UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY INVESTMENT COMPANY ACT FILE NUMBER 811-4946 THOMPSON PLUMB FUNDS, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER) 1200 JOHN Q. HAMMONS DRIVE MADISON, WISCONSIN 53717 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)--(ZIP CODE) JOHN W. THOMPSON, CHAIRMAN THOMPSON PLUMB FUNDS, INC. 1200 JOHN Q. HAMMONS DRIVE MADISON, WISCONSIN 53717 (NAME AND ADDRESS OF AGENT FOR SERVICE) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (608) 827-5700 DATE OF FISCAL YEAR END: 11/30/2006 DATE OF REPORTING PERIOD: 07/01/2005-6/30/2006 Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (Sections 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant's proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. Section 3507. Thompson Plumb Bond Fund There were no matters relating to a portfolio security considered at any shareholder meetings held during the reporting period and with respect to which the registrant was entitled to vote. Thompson Plumb Growth Fund FEDERAL HOME LOAN MORTGAGE CORPORATION FRE ANNUAL MEETING DATE: 07/15/2005 ISSUER: 313400301 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ---- -------------- 01 DIRECTOR Management For BARBARA T. ALEXANDER Management For For GEOFFREY T. BOISI Management For For JOAN E. DONOGHUE Management For For MICHELLE ENGLER Management For For RICHARD KARL GOELTZ Management For For THOMAS S. JOHNSON Management For For WILLIAM M. LEWIS, JR. Management For For EUGENE M. MCQUADE Management For For SHAUN F. O'MALLEY Management For For RONALD F. POE Management For For STEPHEN A. ROSS Management For For RICHARD F. SYRON Management For For WILLIAM J. TURNER Management For For 02 RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For LLP AS INDEPENDENT AUDITORS FOR FISCAL YEAR 2005. IAC/INTERACTIVE CORP IACI ANNUAL MEETING DATE: 07/19/2005 ISSUER: 44919P102 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ---- -------------- 01 DIRECTOR Management For DONALD R. KEOUGH* Management For For BRYAN LOURD* Management For For GEN H.N. SCHWARZKOPF* Management For For 02 TO APPROVE AMENDMENTS TO THE IAC CERTIFICATE Management For For OF INCORPORATION THAT WOULD EFFECT THE SPIN-OFF OF EXPEDIA, INC. 03 TO APPROVE AMENDMENTS TO THE IAC CERTIFICATE Management For For OF INCORPORATION TO EFFECT A ONE-FOR-TWO REVERSE STOCK SPLIT OF IAC COMMON STOCK AND IAC CLASS B COMMON STOCK. ** 04 TO APPROVE AN AMENDMENT TO THE IAC CERTIFICATE Management For For OF INCORPORATION THAT WOULD GENERALLY PROVIDE THAT NO IAC OFFICER OR DIRECTOR WHO IS ALSO AN EXPEDIA OFFICER OR DIRECTOR WILL BE LIABLE FOR BREACH OF FIDUCIARY DUTY BECAUSE SUCH INDIVIDUAL DIRECTS A CORPORATE OPPORTUNITY TO EXPEDIA INSTEAD OF IAC. ** 05 TO APPROVE AN AMENDMENT TO THE IAC CERTIFICATE Management For For OF INCORPORATION THAT WOULD DELETE THE PROVISION REGARDING REMOVAL OF DIRECTORS SO THAT THE IAC BYLAWS WOULD GOVERN DIRECTOR REMOVAL PROCEDURES. 06 TO APPROVE THE IAC/INTERACTIVECORP 2005 STOCK Management For For AND ANNUAL INCENTIVE PLAN. 07 TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Management For For AS INDEPENDENT AUDITORS FOR THE 2005 FISCAL YEAR. Thompson Plumb Growth Fund AMERICAN INTERNATIONAL GROUP, INC. AIG ANNUAL MEETING DATE: 08/11/2005 ISSUER: 026874107 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ---- -------------- 01 DIRECTOR Management For M. AIDINOFF Management For For P. CHIA Management For For M. COHEN Management For For W. COHEN Management For For M. FELDSTEIN Management For For E. FUTTER Management For For S. HAMMERMAN Management For For C. HILLS Management For For R. HOLBROOKE Management For For D. KANAK Management For For G. MILES, JR. Management For For M. OFFIT Management For For M. SULLIVAN Management For For E. TSE Management For For F. ZARB Management For For 02 RATIFICATION OF INDEPENDENT ACCOUNTANTS Management For For MEDTRONIC, INC. MDT ANNUAL MEETING DATE: 08/25/2005 ISSUER: 585055106 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ---- -------------- 01 DIRECTOR Management For DENISE M. O'LEARY Management For For JACK W. SCHULER Management For For SHIRLEY A. JACKSON, PHD Management For For JEAN-PIERRE ROSSO Management For For 02 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For LLP AS MEDTRONIC S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. 