect Director Keith H. Williamson        For       For        Management
2     Eliminate Supermajority Vote Requirement  For       For        Management
3     Ratify Auditors                           For       For        Management


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

PRAXAIR, INC.

Ticker:       PX             Security ID:  74005P104
Meeting Date: APR 22, 2008   Meeting Type: Annual
Record Date:  FEB 28, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Nance K. Dicciani          For       For        Management
1.2   Elect Director Edward G. Galante          For       For        Management
1.3   Elect Director Ira D. Hall                For       For        Management
1.4   Elect Director Raymond W. LeBoeuf         For       For        Management
1.5   Elect Director Larry D. McVay             For       For        Management
1.6   Elect Director Wayne T. Smith             For       For        Management
1.7   Elect Director H. Mitchell Watson, Jr.    For       For        Management
1.8   Elect Director Robert L. Wood             For       For        Management
2     Require Majority Vote for Non-Contested   For       For        Management
      Election
3     Ratify Auditors                           For       For        Management


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

PRINCIPAL FINANCIAL GROUP, INC.

Ticker:       PFG            Security ID:  74251V102
Meeting Date: MAY 20, 2008   Meeting Type: Annual
Record Date:  MAR 25, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Betsy J. Bernard           For       For        Management
2     Elect Director Jocelyn Carter-Miller      For       For        Management
3     Elect Director Gary C. Costley            For       For        Management
4     Elect Director William T. Kerr            For       For        Management
5     Ratify Auditors                           For       For        Management


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

PROCTER & GAMBLE COMPANY, THE

Ticker:       PG             Security ID:  742718109
Meeting Date: OCT 9, 2007    Meeting Type: Annual
Record Date:  AUG 10, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Rajat K. Gupta             For       For        Management
1.2   Elect Director A. G. Lafley               For       For        Management
1.3   Elect Director Lynn M. Martin             For       For        Management
1.4   Elect Director Johnathan A. Rodgers       For       For        Management
1.5   Elect Director John F. Smith, Jr.         For       For        Management
1.6   Elect Director Ralph Snyderman, M.D.      For       For        Management
1.7   Elect Director Margaret C. Whitman        For       For        Management
2     Ratify Auditor                            For       For        Management
3     Prohibit Executive Stock-Based Awards     Against   Against    Shareholder
4     Report on Free Enterprise Initiatives     Against   Against    Shareholder
5     Report on Animal Welfare                  Against   Against    Shareholder


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


PRUDENTIAL FINANCIAL INC

Ticker:       PRU            Security ID:  744320102
Meeting Date: MAY 13, 2008   Meeting Type: Annual
Record Date:  MAR 14, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frederic K. Becker         For       For        Management
1.2   Elect Director Gordon M. Bethune          For       For        Management
1.3   Elect Director Gaston Caperton            For       For        Management
1.4   Elect Director Gilbert F. Casellas        For       For        Management
1.5   Elect Director James G. Cullen            For       For        Management
1.6   Elect Director William H. Gray, III       For       For        Management
1.7   Elect Director Mark B. Grier              For       For        Management
1.8   Elect Director Jon F. Hanson              For       For        Management
1.9   Elect Director Constance J. Horner        For       For        Management
1.10  Elect Director Karl J. Krapek             For       For        Management
1.11  Elect Director Christine A. Poon          For       For        Management
1.12  Elect Director John R. Strangfield        For       For        Management
1.13  Elect Director James A. Unruh             For       For        Management
2     Ratify Auditors                           For       For        Management


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

PUBLIC SERVICE ENTERPRISE GROUP INC.

Ticker:       PEG            Security ID:  744573106
Meeting Date: APR 15, 2008   Meeting Type: Annual
Record Date:  FEB 15, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Conrad K. Harper           For       For        Management
1.2   Elect Director Shirley Ann Jackson        For       For        Management
1.3   Elect Director Thomas A. Renyi            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Limit Executive Compensation              Against   Against    Shareholder
4     Require Director Nominee Qualifications   Against   Against    Shareholder
5     Require Two Candidates for Each Board     Against   Against    Shareholder
      Seat


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

PULTE HOMES INC.

Ticker:       PHM            Security ID:  745867101
Meeting Date: MAY 15, 2008   Meeting Type: Annual
Record Date:  MAR 18, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard G. Wolford         For       For        Management
1.2   Elect Director Cheryl W. Grise            For       For        Management
1.3   Elect Director William B. Smith           For       For        Management
1.4   Elect Director Brian P. Anderson          For       For        Management
1.5   Elect Director Patrick J. O'Leary         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     Declassify the Board of Directors         Against   For        Shareholder
6     Performance-Based Awards                  Against   Against    Shareholder
7     Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation
8     Report on Climate Change Policies         Against   Against    Shareholder
9     Establish a Compliance Committee          Against   Against    Shareholder


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

QWEST COMMUNICATIONS INTERNATIONAL INC.

Ticker:       Q              Security ID:  749121109
Meeting Date: MAY 22, 2008   Meeting Type: Annual
Record Date:  MAR 24, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Edward A. Mueller          For       For        Management
2     Elect Director Linda G. Alvarado          For       For        Management
3     Elect Director Charles L. Biggs           For       For        Management
4     Elect Director K. Dane Brooksher          For       For        Management
5     Elect Director Peter S. Hellman           For       For        Management
6     Elect Director R. David Hoover            For       For        Management
7     Elect Director Patrick J. Martin          For       For        Management
8     Elect Director Caroline Matthews          For       For        Management
9     Elect Director Wayne W. Murdy             For       For        Management
10    Elect Director Jan L. Murley              For       For        Management
11    Elect Director Frank P. Popoff            For       For        Management
12    Elect Director James A. Unruh             For       For        Management
13    Elect Director Anthony Welters            For       For        Management
14    Ratify Auditors                           For       For        Management
15    Submit Severance Agreement (Change in     Against   For        Shareholder
      Control) to shareholder Vote
16    Require Independent Board Chairman        Against   Against    Shareholder


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

RAYTHEON CO.

Ticker:       RTN            Security ID:  755111507
Meeting Date: MAY 29, 2008   Meeting Type: Annual
Record Date:  APR 4, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Barbara M. Barrett         For       For        Management
2     Elect Director Vernon E. Clark            For       For        Management
3     Elect Director John M. Deutch             For       For        Management
4     Elect Director Frederic M. Poses          For       For        Management
5     Elect Director Michael C. Ruettgers       For       For        Management
6     Elect Director Ronald L. Skates           For       For        Management
7     Elect Director William R. Spivey          For       For        Management
8     Elect Director Linda G. Stuntz            For       For        Management
9     Elect Director William H. Swanson         For       For        Management
10    Ratify Auditors                           For       For        Management
11    Establish SERP Policy                     Against   Against    Shareholder
12    Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation


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


ROCKWELL AUTOMATION INC

Ticker:       ROK            Security ID:  773903109
Meeting Date: FEB 6, 2008    Meeting Type: Annual
Record Date:  DEC 10, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Bruce M. Rockwell          For       For        Management
1.2   Elect Director Joseph F. Toot, Jr.        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management


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

ROYAL CARIBBEAN CRUISES  LTD.

Ticker:       RCL            Security ID:  V7780T103
Meeting Date: MAY 13, 2008   Meeting Type: Annual
Record Date:  MAR 26, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Laura D.S. Laviada        For       For        Management
1.2   Elect  Director Eyal Ofer                 For       For        Management
1.3   Elect  Director William K. Reilly         For       For        Management
1.4   Elect  Director A. Alexander Wilhelmsen   For       For        Management
2     APPROVAL OF ROYAL CARIBBEAN CRUISES LTD.  For       For        Management
      2008 EQUITY PLAN.
3     RATIFICATION OF APPOINTMENT OF            For       For        Management
      PRICEWATERHOUSECOOPERS LLP AS THE COMPANY
      S INDEPENDENT REGISTERED CERTIFIED PUBLIC
      ACCOUNTING FIRM FOR 2008.
4     THE SHAREHOLDER PROPOSAL SET FORTH IN THE Against   Against    Shareholder
      ACCOMPANYING PROXY STATEMENT.


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

ROYAL DUTCH SHELL PLC

Ticker:       RDS.A          Security ID:  780259206
Meeting Date: MAY 20, 2008   Meeting Type: Annual
Record Date:  APR 9, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     ADOPTION OF ANNUAL REPORT & ACCOUNTS      For       For        Management
2     APPROVAL OF REMUNERATION REPORT           For       For        Management
3     ELECTION OF DR. JOSEF ACKERMANN AS A      For       For        Management
      DIRECTOR OF THE COMPANY
4     RE-ELECTION OF SIR PETER JOB AS A         For       For        Management
      DIRECTOR OF THE COMPANY
5     RE-ELECTION OF LAWRENCE RICCIARDI AS A    For       For        Management
      DIRECTOR OF THE COMPANY
6     RE-ELECTION OF PETER VOSER AS A DIRECTOR  For       For        Management
      OF THE COMPANY
7     Ratify Auditors                           For       For        Management
8     REMUNERATION OF AUDITORS                  For       For        Management
9     AUTHORITY TO ALLOT SHARES                 For       For        Management
10    DISAPPLICATION OF PRE-EMPTION RIGHTS      For       For        Management
11    AUTHORITY TO PURCHASE OWN SHARES          For       For        Management
12    AUTHORITY FOR CERTAIN DONATIONS AND       For       For        Management
      EXPENDITURE
13    AMENDMENTS TO LONG-TERM INCENTIVE PLAN    For       For        Management
14    AMENDMENTS TO RESTRICTED SHARE PLAN       For       For        Management
15    ADOPTION OF NEW ARTICLES OF ASSOCIATION   For       For        Management


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

SAFEWAY INC.

Ticker:       SWY            Security ID:  786514208
Meeting Date: MAY 14, 2008   Meeting Type: Annual
Record Date:  MAR 17, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Steven A. Burd             For       For        Management
2     Elect Director Janet E. Grove             For       For        Management
3     Elect Director Mohan Gyani                For       For        Management
4     Elect Director Paul Hazen                 For       For        Management
5     Elect Director Frank C. Herringer         For       For        Management
6     Elect Director Robert I. MacDonnell       For       For        Management
7     Elect Director Douglas J. MacKenzie       For       For        Management
8     Elect Director Kenneth W. Oder            For       For        Management
9     Elect Director Rebecca A. Stirn           For       For        Management
10    Elect Director William Y. Tauscher        For       For        Management
11    Elect Director Raymond G. Viault          For       For        Management
12    Ratify Auditors                           For       For        Management
13    Provide for Cumulative Voting             Against   Against    Shareholder
14    Submit SERP to Shareholder Vote           Against   Against    Shareholder
15    Adopt Policy on 10b5-1 Plans              Against   Against    Shareholder


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


SALLY BEAUTY HOLDINGS, INC.

Ticker:       SBH            Security ID:  79546E104
Meeting Date: JAN 24, 2008   Meeting Type: Annual
Record Date:  NOV 28, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Kathleen J. Affeldt        For       For        Management
1.2   Elect Director Walter L. Metcalfe, Jr.    For       For        Management
1.3   Elect Director Edward W. Rabin            For       For        Management
1.4   Elect Director Gary G. Winterhalter       For       For        Management
2     Ratify Auditors                           For       For        Management


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

SAMSUNG ELECTRONICS CO. LTD.

Ticker:       SSNHY          Security ID:  796050888
Meeting Date: MAR 28, 2008   Meeting Type: Annual
Record Date:  DEC 31, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Appropriation of Income and       For       For        Management
      Year-End Dividends of KRW 7,500 per
      Common Share
2     Approve Remuneration of Executive         For       For        Management
      (Inside) Directors and Independent
      Non-Executive (Outside) Directors


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

SEMPRA ENERGY

Ticker:       SRE            Security ID:  816851109
Meeting Date: MAY 22, 2008   Meeting Type: Annual
Record Date:  APR 4, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Richard A. Collato         For       For        Management
2     Elect Director Wilford D. Godbold Jr.     For       For        Management
3     Elect Director Richard G. Newman          For       For        Management
4     Elect Director Carlos Ruiz Sacristan      For       For        Management
5     Elect Director William C. Rusnack         For       For        Management
6     Elect Director William P. Rutledge        For       For        Management
7     Elect Director Lynn Schenk                For       For        Management
8     Elect Director Neal E. Schmale            For       For        Management
9     Ratify Auditors                           For       For        Management
10    Approve Omnibus Stock Plan                For       For        Management
11    Eliminate Supermajority Vote Requirement  For       For        Management
12    Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation


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

SHERWIN-WILLIAMS CO., THE

Ticker:       SHW            Security ID:  824348106
Meeting Date: APR 16, 2008   Meeting Type: Annual
Record Date:  FEB 29, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Arthur F. Anton            For       For        Management
1.2   Elect Director James C. Boland            For       For        Management
1.3   Elect Director Christopher M. Connor      For       For        Management
1.4   Elect Director Daniel E. Evans            For       For        Management
1.5   Elect Director David F. Hodnik            For       For        Management
1.6   Elect Director Susan J. Kropf             For       For        Management
1.7   Elect Director Robert W. Mahoney          For       For        Management
1.8   Elect Director Gary E. McCullough         For       For        Management
1.9   Elect Director A. Malachi Mixon, III      For       For        Management
1.10  Elect Director Curtis E. Moll             For       For        Management
1.11  Elect Director Richard K. Smucker         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

SMURFIT - STONE CONTAINER CORP.