03 TO APPROVE THE MEDTRONIC, INC. 2005 EMPLOYEES Management For For STOCK PURCHASE PLAN. 04 TO APPROVE THE MEDTRONIC, INC. 1998 OUTSIDE DIRECTOR Management For For STOCK COMPENSATION PLAN (AS AMENDED AND RESTATED). GENERAL MILLS, INC. GIS ANNUAL MEETING DATE: 09/26/2005 ISSUER: 370334104 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For PAUL DANOS Management For For WILLIAM T. ESREY Management For For RAYMOND V. GILMARTIN Management For For JUDITH RICHARDS HOPE Management For For HEIDI G. MILLER Management For For H. OCHOA-BRILLEMBOURG Management For For STEVE ODLAND Management For For MICHAEL D. ROSE Management For For ROBERT L. RYAN Management For For STEPHEN W. SANGER Management For For A. MICHAEL SPENCE Management For For DOROTHY A. TERRELL Management For For 02 RATIFY THE APPOINTMENT OF KPMG LLP AS GENERAL Management For For MILLS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. 03 ADOPT THE 2005 STOCK COMPENSATION PLAN. Management For For 04 STOCKHOLDER PROPOSAL REGARDING SALE OF GENERAL Shareholder Against For MILLS. Thompson Plumb Growth Fund PAYCHEX, INC. PAYX ANNUAL MEETING DATE: 10/12/2005 ISSUER: 704326107 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For B. THOMAS GOLISANO Management For For DAVID J. S. FLASCHEN Management For For PHILLIP HORSLEY Management For For GRANT M. INMAN Management For For JONATHAN J. JUDGE Management For For J. ROBERT SEBO Management For For JOSEPH M. TUCCI Management For For 02 TO AMEND THE 2002 STOCK INCENTIVE PLAN AND INCREASE Management For For THE SHARES AVAILABLE UNDER THE 2002 STOCK INCENTIVE PLAN. 03 STOCKHOLDER PROPOSAL TO AMEND BY-LAWS TO ADOPT Shareholder Against For MAJORITY VOTING OF DIRECTORS. CARDINAL HEALTH, INC. CAH ANNUAL MEETING DATE: 11/02/2005 ISSUER: 14149Y108 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For J. MICHAEL LOSH Management For For JOHN B. MCCOY Management For For MICHAEL D. O'HALLERAN Management For For JEAN G. SPAULDING, M.D. Management For For MATTHEW D. WALTER Management For For 02 PROPOSAL TO ADOPT THE CARDINAL HEALTH, INC. 2005 Management For For LONG-TERM INCENTIVE PLAN. 03 PROPOSAL TO ADOPT AMENDMENTS TO THE COMPANY S Management Against Against RESTATED CODE OF REGULATIONS TO PROVIDE FOR THE ANNUAL ELECTION OF DIRECTORS. MICROSOFT CORPORATION MSFT ANNUAL MEETING DATE: 11/09/2005 ISSUER: 594918104 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For WILLIAM H. GATES III Management For For STEVEN A. BALLMER Management For For JAMES I. CASH JR. Management For For DINA DUBLON Management For For RAYMOND V. GILMARTIN Management For For A. MCLAUGHLIN KOROLOGOS Management For For DAVID F. MARQUARDT Management For For CHARLES H. NOSKI Management For For HELMUT PANKE Management For For JON A. SHIRLEY Management For For 02 RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE Management For For LLP AS THE COMPANY S INDEPENDENT AUDITOR Thompson Plumb Growth Fund THE ESTEE LAUDER COMPANIES INC. EL ANNUAL MEETING DATE: 11/10/2005 ISSUER: 518439104 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For CHARLENE BARSHEFSKY Management For For RONALD S. LAUDER Management For For LEONARD A. LAUDER Management For For MARSHALL ROSE Management For For 02 APPROVAL OF AMENDED AND RESTATED FISCAL 2002 Management Against Against SHARE INCENTIVE PLAN. 03 RATIFICATION OF APPOINTMENT OF KPMG LLP AS Management For For INDEPENDENT AUDITORS FOR THE 2006 FISCAL YEAR. SYSCO CORPORATION SYY ANNUAL MEETING DATE: 11/11/2005 ISSUER: 871829107 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For JUDITH B. CRAVEN Management For For PHYLLIS S. SEWELL Management For For RICHARD G. MERRILL Management For For RICHARD G. TILGHMAN Management For For 02 APPROVAL OF RATIFICATION OF APPOINTMENT OF ERNST Management For For & YOUNG LLP AS THE COMPANY S INDEPENDENT ACCOUNTANTS FOR FISCAL 2006. 