Ticker:       SSCC           Security ID:  832727101
Meeting Date: MAY 7, 2008    Meeting Type: Annual
Record Date:  MAR 10, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director James R. Boris             For       For        Management
2     Elect Director Connie K. Duckworth        For       For        Management
3     Elect Director Alan E. Goldberg           For       For        Management
4     Elect Director William T. Lynch, Jr.      For       For        Management
5     Elect Director Patrick J. Moore           For       For        Management
6     Elect Director James J. O?Connor          For       For        Management
7     Elect Director Jerry K. Pearlman          For       For        Management
8     Elect Director Thomas A. Reynolds, III    For       For        Management
9     Elect Director Eugene C. Sit              For       For        Management
10    Elect Director William D. Smithburg       For       For        Management
11    Ratify Auditors                           For       For        Management


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


STAPLES, INC.

Ticker:       SPLS           Security ID:  855030102
Meeting Date: JUN 9, 2008    Meeting Type: Annual
Record Date:  APR 14, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Basil L. Anderson          For       For        Management
2     Elect Director Arthur M. Blank            For       For        Management
3     Elect Director Mary Elizabeth Burton      For       For        Management
4     Elect Director Justin King                For       For        Management
5     Elect Director Carol Meyrowitz            For       For        Management
6     Elect Director Rowland T. Moriarty        For       For        Management
7     Elect Director Robert C. Nakasone         For       For        Management
8     Elect Director Ronald L. Sargent          For       For        Management
9     Elect Director Robert E. Sulentic         For       For        Management
10    Elect Director Martin Trust               For       For        Management
11    Elect Director Vijay Vishwanath           For       For        Management
12    Elect Director Paul F. Walsh              For       For        Management
13    Reduce Supermajority Vote Requirement     For       For        Management
14    Approve Executive Incentive Bonus Plan    For       For        Management
15    Amend Omnibus Stock Plan                  For       For        Management
16    Ratify Auditors                           For       For        Management
17    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings


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

STATE STREET CORP. (BOSTON)

Ticker:       STT            Security ID:  857477103
Meeting Date: APR 30, 2008   Meeting Type: Annual
Record Date:  MAR 7, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director K. Burnes                  For       For        Management
1.2   Elect Director P. Coym                    For       For        Management
1.3   Elect Director N. Darehshori              For       For        Management
1.4   Elect Director A. Fawcett                 For       For        Management
1.5   Elect Director D. Gruber                  For       For        Management
1.6   Elect Director L. Hill                    For       For        Management
1.7   Elect Director C. LaMantia                For       For        Management
1.8   Elect Director R. Logue                   For       For        Management
1.9   Elect Director M. Miskovic                For       For        Management
1.10  Elect Director R. Sergel                  For       For        Management
1.11  Elect Director R. Skates                  For       For        Management
1.12  Elect Director G. Summe                   For       For        Management
1.13  Elect Director R. Weissman                For       For        Management
2     Ratify Auditors                           For       For        Management
3     Limit Auditor from Providing Non-Audit    Against   Against    Shareholder
      Services


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

SUNOCO, INC.

Ticker:       SUN            Security ID:  86764P109
Meeting Date: MAY 1, 2008    Meeting Type: Annual
Record Date:  FEB 8, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director R. J. Darnall              For       For        Management
1.2   Elect Director J. G. Drosdick             For       For        Management
1.3   Elect Director G. W. Edwards              For       For        Management
1.4   Elect Director U. O. Fairbairn            For       For        Management
1.5   Elect Director T. P. Gerrity              For       For        Management
1.6   Elect Director R. B. Greco                For       For        Management
1.7   Elect Director J. P. Jones, III           For       For        Management
1.8   Elect Director J. G. Kaiser               For       For        Management
1.9   Elect Director R. A. Pew                  For       For        Management
1.10  Elect Director G. J. Ratcliffe            For       For        Management
1.11  Elect Director J. W. Rowe                 For       For        Management
1.12  Elect Director J. K. Wulff                For       For        Management
2     Approve Stock Option Plan                 For       For        Management
3     Ratify Auditors                           For       For        Management


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

SUNTRUST BANKS, INC.

Ticker:       STI            Security ID:  867914103
Meeting Date: APR 29, 2008   Meeting Type: Annual
Record Date:  FEB 20, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Patricia C. Frist          For       For        Management
1.2   Elect Director Blake P. Garrett, Jr.      For       For        Management
1.3   Elect Director Douglas Ivester            For       For        Management
1.4   Elect Director Karen Hastie Williams      For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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


TELUS CORPORATION

Ticker:       T              Security ID:  87971M202
Meeting Date: MAY 8, 2008    Meeting Type: Special
Record Date:  MAR 14, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Shareholder Rights Plan           For       For        Management


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

TIME WARNER CABLE INC.

Ticker:       TWC            Security ID:  88732J108
Meeting Date: MAY 29, 2008   Meeting Type: Annual
Record Date:  APR 2, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director David C. Chang             For       For        Management
1.2   Elect Director James E. Copeland, Jr.     For       For        Management
2     Ratify Auditors                           For       For        Management


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

TIMKEN CO. (THE)

Ticker:       TKR            Security ID:  887389104
Meeting Date: MAY 1, 2008    Meeting Type: Annual
Record Date:  FEB 15, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Phillip R. Cox             For       For        Management
1.2   Elect Director Robert W. Mahoney          For       For        Management
1.3   Elect Director Ward J. Timken, Jr.        For       For        Management
1.4   Elect Director Joseph F. Toot, Jr.        For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Amend EEO Policy to Prohibit              Against   Against    Shareholder
      Discrimination based on Sexual
      Orientation and Gender Identity
4     Declassify the Board of Directors         Against   For        Shareholder


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

TOLL BROTHERS, INC.

Ticker:       TOL            Security ID:  889478103
Meeting Date: MAR 12, 2008   Meeting Type: Annual
Record Date:  JAN 15, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert I. Toll             For       Withhold   Management
1.2   Elect Director Bruce E. Toll              For       Withhold   Management
1.3   Elect Director Joel H. Rassman            For       Withhold   Management
2     Approve Executive Incentive Bonus Plan    For       Against    Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Amend Non-Employee Director Omnibus Stock For       For        Management
      Plan
5     Approve Repricing of Options              For       Against    Management
6     Ratify Auditors                           For       For        Management


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

TOTAL SA

Ticker:       TOT            Security ID:  89151E109
Meeting Date: MAY 16, 2008   Meeting Type: Annual/Special
Record Date:  APR 9, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     APPROVAL OF PARENT COMPANY FINANCIAL      For       For        Management
      STATEMENTS
2     APPROVAL OF CONSOLIDATED FINANCIAL        For       For        Management
      STATEMENTS
3     ALLOCATION OF EARNINGS, DECLARATION OF    For       For        Management
      DIVIDEND
4     AGREEMENTS COVERED BY ARTICLE L. 225-38   For       For        Management
      OF THE FRENCH COMMERCIAL CODE
5     COMMITMENTS UNDER ARTICLE L. 225-42-1 OF  For       For        Management
      THE FRENCH COMMERCIAL CODE CONCERNING MR.
      THIERRY DESMAREST
6     COMMITMENTS UNDER ARTICLE L. 225-42-1 OF  For       For        Management
      THE FRENCH COMMERCIAL CODE CONCERNING MR.
      CHRISTOPHE DE MARGERIE
7     AUTHORIZATION FOR THE BOARD OF DIRECTORS  For       For        Management
      TO TRADE SHARES OF THE COMPANY
8     RENEWAL OF THE APPOINTMENT OF MR. PAUL    For       For        Management
      DESMARAIS JR. AS A DIRECTOR
9     RENEWAL OF THE APPOINTMENT OF MR.         For       For        Management
      BERTRAND JACQUILLAT AS A DIRECTOR
10    RENEWAL OF THE APPOINTMENT OF LORD PETER  For       For        Management
      LEVENE OF PORTSOKEN AS A DIRECTOR
11    APPOINTMENT OF MRS. PATRICIA BARBIZET AS  For       For        Management
      A DIRECTOR
12    APPOINTMENT OF MR. CLAUDE MANDIL AS A     For       For        Management
      DIRECTOR
13    DELEGATION OF AUTHORITY GRANTED TO THE    For       For        Management
      BOARD OF DIRECTORS TO INCREASE SHARE
      CAPITAL BY ISSUING COMMON SHARES OR ANY
      SECURITIES PROVIDING ACCESS TO SHARE
      CAPITAL WHILE MAINTAINING SHAREHOLDERS
      PREFERENTIAL SUBSCRIPTION RIGHTS OR BY
      CAPITALIZING PREMIUMS,
14    DELEGATION OF AUTHORITY GRANTED TO THE    For       For        Management
      BOARD OF DIRECTORS TO INCREASE SHARE
      CAPITAL BY ISSUING COMMON SHARES OR ANY
      SECURITIES PROVIDING ACCESS TO SHARE
      CAPITAL WITHOUT PREFERENTIAL SUBSCRIPTION
      RIGHTS
15    DELEGATION OF POWERS GRANTED TO THE BOARD For       For        Management
      OF DIRECTORS TO INCREASE SHARE CAPITAL BY
      ISSUING COMMON SHARES OR ANY SECURITIES
      PROVIDING ACCESS TO SHARE CAPITAL, IN
      PAYMENT OF SECURITIES THAT WOULD BE
      CONTRIBUTED TO THE COMPANY
16    DELEGATION OF AUTHORITY GRANTED TO THE    For       For        Management
      BOARD OF DIRECTORS TO INCREASE SHARE
      CAPITAL UNDER THE CONDITIONS PROVIDED FOR
      IN ARTICLE 443-5 OF THE FRENCH LABOR CODE
17    AUTHORIZATION FOR THE BOARD OF DIRECTORS  For       For        Management
      TO GRANT RESTRICTED SHARES OF THE COMPANY
      TO GROUP EMPLOYEES AND TO EXECUTIVE
      OFFICERS OF THE COMPANY OR OF GROUP
      COMPANIES
18    REMOVAL OF MR. ANTOINE                    Against   Against    Shareholder
      JEANCOURT-GALIGNANI FROM HIS DIRECTORSHIP
19    ADDITION OF A FINAL LAST PARAGRAPH TO     Against   For        Shareholder
      ARTICLE 12 OF THE COMPANY S ARTICLES OF
      ASSOCIATION TO ENSURE THAT STATISTICS ARE
      PUBLISHED IDENTIFYING BY NAME THE
      DIRECTORS IN ATTENDANCE AT MEETINGS OF
      THE BOARD OF DIRECTORS AND ITS COMMITTEES
20    AUTHORIZATION TO GRANT RESTRICTED SHARES  Against   Against    Shareholder
      OF THE COMPANY TO ALL EMPLOYEES OF THE
      GROUP


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


TRANSOCEAN INC.

Ticker:       RIG            Security ID:  G90073100
Meeting Date: MAY 16, 2008   Meeting Type: Annual
Record Date:  MAR 19, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     ELECTION OF DIRECTOR: JON A. MARSHALL     For       For        Management
2     ELECTION OF DIRECTOR: MARTIN B. MCNAMARA  For       For        Management
3     ELECTION OF DIRECTOR: ROBERT E. ROSE      For       For        Management
4     ELECTION OF DIRECTOR: IAN C. STRACHAN     For       For        Management
5     APPROVAL OF THE APPOINTMENT OF ERNST &    For       For        Management
      YOUNG LLP TO SERVE AS OUR INDEPENDENT
      REGISTERED PUBLIC ACCOUNTING FIRM FOR
      2008.