03 APPROVAL OF THE 2005 MANAGEMENT INCENTIVE PLAN. Management For For 04 APPROVAL OF THE PAYMENT OF COMPENSATION TO CERTAIN Management For For EXECUTIVE OFFICERS UNDER THE 2000 MANAGEMENT INCENTIVE PLAN PURSUANT TO SECTION 162(M) OF THE INTERNAL REVENUE CODE. 05 APPROVAL OF THE 2005 NON-EMPLOYEE DIRECTORS STOCK Management For For PLAN. Thompson Plumb Growth Fund CISCO SYSTEMS, INC. CSCO ANNUAL MEETING DATE: 11/15/2005 ISSUER: 17275R102 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For CAROL A. BARTZ Management For For M. MICHELE BURNS Management For For LARRY R. CARTER Management For For JOHN T. CHAMBERS Management For For DR. JOHN L. HENNESSY Management For For RICHARD M. KOVACEVICH Management For For RODERICK C. MCGEARY Management For For JAMES C. MORGAN Management For For JOHN P. MORGRIDGE Management For For STEVEN M. WEST Management For For JERRY YANG Management For For 02 TO APPROVE THE ADOPTION OF THE 2005 STOCK INCENTIVE Management Against Against PLAN. 03 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For LLP AS CISCO S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JULY 29, 2006. 04 PROPOSAL SUBMITTED BY A SHAREHOLDER URGING THE Shareholder Against For BOARD OF DIRECTORS TO ADOPT A POLICY THAT A SIGNIFICANT PORTION OF FUTURE EQUITY COMPENSATION GRANTS TO SENIOR EXECUTIVES SHALL BE SHARES OF STOCK THAT REQUIRE THE ACHIEVEMENT OF PERFORMANCE GOALS AS A PREREQUISITE TO VESTING, AS MORE FULLY SET FORTH IN THE ACCOMPANYING PROXY STATEMENT. 05 PROPOSAL SUBMITTED BY SHAREHOLDERS REQUESTING Shareholder Against For THAT THE BOARD S COMPENSATION COMMITTEE INITIATE A REVIEW OF CISCO S EXECUTIVE COMPENSATION POLICIES AND TO MAKE AVAILABLE, UPON REQUEST, A REPORT OF THAT REVIEW BY JANUARY 1, 2006, AS MORE FULLY SET FORTH IN THE ACCOMPANYING PROXY STATEMENT. 06 PROPOSAL SUBMITTED BY SHAREHOLDERS REQUESTING Shareholder Against For THE BOARD TO PREPARE A REPORT TO SHAREHOLDERS DESCRIBING THE PROGRESS TOWARD DEVELOPMENT AND IMPLEMENTATION OF A COMPANY HUMAN RIGHTS POLICY AND THE PLAN FOR IMPLEMENTATION WITH PARTNERS AND RESELLERS BY MAY 31, 2006, AS MORE FULLY SET FORTH IN THE ACCOMPANYING PROXY STATEMENT. SOLECTRON CORPORATION SLR ANNUAL MEETING DATE: 01/12/2006 ISSUER: 834182107 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For WILLIAM A. HASLER Management For For MICHAEL R. CANNON Management For For RICHARD A. D'AMORE Management For For H. PAULETT EBERHART Management For For HEINZ FRIDRICH Management For For WILLIAM R. GRABER Management For For DR. PAUL R. LOW Management For For C. WESLEY M. SCOTT Management For For CYRIL YANSOUNI Management For For 02 TO AUTHORIZE THE BOARD OF DIRECTORS TO AMEND Management For For AND RESTATE THE CERTIFICATE OF INCORPORATION OF THE COMPANY TO EFFECT A REVERSE STOCK SPLIT AT ONE OF THREE RATIOS. 03 TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE Management For For REGISTERED INDEPENDENT PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR THE FISCAL YEAR ENDING AUGUST 31, 2006. Thompson Plumb Growth Fund THE COCA-COLA COMPANY KO CONSENT MEETING DATE: 01/13/2006 ISSUER: 191216100 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 01 I WOULD LIKE TO OPT OUT OF RECEIVING THE COCA-COLA Management For For COMPANY S SUMMARY ANNUAL REPORT IN THE MAIL. TYCO INTERNATIONAL LTD. TYC ANNUAL MEETING DATE: 03/09/2006 ISSUER: 902124106 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 1A SET THE MAXIMUM NUMBER OF DIRECTORS AT 12 Management For For 1B DIRECTOR Management For DENNIS C. BLAIR Management For For EDWARD D. BREEN Management For For BRIAN DUPERREAULT Management For For BRUCE S. GORDON Management For For RAJIV L. GUPTA Management For For JOHN A. KROL Management For For MACKEY J. MCDONALD Management For For H. CARL MCCALL Management For For BRENDAN R. O'NEILL Management For For SANDRA S. WIJNBERG Management For For JEROME B. YORK Management For For 1C AUTHORIZATION FOR THE BOARD OF DIRECTORS TO APPOINT Management For For AN ADDITIONAL DIRECTOR TO FILL THE VACANCY PROPOSED TO BE CREATED ON THE BOARD 02 RE-APPOINTMENT OF DELOITTE & TOUCHE LLP AS TYCO Management For For S INDEPENDENT AUDITORS AND AUTHORIZATION FOR THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS TO SET THE AUDITORS REMUNERATION THE WALT DISNEY COMPANY DIS ANNUAL MEETING DATE: 03/10/2006 ISSUER: 254687106 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For JOHN E. BRYSON Management For For JOHN S. CHEN Management For For JUDITH L. ESTRIN Management For For ROBERT A. IGER Management For For FRED H. LANGHAMMER Management For For AYLWIN B. LEWIS Management For For MONICA C. LOZANO Management For For ROBERT W. MATSCHULLAT Management For For GEORGE J. MITCHELL Management For For LEO J. O'DONOVAN, S.J. Management For For JOHN E. PEPPER, JR. Management For For ORIN C. SMITH Management For For GARY L. WILSON Management For For 02 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For LLP AS THE COMPANY S REGISTERED PUBLIC ACCOUNTANTS FOR 2006. 