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

TRAVELERS COMPANIES, INC., THE

Ticker:       TRV            Security ID:  89417E109
Meeting Date: MAY 6, 2008    Meeting Type: Annual
Record Date:  MAR 7, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Alan L. Beller             For       For        Management
1.2   Elect Director John H. Dasburg            For       For        Management
1.3   Elect Director Janet M. Dolan             For       For        Management
1.4   Elect Director Kenneth M. Duberstein      For       For        Management
1.5   Elect Director Jay S. Fishman             For       For        Management
1.6   Elect Director Lawrence G. Graev          For       For        Management
1.7   Elect Director Patricia L. Higgins        For       For        Management
1.8   Elect Director Thomas R. Hodgson          For       For        Management
1.9   Elect Director Cleve L. Killingsworth,    For       For        Management
      Jr.
1.10  Elect Director Robert I. Lipp             For       For        Management
1.11  Elect Director Blythe J. McGarvie         For       For        Management
1.12  Elect Director Glen D. Nelson, M.D.       For       For        Management
1.13  Elect Director Laurie J. Thomsen          For       For        Management
2     Ratify Auditors                           For       For        Management


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

UBS AG

Ticker:       UBS            Security ID:  H89231338
Meeting Date: FEB 27, 2008   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1a    Receive Information on Effects of US      None      Did Not    Shareholder
      Sub-Prime Mortgage Crisis (Non-Voting)              Vote
1b    Authorize Special Audit to Investigate    Against   Did Not    Shareholder
      Internal Controls and Other Questions               Vote
      Related to US Sub-Prime Mortgage Crisis
2     Approve Creation of CHF 10.4 Million Pool For       Did Not    Management
      of Capital with Preemptive Rights for               Vote
      Purpose of Stock Dividend
3a    Approve Creation of CHF 27.8 Million Pool For       Did Not    Management
      of Capital without Preemptive Rights to             Vote
      Guarantee Conversion Rights for Mandatory
      Convertible Bonds
3b    Approve Creation of CHF 52 Million Pool   Against   Did Not    Shareholder
      of Capital with Preemptive Rights                   Vote


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

UBS AG

Ticker:       UBS            Security ID:  H89231338
Meeting Date: FEB 27, 2008   Meeting Type: Special
Record Date:  JAN 28, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     REQUEST FOR A SPECIAL AUDIT               Against   For        Shareholder
      (SONDERPRUFUNG) BY ETHOS
2     STOCK DIVIDEND CREATION OF AUTHORIZED     For       For        Management
      CAPITAL APPROVAL OF ARTICLE 4B OF THE
      ARTICLES OF ASSOCIATION
3     CAPITAL INCREASE PROPOSAL BY THE BOARD OF For       Against    Management
      DIRECTORS: MANDATORY CONVERTIBLE NOTES
      CREATION OF CONDITIONAL CAPITAL APPROVAL
      OF ARTICLE 4A PARA. 3 OF THE ARTICLES OF
      ASSOCIATION
4     ALTERNATIVE PROPOSAL BY PROFOND: ORDINARY Against   For        Shareholder
      CAPITAL INCREASE RIGHTS OFFERING
5     IN CASE OF AD-HOC SHAREHOLDERS  MOTIONS   For       Against    Management
      DURING THE EXTRAORDINARY GENERAL MEETING,
      I/WE AUTHORIZE MY/OUR PROXY TO ACT IN
      ACCORDANCE WITH THE BOARD OF DIRECTORS


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


UBS AG

Ticker:       UBS            Security ID:  H89231338
Meeting Date: APR 23, 2008   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 Carrying Forward of Net Loss      For       Did Not    Management
                                                          Vote
3.1   Amend Articles Re: Reduce Board Term From For       Did Not    Management
      Three Years to One Year                             Vote
3.2   Amend Articles Re: References to Group    For       Did Not    Management
      Auditors                                            Vote
4.1.1 Chairman of the Board Marcel Ospel Will   None      Did Not    Management
      not Stand for Reelection as Director                Vote
      (Non-Voting)
4.1.2 Reelect Peter Voser as Director           For       Did Not    Management
                                                          Vote
4.1.3 Reelect Lawrence Weinbach as Director     For       Did Not    Management
                                                          Vote
4.2.1 Elect David Sidwell as Director           For       Did Not    Management
                                                          Vote
4.2.2 Elect Peter Kurer as Director             For       Did Not    Management
                                                          Vote
4.3   Ratify Ernst & Young AG as Auditors       For       Did Not    Management
                                                          Vote
5     Approve Creation of CHF 125 Million Pool  For       Did Not    Management
      of Capital with Preemptive Rights                   Vote


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

UBS AG

Ticker:       UBS            Security ID:  H89231338
Meeting Date: APR 23, 2008   Meeting Type: Annual
Record Date:  MAR 25, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     ANNUAL REPORT, GROUP AND PARENT COMPANY   For       Did Not    Management
      ACCOUNTS FOR FINANCIAL YEAR 2007 REPORTS            Vote
      OF THE GROUP AND STATUTORY AUDITORS
2     APPROPRIATION OF RESULTS                  For       Did Not    Management
                                                          Vote
3     REDUCTION OF THE TERM OF OFFICE OF        For       Did Not    Management
      MEMBERS OF THE BOARD OF DIRECTORS                   Vote
      (ARTICLE 19 PARA. 1 OF THE ARTICLES OF
      ASSOCIATION)
4     REFERENCES TO GROUP AUDITORS (ARTICLE 17  For       Did Not    Management
      LIT. B, 25 LIT. C, 31 PARA. 1 AND 2 AND             Vote
      TITLE D OF THE ARTICLES OF ASSOCIATION)
5     RE-ELECTION OF MEMBER THE BOARD OF        None      Did Not    Management
      DIRECTORS: MARCEL OSPEL                             Vote
6     RE-ELECTION OF MEMBER THE BOARD OF        For       Did Not    Management
      DIRECTORS: PETER VOSER                              Vote
7     RE-ELECTION OF MEMBER THE BOARD OF        For       Did Not    Management
      DIRECTORS: LAWRENCE A. WEINBACH                     Vote
8     ELECTION OF A NEW MEMBER OF THE BOARD OF  For       Did Not    Management
      DIRECTORS: DAVID SIDWELL                            Vote
9     POTENIAL ELECTION OF A NEW BOARD MEMBER.  For       Did Not    Management
      AT THE TIME OF PRINTING, THE NEW DIRECTOR           Vote
      HAS NOT YET BEEN NOMINATED, HIS NAME CAN
      BE OBTAINED FROM 4/1/2008 BY CALLING
      TOLL-FREE 1-266-541-9689 OR VIA THE WEB
      AT WWW.UBS.COM/AGM
10    RE-ELECTION OF THE AUDITORS (ERNST &      For       Did Not    Management
      YOUNG LTD. BASEL)                                   Vote
11    ORDINARY CAPITAL INCREASE. RIGHTS         For       Did Not    Management
      OFFERING                                            Vote
12    IN CASE OF AD-HOC SHAREHOLDERS  MOTIONS   For       Did Not    Management
      DURING THE ANNUAL GENERAL MEETING, I/WE             Vote
      AUTHORIZE MY/OUR PROXY TO ACT IN
      ACCORDANCE WITH THE BOARD OF DIRECTORS


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

UNIONBANCAL CORP.

Ticker:       UB             Security ID:  908906100
Meeting Date: MAY 22, 2008   Meeting Type: Annual
Record Date:  MAR 28, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Aida M. Alvarez            For       For        Management
1.2   Elect Director David R. Andrews           For       For        Management
1.3   Elect Director Nicholas B. Binkley        For       For        Management
1.4   Elect Director L. Dale Crandall           For       For        Management
1.5   Elect Director Murray H. Dashe            For       For        Management
1.6   Elect Director Richard D. Farman          For       For        Management
1.7   Elect Director Philip B. Flynn            For       For        Management
1.8   Elect Director Christine Garvey           For       For        Management
1.9   Elect Director Michael J. Gillfillan      For       For        Management
1.10  Elect Director Mohan S. Gyani             For       For        Management
1.11  Elect Director Ronald L. Havner, Jr.      For       For        Management
1.12  Elect Director Norimichi Kanari           For       For        Management
1.13  Elect Director Mary S. Metz               For       For        Management
1.14  Elect Director Shigemitsu Miki            For       Withhold   Management
1.15  Elect Director J. Fernando Niebla         For       For        Management
1.16  Elect Director Kyota Omori                For       For        Management
1.17  Elect Director Barbara L. Rambo           For       For        Management
1.18  Elect Director Masaaki Tanaka             For       For        Management
1.19  Elect Director Dean A. Yoost              For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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


UNITED PARCEL SERVICE, INC.

Ticker:       UPS            Security ID:  911312106
Meeting Date: MAY 8, 2008    Meeting Type: Annual
Record Date:  MAR 10, 2008

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


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

UNITED TECHNOLOGIES CORP.

Ticker:       UTX            Security ID:  913017109
Meeting Date: APR 9, 2008    Meeting Type: Annual
Record Date:  FEB 12, 2008

#     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 Richard B. Myers           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 Christine Todd Whitman     For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       Against    Management
4     Adopt Principles for Health Care Reform   Against   Against    Shareholder
5     Improve Human Rights Standards or         Against   Against    Shareholder
      Policies
6     Pay For Superior Performance              Against   Against    Shareholder
7     Report on Foreign Military Sales          Against   Against    Shareholder


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

UNITEDHEALTH GROUP INCORPORATED

Ticker:       UNH            Security ID:  91324P102
Meeting Date: JUN 5, 2008    Meeting Type: Annual
Record Date:  APR 9, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director William C. Ballard, Jr.    For       For        Management
2     Elect Director Richard T. Burke           For       For        Management
3     Elect Director Robert J. Darretta         For       For        Management
4     Elect Director Stephen J. Hemsley         For       For        Management
5     Elect Director Michele J. Hooper          For       For        Management
6     Elect Director Douglas W. Leatherdale     For       For        Management
7     Elect Director Glenn M. Renwick           For       For        Management
8     Elect Director Gail R. Wilensky           For       For        Management
9     Amend Omnibus Stock Plan                  For       Against    Management
10    Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
11    Ratify Auditors                           For       For        Management
12    Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation
13    Performance-Based Equity Awards           Against   Against    Shareholder


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

VERIZON COMMUNICATIONS

Ticker:       VZ             Security ID:  92343V104
Meeting Date: MAY 1, 2008    Meeting Type: Annual
Record Date:  MAR 3, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Richard L. Carrion         For       For        Management
2     Elect Director M. Frances Keeth           For       For        Management
3     Elect Director Robert W. Lane             For       For        Management
4     Elect Director Sandra O. Moose            For       For        Management
5     Elect Director Joseph Neubauer            For       For        Management
6     Elect Director Donald T. Nicolaisen       For       For        Management
7     Elect Director Thomas H. O'Brien          For       For        Management
8     Elect Director Clarence Otis, Jr.         For       For        Management
9     Elect Director Hugh B. Price              For       For        Management
10    Elect Director Ivan G. Seidenberg         For       For        Management
11    Elect Director John W. Snow               For       For        Management
12    Elect Director John R. Stafford           For       For        Management
13    Ratify Auditors                           For       For        Management
14    Prohibit Executive Stock-Based Awards     Against   Against    Shareholder
15    Amend EEO Policy to Prohibit              Against   Against    Shareholder
      Discrimination based on Gender Identity
16    Require Independent Board Chairman        Against   Against    Shareholder