03 TO APPROVE THE SHAREHOLDER PROPOSAL RELATING Shareholder Against For TO GREENMAIL. 04 TO APPROVE THE SHAREHOLDER PROPOSAL RELATING Shareholder Against For TO CHINA LABOR STANDARDS. Thompson Plumb Growth Fund FIFTH THIRD BANCORP FITB ANNUAL MEETING DATE: 03/28/2006 ISSUER: 316773100 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For JOHN F. BARRETT Management For For GEORGE A. SCHAEFER, JR. Management For For JOHN J. SCHIFF, JR. Management For For DUDLEY S. TAFT Management For For 02 PROPOSAL TO REMOVE ARTICLE III, SECTION 18 FROM Management Against Against THE CODE OF REGULATIONS TO ELIMINATE THE SUPER-MAJORITY VOTING PROVISIONS CONTAINED IN SUCH SECTION. 03 PROPOSAL TO AMEND ARTICLE III, SECTION 1 OF THE Management For For CODE OF REGULATIONS TO PROVIDE FOR THE ANNUAL ELECTION OF ALL DIRECTORS. 04 PROPOSAL TO ADOPT THE AMENDED AND RESTATED FIFTH Management For For THIRD BANCORP 1993 STOCK PURCHASE PLAN AND THE ISSUANCE OF UP TO AN ADDITIONAL 1,500,000 SHARES OF COMMON STOCK THEREUNDER. 05 PROPOSAL TO APPROVE THE APPOINTMENT OF DELOITTE Management For For & TOUCHE LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE COMPANY FOR THE YEAR 2006. MORGAN STANLEY MS ANNUAL MEETING DATE: 04/04/2006 ISSUER: 617446448 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For ROY J. BOSTOCK* Management For For ERSKINE B. BOWLES* Management For For C. ROBERT KIDDER* Management For For JOHN J. MACK* Management For For DONALD T. NICOLAISEN* Management For For HUTHAM S. OLAYAN* Management For For O. GRIFFITH SEXTON* Management For For HOWARD J. DAVIES** Management For For CHARLES H. NOSKI** Management For For LAURA D'ANDREA TYSON** Management For For KLAUS ZUMWINKEL** Management For For 02 TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Management For For LLP AS INDEPENDENT AUDITORS 03 TO AMEND THE CERTIFICATE OF INCORPORATION TO Management For For ACCELERATE THE DECLASSIFICATION OF THE BOARD OF DIRECTORS 04 TO AMEND THE CERTIFICATE OF INCORPORATION TO Management Against Against ELIMINATE THE PROVISION REQUIRING PLURALITY VOTING FOR DIRECTORS 05 TO AMEND THE CERTIFICATE OF INCORPORATION TO Management For For ELIMINATE CERTAIN SUPERMAJORITY VOTE REQUIREMENTS Thompson Plumb Growth Fund CITIGROUP INC. C ANNUAL MEETING DATE: 04/18/2006 ISSUER: 172967101 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For C. MICHAEL ARMSTRONG Management For For ALAIN J.P. BELDA Management For For GEORGE DAVID Management For For KENNETH T. DERR Management For For JOHN M. DEUTCH Management For For R. HERNANDEZ RAMIREZ Management For For ANN DIBBLE JORDAN Management For For KLAUS KLEINFELD Management For For ANDREW N. LIVERIS Management For For DUDLEY C. MECUM Management For For ANNE MULCAHY Management For For RICHARD D. PARSONS Management For For CHARLES PRINCE Management For For JUDITH RODIN Management For For ROBERT E. RUBIN Management For For FRANKLIN A. THOMAS Management For For 02 PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP Management For For AS CITIGROUP S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2006. 03 PROPOSAL TO AMEND ARTICLE FOURTH OF THE RESTATED Management For For CERTIFICATE OF INCORPORATION. 04 PROPOSAL TO AMEND ARTICLE EIGHTH OF THE RESTATED Management For For CERTIFICATE OF INCORPORATION. 05 PROPOSAL TO AMEND ARTICLE NINTH OF THE RESTATED Management For For CERTIFICATE OF INCORPORATION. 06 STOCKHOLDER PROPOSAL REQUESTING NO FUTURE NEW Shareholder Against For STOCK OPTION GRANTS AND NO RENEWAL OR REPRICING OF CURRENT STOCK OPTIONS. 7 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON POLITICAL Shareholder Against For CONTRIBUTIONS. 8 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON Shareholder Against For CHARITABLE CONTRIBUTIONS. 9 STOCKHOLDER PROPOSAL REQUESTING THE ADOPTION Shareholder Against For OF A POLICY REGARDING PERFORMANCE-BASED EQUITY COMPENSATION FOR SENIOR EXECUTIVES. 10 STOCKHOLDER PROPOSAL REGARDING REIMBURSEMENT Shareholder Against For OF EXPENSES INCURRED BY A STOCKHOLDER IN A CONTESTED ELECTION OF DIRECTORS. 11 STOCKHOLDER PROPOSAL REQUESTING THAT THE CHAIRMAN Shareholder Against For OF THE BOARD HAVE NO MANAGEMENT DUTIES, TITLES OR RESPONSIBILITIES. 