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


VODAFONE GROUP PLC

Ticker:       VOD            Security ID:  92857W209
Meeting Date: JUL 24, 2007   Meeting Type: Annual
Record Date:  JUN 13, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     TO RECEIVE THE REPORT OF THE DIRECTORS    For       For        Management
      AND FINANCIAL STATEMENTS FOR THE YEAR
      ENDED 31 MARCH 2007.
2     TO RE-ELECT SIR JOHN BOND AS A DIRECTOR   For       For        Management
      (MEMBER OF THE NOMINATIONS AND GOVERNANCE
      COMMITTEE)
3     TO RE-ELECT ARUN SARIN AS A DIRECTOR      For       For        Management
      (MEMBER OF THE NOMINATIONS AND GOVERNANCE
      COMMITTEE)
4     TO RE-ELECT DR MICHAEL BOSKIN AS A        For       For        Management
      DIRECTOR (MEMBER OF THE AUDIT COMMITTEE)
      (MEMBER OF THE REMUNERATION COMMITTEE)
5     TO RE-ELECT JOHN BUCHANAN AS A DIRECTOR   For       For        Management
      (MEMBER OF THE AUDIT COMMITTEE) (MEMBER
      OF THE NOMINATIONS AND GOVERNANCE
      COMMITTEE)
6     TO RE-ELECT ANDY HALFORD AS A DIRECTOR    For       For        Management
7     TO RE-ELECT ANNE LAUVERGEON AS A DIRECTOR For       For        Management
      (MEMBER OF THE AUDIT COMMITTEE)
8     TO RE-ELECT PROFESSOR JURGEN SCHREMPP AS  For       For        Management
      A DIRECTOR (MEMBER OF THE NOMINATIONS AND
      GOVERNANCE COMMITTEE) (MEMBER OF THE
      REMUNERATION COMMITTEE)
9     TO RE-ELECT LUC VANDEVELDE AS A DIRECTOR  For       For        Management
      (MEMBER OF THE NOMINATIONS AND GOVERNANCE
      COMMITTEE) (MEMBER OF THE REMUNERATION
      COMMITTEE)
10    TO RE-ELECT ANTHONY WATSON AS A DIRECTOR  For       For        Management
      (MEMBER OF THE REMUNERATION COMMITTEE)
11    TO RE-ELECT PHILIP YEA AS A DIRECTOR      For       For        Management
      (MEMBER OF THE REMUNERATION COMMITTEE)
12    TO ELECT VITTORIO COLAO AS A DIRECTOR     For       For        Management
13    TO ELECT ALAN JEBSON AS A DIRECTOR        For       For        Management
14    TO ELECT NICK LAND AS A DIRECTOR          For       For        Management
15    TO ELECT SIMON MURRAY AS A DIRECTOR       For       For        Management
16    TO APPROVE A FINAL DIVIDEND OF 4.41P PER  For       For        Management
      ORDINARY SHARE
17    TO APPROVE THE REMUNERATION REPORT        For       For        Management
18    Ratify Auditors                           For       For        Management
19    TO AUTHORISE THE AUDIT COMMITTEE TO       For       For        Management
      DETERMINE THE REMUNERATION OF THE
      AUDITORS
20    TO RENEW THE AUTHORITY TO ALLOT SHARES    For       For        Management
      UNDER ARTICLE 16.2 OF THE COMPANY S
      ARTICLES OF ASSOCIATION
21    TO RENEW THE AUTHORITY TO DIS-APPLY       For       For        Management
      PRE-EMPTION RIGHTS UNDER ARTICLE 16.3 OF
      THE COMPANY S ARTICLES OF ASSOCIATION
      (SPECIAL RESOLUTION)
22    TO AUTHORISE THE COMPANY S PURCHASE OF    For       For        Management
      ITS OWN SHARES (SECTION 166, COMPANIES
      ACT 1985) (SPECIAL RESOLUTION)
23    TO AUTHORISE THE COMPANY TO SEND OR       For       For        Management
      SUPPLY DOCUMENTS OR INFORMATION TO
      SHAREHOLDERS IN ELECTRONIC FORM OR BY
      MEANS OF A WEBSITE (SPECIAL RESOLUTION)
24    TO ADOPT NEW ARTICLES OF ASSOCIATION      For       For        Management
      (SPECIAL RESOLUTION)
25    TO AMEND ARTICLE 114.1 OF THE COMPANY S   Against   Against    Management
      ARTICLES OF ASSOCIATION (SPECIAL
      RESOLUTION)
26    TO SEPARATE OUT THE COMPANY S 45%         Against   For        Management
      INTEREST IN VERIZON WIRELESS FROM ITS
      OTHER ASSETS BY TRACKING SHARES OR SPIN
      OFF
27    TO ISSUE COMPANY BONDS DIRECTLY TO        Against   Against    Management
      SHAREHOLDERS, INCREASING THE GROUP S
      INDEBTEDNESS
28    TO AMEND THE COMPANY S ARTICLES OF        Against   Against    Management
      ASSOCIATION TO LIMIT THE COMPANY S
      ABILITY TO MAKE ACQUISITIONS WITHOUT
      APPROVAL BY SPECIAL RESOLUTION (SPECIAL
      RESOLUTION)


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

W.W. GRAINGER, INC.

Ticker:       GWW            Security ID:  384802104
Meeting Date: APR 30, 2008   Meeting Type: Annual
Record Date:  MAR 3, 2008

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


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


WAL-MART STORES, INC.

Ticker:       WMT            Security ID:  931142103
Meeting Date: JUN 6, 2008    Meeting Type: Annual
Record Date:  APR 10, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Aida M. Alvarez            For       For        Management
2     Elect Director James W. Breyer            For       For        Management
3     Elect Director M. Michele Burns           For       For        Management
4     Elect Director James I. Cash, Jr.         For       For        Management
5     Elect Director Roger C. Corbett           For       For        Management
6     Elect Director Douglas N. Daft            For       For        Management
7     Elect Director David D. Glass             For       For        Management
8     Elect Director Gregory B. Penner          For       For        Management
9     Elect Director Allen I. Questrom          For       For        Management
10    Elect Director H. Lee Scott, Jr.          For       For        Management
11    Elect Director Arne M. Sorenson           For       For        Management
12    Elect Director Jim C. Walton              For       For        Management
13    Elect Director S. Robson Walton           For       For        Management
14    Elect Director Christopher J. Williams    For       For        Management
15    Elect Director Linda S. Wolf              For       For        Management
16    Approve Executive Incentive Bonus Plan    For       For        Management
17    Ratify Auditors                           For       For        Management
18    Amend EEO Policy to Prohibit              Against   Against    Shareholder
      Discrimination based on Sexual
      Orientation and Gender Identity
19    Pay For Superior Performance              Against   Against    Shareholder
20    Claw-back of Payments under Restatements  Against   Against    Shareholder
21    Amend Bylaws to Establish a Board         Against   Against    Shareholder
      Committee on Human Rights
22    Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation
23    Report on Political Contributions         Against   Against    Shareholder
24    Report on Social and Reputation Impact of Against   Against    Shareholder
      Failure to Comply with ILO Conventions
25    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings


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

WALGREEN CO.

Ticker:       WAG            Security ID:  931422109
Meeting Date: JAN 9, 2008    Meeting Type: Annual
Record Date:  NOV 12, 2007

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director William C. Foote           For       For        Management
1.2   Elect Director Alan G. McNally            For       For        Management
1.3   Elect Director Cordell Reed               For       For        Management
1.4   Elect Director Jeffrey A. Rein            For       For        Management
1.5   Elect Director Nancy M. Schlichting       For       For        Management
1.6   Elect Director David Y. Schwartz          For       For        Management
1.7   Elect Director Alejandro Silva            For       For        Management
1.8   Elect Director James A. Skinner           For       For        Management
1.9   Elect Director Marilou M. von Ferstel     For       For        Management
1.10  Elect Director Charles R. Walgreen III    For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Charitable Contributions        Against   Against    Shareholder
4     Submit Shareholder Rights Plan (Poison    Against   Against    Shareholder
      Pill) to Shareholder Vote
5     Separate Chairman and CEO Positions       Against   Against    Shareholder


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

WALT DISNEY COMPANY, THE

Ticker:       DIS            Security ID:  254687106
Meeting Date: MAR 6, 2008    Meeting Type: Annual
Record Date:  JAN 7, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Susan E.  Arnold           For       For        Management
2     Elect Director John E.  Bryson            For       For        Management
3     Elect Director John S.  Chen              For       For        Management
4     Elect Director Judith L.  Estrin          For       For        Management
5     Elect Director Robert A. Iger             For       For        Management
6     Elect Director Steven P. Jobs             For       Against    Management
7     Elect Director Fred H. Langhammer         For       For        Management
8     Elect Director Aylwin B. Lewis            For       For        Management
9     Elect Director Monica C. Lozano           For       For        Management
10    Elect Director Robert W. Matschullat      For       For        Management
11    Elect Director John E. Pepper, Jr.        For       For        Management
12    Elect Director Orin C. Smith              For       For        Management
13    Ratify Auditors                           For       For        Management
14    Amend Omnibus Stock Plan                  For       For        Management
15    Amend Executive Incentive Bonus Plan      For       For        Management