12 STOCKHOLDER PROPOSAL REQUESTING THE RECOUPMENT Shareholder Against For OF MANAGEMENT BONUSES IN THE EVENT OF A RESTATEMENT OF EARNINGS. Thompson Plumb Growth Fund DOW JONES & COMPANY, INC. DJ ANNUAL MEETING DATE: 04/19/2006 ISSUER: 260561105 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For DAVID K.P. LI** Management For For ELIZABETH STEELE** Management For For RICHARD F. ZANNINO** Management For For LEWIS B. CAMPBELL* Management For For HARVEY GOLUB* Management For For IRVINE O. HOCKADAY, JR* Management For For DIETER VON HOLTZBRINCK* Management For For M. PETER MCPHERSON* Management For For FRANK N. NEWMAN* Management For For WILLIAM C. STEERE, JR.* Management For For CHRISTOPHER BANCROFT** Management For For EDUARDO CASTRO-WRIGHT** Management For For MICHAEL B. ELEFANTE** Management For For JOHN M. ENGLER** Management For For LESLIE HILL** Management For For PETER R. KANN** Management For For 02 APPROVAL OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS Management For For FOR 2006. 03 ADOPTION OF DOW JONES 2006 EXECUTIVE ANNUAL INCENTIVE Management Against Against PLAN. 05 STOCKHOLDER PROPOSAL TO REQUIRE THE COMPANY TO Shareholder Against For PROVIDE IN THE PROXY STATEMENT COMPLETE DETAILS ON THE STOCKHOLDER PROPOSAL SUBMISSION PROCESS. THE COCA-COLA COMPANY KO ANNUAL MEETING DATE: 04/19/2006 ISSUER: 191216100 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For HERBERT A. ALLEN Management For For RONALD W. ALLEN Management For For CATHLEEN P. BLACK Management For For BARRY DILLER Management For For E. NEVILLE ISDELL Management For For DONALD R. KEOUGH Management For For DONALD F. MCHENRY Management For For SAM NUNN Management For For JAMES D. ROBINSON III Management For For PETER V. UEBERROTH Management For For JAMES B. WILLIAMS Management For For 02 RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG Management For For LLP AS INDEPENDENT AUDITORS 03 APPROVAL OF AN AMENDMENT TO THE 1989 RESTRICTED Management For For STOCK AWARD PLAN OF THE COCA-COLA COMPANY 04 SHAREOWNER PROPOSAL REGARDING CHARITABLE Shareholder Against For CONTRIBUTIONS 05 SHAREOWNER PROPOSAL THAT COMPANY REPORT ON Shareholder Against For IMPLEMENTATION OF BEVERAGE CONTAINER RECYCLING STRATEGY 06 SHAREOWNER PROPOSAL REGARDING RESTRICTED STOCK Shareholder Against For 07 SHAREOWNER PROPOSAL REGARDING ENVIRONMENTAL IMPACTS Shareholder Against For OF OPERATIONS IN INDIA 08 SHAREOWNER PROPOSAL REGARDING AN INDEPENDENT Shareholder Against For DELEGATION OF INQUIRY TO COLOMBIA Thompson Plumb Growth Fund BP P.L.C. BP ANNUAL MEETING DATE: 04/20/2006 ISSUER: 055622104 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 01 TO RECEIVE THE DIRECTORS ANNUAL REPORT AND THE Management For For ACCOUNTS 02 TO APPROVE THE DIRECTORS REMUNERATION REPORT Management For For 03 DIRECTOR Management For DR D C ALLEN Management For For LORD BROWNE Management For For MR J H BRYAN Management For For MR A BURGMANS Management For For MR I C CONN Management For For MR E B DAVIS, JR Management For For MR D J FLINT Management For For DR B E GROTE Management For For DR A B HAYWARD Management For For DR D S JULIUS Management For For SIR TOM MCKILLOP Management For For MR J A MANZONI Management For For DR W E MASSEY Management For For SIR IAN PROSSER Management For For MR M H WILSON Management For For MR P D SUTHERLAND Management For For 04 TO RE-APPOINT ERNST & YOUNG LLP AS AUDITORS AND Management For For AUTHORIZE THE BOARD TO SET THEIR REMUNERATION 05 SPECIAL RESOLUTION: TO GIVE LIMITED AUTHORITY Management For For FOR THE PURCHASE OF ITS OWN SHARES BY THE COMPANY 06 TO GIVE AUTHORITY TO ALLOT SHARES UP TO A SPECIFIED Management For For AMOUNT 07 SPECIAL RESOLUTION: TO GIVE AUTHORITY TO ALLOT Management For For A LIMITED NUMBER OF SHARES FOR CASH WITHOUT MAKING AN OFFER TO SHAREHOLDERS CHEVRON CORPORATION CVX ANNUAL MEETING DATE: 04/26/2006 ISSUER: 166764100 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For S.H. ARMACOST Management For For L.F. DEILY Management For For R.E. DENHAM Management For For R.J. EATON Management For For S. GINN Management For For F.G. JENIFER Management For For S. NUNN Management For For D.J. O'REILLY Management For For D.B. RICE Management For For P.J. ROBERTSON Management For For C.R. SHOEMATE Management For For R.D. SUGAR Management For For C. WARE Management For For 02 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Management For For ACCOUNTING FIRM 03 AMEND COMPANY BY-LAWS TO INCLUDE PROPONENT Shareholder Against For REIMBURSEMENT 04 REPORT ON OIL & GAS DRILLING IN PROTECTED AREAS Shareholder Against For 05 REPORT ON POLITICAL CONTRIBUTIONS Shareholder Against For 06 ADOPT AN ANIMAL WELFARE POLICY Shareholder Against For 07 REPORT ON HUMAN RIGHTS Shareholder Against For 08 REPORT ON ECUADOR Shareholder Against For Thompson Plumb Growth Fund CLEAR CHANNEL COMMUNICATIONS, INC. CCU ANNUAL MEETING DATE: 04/26/2006 ISSUER: 184502102 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For ALAN D. FELD Management For For PERRY J. LEWIS Management For For L. LOWRY MAYS Management For For MARK P. MAYS Management For For RANDALL T. MAYS Management For For B.J. MCCOMBS Management For For PHYLLIS B. RIGGINS Management For For THEODORE H. STRAUSS Management For For J.C. WATTS Management For For JOHN H. WILLIAMS Management For For JOHN B. ZACHRY Management For For 02 RATIFICATION OF THE SELECTION OF ERNST & YOUNG Management For For LLP AS INDEPENDENT AUDITORS FOR THE YEAR ENDING DECEMBER 31, 2006. 03 APPROVAL AND ADOPTION OF THE SHAREHOLDER PROPOSAL Shareholder Against For REGARDING CORPORATE POLITICAL CONTRIBUTIONS. 04 APPROVAL AND ADOPTION OF THE SHAREHOLDER PROPOSAL Shareholder Against For REGARDING COMPENSATION COMMITTEE INDEPENDENCE. KOHL'S CORPORATION KSS ANNUAL MEETING DATE: 04/26/2006 ISSUER: 500255104 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For STEVEN A. BURD Management For For PETER M. SOMMERHAUSER Management For For JAY H. BAKER Management For For KEVIN MANSELL Management For For 02 RATIFY APPOINTMENT OF ERNST & YOUNG LLP AS Management For For INDEPENDENT AUDITORS. 03 COMPANY PROPOSAL TO AMEND THE COMPANY S ARTICLES Management For For OF INCORPORATION TO DECLASSIFY THE BOARD OF DIRECTORS. 04 SHAREHOLDER PROPOSAL REQUESTING THE BOARD OF Shareholder Against For DIRECTORS TO INITIATE THE APPROPRIATE PROCESS TO AMEND THE COMPANY S ARTICLES OF INCORPORATION TO PROVIDE THAT DIRECTOR NOMINEES SHALL BE ELECTED BY THE AFFIRMATIVE VOTE OF A MAJORITY OF VOTES CAST AT AN ANNUAL MEETING OF SHAREHOLDERS. THE BOARD OF DIRECTORS OPPOSES THIS PROPOSAL. THE MCGRAW-HILL COMPANIES, INC. MHP ANNUAL MEETING DATE: 04/26/2006 ISSUER: 580645109 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For JAMES H. ROSS Management For For KURT L. SCHMOKE Management For For SIDNEY TAUREL Management For For 02 RATIFICATION OF THE APPOINTMENT OF INDEPENDENT Management For For REGISTERED PUBLIC ACCOUNTING FIRM FOR 2006. Thompson Plumb Growth Fund CELESTICA INC. CLS ANNUAL MEETING DATE: 04/27/2006 ISSUER: 15101Q108 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For ROBERT L. CRANDALL Management For For WILLIAM ETHERINGTON Management For For RICHARD S. LOVE Management For For ANTHONY R. MELMAN Management For For GERALD W. SCHWARTZ Management For For CHARLES W. SZULUK Management For For DON TAPSCOTT Management For For 02 APPOINTMENT OF KPMG LLP AS AUDITOR AND AUTHORIZATION Management For For OF THE BOARD OF DIRECTORS OF CELESTICA INC. TO FIX THE REMUNERATION OF THE AUDITOR. PFIZER INC. PFE ANNUAL MEETING DATE: 04/27/2006 ISSUER: 717081103 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For MICHAEL S. BROWN Management For For M. ANTHONY BURNS Management For For ROBERT N. BURT Management For For W. DON CORNWELL Management For For WILLIAM H. GRAY III Management For For CONSTANCE J. HORNER Management For For WILLIAM R. HOWELL Management For For STANLEY O. IKENBERRY Management For For GEORGE A. LORCH Management For For HENRY A. MCKINNELL Management For For DANA G. MEAD Management For For RUTH J. SIMMONS Management For For WILLIAM C. STEERE, JR. Management For For 02 PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG LLP Management For For AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2006. 03 MANAGEMENT PROPOSAL TO AMEND COMPANY S RESTATED Management For For CERTIFICATE OF INCORPORATION TO ELIMINATE SUPERMAJORITY VOTE REQUIREMENTS AND FAIR PRICE PROVISION. 04 SHAREHOLDER PROPOSAL RELATING TO TERM LIMITS Shareholder Against For FOR DIRECTORS. 05 SHAREHOLDER PROPOSAL REQUESTING REPORTING ON Shareholder Against For PHARMACEUTICAL PRICE RESTRAINT. 06 SHAREHOLDER PROPOSAL RELATING TO CUMULATIVE VOTING. Shareholder Against For 07 SHAREHOLDER PROPOSAL REQUESTING SEPARATION OF Shareholder Against For ROLES OF CHAIRMAN AND CEO. 08 SHAREHOLDER PROPOSAL REQUESTING A REPORT ON POLITICAL Shareholder Against For CONTRIBUTIONS. 