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


WELLPOINT INC

Ticker:       WLP            Security ID:  94973V107
Meeting Date: MAY 21, 2008   Meeting Type: Annual
Record Date:  MAR 17, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Angela F. Braly            For       For        Management
1.2   Elect Director William H.T. Bush          For       For        Management
1.3   Elect Director Warren Y. Jobe             For       For        Management
1.4   Elect Director William G. Mays            For       For        Management
1.5   Elect Director Senator D.W. Riegle, Jr    For       For        Management
1.6   Elect Director William J. Ryan            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   Against   Against    Shareholder
      Officers' Compensation


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

WESCO INTERNATIONAL, INC.

Ticker:       WCC            Security ID:  95082P105
Meeting Date: MAY 21, 2008   Meeting Type: Annual
Record Date:  APR 7, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Roy W. Haley               For       For        Management
1.2   Elect Director George L. Miles, Jr.       For       For        Management
1.3   Elect Director John K. Morgan             For       For        Management
1.4   Elect Director James L. Singleton         For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

WHIRLPOOL CORP.

Ticker:       WHR            Security ID:  963320106
Meeting Date: APR 15, 2008   Meeting Type: Annual
Record Date:  FEB 26, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Herman Cain                For       For        Management
2     Elect Director Jeff M. Fettig             For       For        Management
3     Elect Director Miles L. Marsh             For       For        Management
4     Elect Director Paul G. Stern              For       For        Management
5     Declassify the Board of Directors         Against   For        Shareholder
6     Amend Bylaws/Charter to Remove            Against   For        Shareholder
      Antitakeover Provisions


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

WILLIAMS COMPANIES, INC., THE

Ticker:       WMB            Security ID:  969457100
Meeting Date: MAY 15, 2008   Meeting Type: Annual
Record Date:  MAR 24, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Joseph R. Cleveland        For       For        Management
2     Elect Director Juanita H. Hinshaw         For       For        Management
3     Elect Director Frank T. Macinnis          For       For        Management
4     Elect Director Steven J. Malcolm          For       For        Management
5     Elect Director Janice D. Stoney           For       For        Management
6     Ratify Auditors                           For       For        Management


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

WPP GROUP PLC

Ticker:                      Security ID:  G9787H105
Meeting Date: DEC 21, 2007   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve that the Satisfaction of the      For       For        Management
      Awards Due to Sir Martin Sorrell Under
      the WPP Group plc 2004 Leadership Equity
      Acquisition Plan Granted in 2004 be
      Deferred
2     Approve that the Satisfaction of the      For       For        Management
      Awards Due to Sir Martin Sorrell Under
      the Deferred Stock Units Award Agreements
      Dated 16 August 2004 be Deferred


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


WPP GROUP PLC

Ticker:                      Security ID:  G9787H105
Meeting Date: JUN 24, 2008   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend of 9.13 Pence Per  For       For        Management
      Ordinary Share
3     Elect Timothy Shriver as Director         For       For        Management
4     Re-elect Orit Gadiesh as Director         For       For        Management
5     Re-elect Stanley Morten as Director       For       For        Management
6     Re-elect Koichiro Naganuma as Director    For       For        Management
7     Re-elect Esther Dyson as Director         For       For        Management
8     Re-elect John Quelch as Director          For       For        Management
9     Re-elect Mark Read as Director            For       For        Management
10    Re-elect Paul Spencer as Director         For       For        Management
11    Re-elect Sir Martin Sorrell as Director   For       For        Management
12    Reappoint Deloitte & Touche LLP as        For       For        Management
      Auditors and Authorise the Board to
      Determine Their Remuneration
13    Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 43,812,326.40
14    Authorise 117,155,289 Ordinary Shares for For       For        Management
      Market Purchase
15    Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 5,867,764.45
16    Approve Remuneration Report               For       For        Management
17    Adopt New Articles of Association         For       For        Management
18    Subject to the Passing of Resolution 17,  For       For        Management
      Amend Articles of Association Re:
      Directors' Conflicts of Interest
19    Amend WPP Group plc Annual Bonus Deferral For       For        Management
      Programme
20    Authorise the Company to Defer            For       For        Management
      Satisfaction of the Awards Due to Sir
      Martin Sorrell Under the WPP Group plc
      2004 Leadership Equity Acquisition Plan
      Granted in 2005


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

WYETH

Ticker:       WYE            Security ID:  983024100
Meeting Date: APR 24, 2008   Meeting Type: Annual
Record Date:  MAR 3, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Robert M. Amen             For       For        Management
2     Elect Director Michael J. Critelli        For       For        Management
3     Elect Director Robert Essner              For       For        Management
4     Elect Director John D. Feerick            For       For        Management
5     Elect Director Frances D. Fergusson       For       For        Management
6     Elect Director Victor F. Ganzi            For       For        Management
7     Elect Director Robert Langer              For       For        Management
8     Elect Director John P. Mascotte           For       For        Management
9     Elect Director Raymond J. McGuire         For       For        Management
10    Elect Director Mary Lake Polan            For       For        Management
11    Elect Director Bernard Poussot            For       For        Management
12    Elect Director Gary L. Rogers             For       For        Management
13    Elect Director John R. Torell III         For       For        Management
14    Ratify Auditors                           For       For        Management
15    Amend Omnibus Stock Plan                  For       For        Management
16    Amend Non-Employee Director Restricted    For       For        Management
      Stock Plan
17    Report on Political Contributions         Against   Against    Shareholder
18    Claw-back of Payments under Restatements  Against   Against    Shareholder


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

WYNDHAM WORLDWIDE CORP

Ticker:       WYN            Security ID:  98310W108
Meeting Date: APR 24, 2008   Meeting Type: Annual
Record Date:  MAR 3, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James E. Buckman           For       For        Management
1.2   Elect Director George Herrera             For       For        Management
2     Ratify Auditors                           For       For        Management

========== END NPX REPORT




                                   SIGNATURES

Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

Registrant: TOTAL RETURN VARIABLE ACCOUNT

By (Signature and Title)  Robert J. Manning
                          ----------------------------------------------
                          Robert J. Manning, Principal Executive Officer

Date: August 26, 2008