09 SHAREHOLDER PROPOSAL REQUESTING A REPORT ON THE Shareholder Against For FEASIBILITY OF AMENDING PFIZER S CORPORATE POLICY ON LABORATORY ANIMAL CARE AND USE. 10 SHAREHOLDER PROPOSAL REQUESTING JUSTIFICATION Shareholder Against For FOR FINANCIAL CONTRIBUTIONS WHICH ADVANCE ANIMAL-BASED TESTING METHODOLOGIES. Thompson Plumb Growth Fund PEPSICO, INC. PEP ANNUAL MEETING DATE: 05/03/2006 ISSUER: 713448108 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For J.F. AKERS Management For For R.E. ALLEN Management For For D. DUBLON Management For For V.J. DZAU Management For For R.L. HUNT Management For For A. IBARGUEN Management For For A.C. MARTINEZ Management For For I.K. NOOYI Management For For S.S REINEMUND Management For For S.P. ROCKEFELLER Management For For J.J. SCHIRO Management For For F.A. THOMAS Management For For C.M. TRUDELL Management For For D. VASELLA Management For For M.D. WHITE Management For For 02 APPROVAL OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS Management For For 03 SHAREHOLDER PROPOSAL - POLITICAL CONTRIBUTIONS Shareholder Against For (PROXY STATEMENT P. 23) 04 SHAREHOLDER PROPOSAL - CHARITABLE CONTRIBUTIONS Shareholder Against For (PROXY STATEMENT P. 24) THE ST. PAUL TRAVELERS COMPANIES, IN STA ANNUAL MEETING DATE: 05/03/2006 ISSUER: 792860108 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For JOHN H. DASBURG Management For For LESLIE B. DISHAROON Management For For JANET M. DOLAN Management For For KENNETH M. DUBERSTEIN Management For For JAY S. FISHMAN Management For For LAWRENCE G. GRAEV Management For For THOMAS R. HODGSON Management For For ROBERT I. LIPP Management For For BLYTHE J. MCGARVIE Management For For GLEN D. NELSON, MD Management For For LAURIE J. THOMSEN Management For For 02 PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP Management For For AS ST. PAUL TRAVELERS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2006. 03 SHAREHOLDER PROPOSAL RELATING TO THE VOTE REQUIRED Shareholder Against For TO ELECT DIRECTORS. 04 SHAREHOLDER PROPOSAL RELATING TO POLITICAL Shareholder Against For CONTRIBUTIONS. Thompson Plumb Growth Fund COLGATE-PALMOLIVE COMPANY CL ANNUAL MEETING DATE: 05/04/2006 ISSUER: 194162103 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For J.T. CAHILL Management For For J.K. CONWAY Management For For E.M. HANCOCK Management For For D.W. JOHNSON Management For For R.J. KOGAN Management For For D.E. LEWIS Management For For R. MARK Management For For J.P. REINHARD Management For For H.B. WENTZ, JR. Management For For 02 RATIFY SELECTION OF PRICEWATERHOUSECOOPERS LLP Management For For AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 03 APPROVAL OF THE COMPANY S 2007 STOCK PLAN FOR Management For For NON-EMPLOYEE DIRECTORS 04 STOCKHOLDER PROPOSAL ON INDEPENDENT CHAIRMAN Shareholder Against For 05 STOCKHOLDER PROPOSAL ON EXECUTIVE COMPENSATION Shareholder Against For IMS HEALTH INCORPORATED RX ANNUAL MEETING DATE: 05/05/2006 ISSUER: 449934108 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For JOHN P. IMLAY, JR. Management For For ROBERT J. KAMERSCHEN Management For For H. EUGENE LOCKHART Management For For 02 RATIFICATION OF THE APPOINTMENT OF Management For For PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2006. 03 AMENDMENT AND RESTATEMENT OF THE 1998 IMS HEALTH Management For For INCORPORATED EMPLOYEES STOCK INCENTIVE PLAN TO (I) INCREASE THE NUMBER OF SHARES RESERVED FOR ISSUANCE, (II) PROVIDE THAT SHARES CAN BE USED FOR ALL TYPES OF AWARDS, (III) EXTEND THE TERMINATION DATE OF THE PLAN, AND (IV) CONFORM THE PLAN TO NEW SECTION 409A OF THE INTERNAL REVENUE CODE, AS FULLY DESCRIBED IN THE STATEMENT. 04 APPROVAL OF THE SHAREHOLDER PROPOSAL RELATING Shareholder Against For TO SHAREHOLDER RIGHTS PLANS. BERKSHIRE HATHAWAY INC. BRKA ANNUAL MEETING DATE: 05/08/2006 ISSUER: 084670207 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For WARREN E. BUFFETT Management For For CHARLES T. MUNGER Management For For HOWARD G. BUFFETT Management For For MALCOLM G. CHACE Management For For WILLIAM H. GATES III Management For For DAVID S. GOTTESMAN Management For For CHARLOTTE GUYMAN Management For For DONALD R. KEOUGH Management For For THOMAS S. MURPHY Management For For RONALD L. OLSON Management For For WALTER SCOTT, JR. Management For For Thompson Plumb Growth Fund CINCINNATI FINANCIAL CORPORATION CINF ANNUAL MEETING DATE: 05/08/2006 ISSUER: 172062101 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For WILLIAM F. BAHL, CFA Management For For JAMES E. BENOSKI Management For For GRETCHEN W. PRICE Management For For JOHN J. SCHIFF, JR. Management For For E. ANTHONY WOODS Management For For 02 RATIFYING THE SELECTION OF DELOITTE & TOUCHE Management For For LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2006. 03 APPROVAL OF THE CINCINNATI FINANCIAL CORPORATION Management For For INCENTIVE COMPENSATION PLAN. 04 APPROVAL OF THE CINCINNATI FINANCIAL CORPORATION Management For For 2006 STOCK COMPENSATION PLAN. AMGEN INC. AMGN ANNUAL MEETING DATE: 05/10/2006 ISSUER: 031162100 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For MR. FREDERICK W. GLUCK Management For For ADM. J. PAUL REASON Management For For DR. DONALD B. RICE Management For For MR. LEONARD D SCHAEFFER Management For For 02 TO RATIFY THE SELECTION OF ERNST & YOUNG LLP Management For For AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE YEAR ENDING DECEMBER 31, 2006. 3A STOCKHOLDER PROPOSAL #1 (STOCK RETENTION GUIDELINES). Shareholder Against For 3B STOCKHOLDER PROPOSAL #2 (EXECUTIVE COMPENSATION). Shareholder Against For 3C STOCKHOLDER PROPOSAL #3 (SHAREHOLDER RIGHTS PLANS). Shareholder Against For 3D STOCKHOLDER PROPOSAL #4 (ANIMAL WELFARE POLICY). Shareholder Against For 3E STOCKHOLDER PROPOSAL #5 (MAJORITY ELECTIONS). Shareholder Against For 3F STOCKHOLDER PROPOSAL #6 (CORPORATE POLITICAL Shareholder Against Against CONTRIBUTIONS). FIRST DATA CORPORATION FDC ANNUAL MEETING DATE: 05/10/2006 ISSUER: 319963104 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For DANIEL P. BURNHAM Management For For JACK M. GREENBERG Management For For COURTNEY F. JONES Management For For CHARLES T. RUSSELL Management For For 02 THE RATIFICATION OF THE ELECTION OF DAVID A. Management For For COULTER AS A DIRECTOR. 03 THE RATIFICATION OF THE ELECTION OF HENRY C. Management For For DUQUES AS A DIRECTOR. 04 THE RATIFICATION OF THE ELECTION OF PETER B. Management For For ELLWOOD AS A DIRECTOR. 05 THE RATIFICATION OF THE SELECTION OF ERNST & Management For For YOUNG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE COMPANY FOR 2006. Thompson Plumb Growth Fund AMERICAN INTERNATIONAL GROUP, INC. AIG ANNUAL MEETING DATE: 05/17/2006 ISSUER: 026874107 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For PEI-YUAN CHIA Management For For MARSHALL A. COHEN Management For For MARTIN S. FELDSTEIN Management For For ELLEN V. FUTTER Management For For STEPHEN L. HAMMERMAN Management For For RICHARD C. HOLBROOKE Management For For FRED H. LANGHAMMER Management For For GEORGE L. MILES, JR. Management For For MORRIS W. OFFIT Management For For JAMES F. ORR III Management For For MARTIN J. SULLIVAN Management For For MICHAEL H. SUTTON Management For For EDMUND S.W. TSE Management For For ROBERT B. WILLUMSTAD Management For For FRANK G. ZARB Management For For 02 RATIFICATION OF THE SELECTION OF Management For For PRICEWATERHOUSECOOPERS LLP AS AIG S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2006. 03 ADOPTION OF AN EXECUTIVE INCENTIVE PLAN. Management For For INTEL CORPORATION INTC ANNUAL MEETING DATE: 05/17/2006 ISSUER: 458140100 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ----------------------------------------------------- ---------- ------- -------------- 1A ELECTION OF DIRECTOR: CRAIG R. BARRETT Management For For 1B ELECTION OF DIRECTOR: CHARLENE BARSHEFSKY Management For For 1C ELECTION OF DIRECTOR: E. JOHN P. BROWNE Management For For 1D ELECTION OF DIRECTOR: D. JAMES GUZY Management For For 1E ELECTION OF DIRECTOR: REED E. HUNDT Management For For 1F ELECTION OF DIRECTOR: PAUL S. OTELLINI Management For For 1G ELECTION OF DIRECTOR: JAMES D. PLUMMER Management For For 1H ELECTION OF DIRECTOR: DAVID S. POTTRUCK Management For For 1I ELECTION OF DIRECTOR: JANE E. SHAW Management For For 1J ELECTION OF DIRECTOR: JOHN L. THORNTON Management For For 1K ELECTION OF DIRECTOR: DAVID B. YOFFIE Management For For 02 AMENDMENT OF THE SECOND RESTATED CERTIFICATE Management For For OF INCORPORATION (CERTIFICATE OF INCORPORATION) TO REPEAL ARTICLE 10 (THE FAIR PRICE PROVISION) 03 AMENDMENT OF THE CERTIFICATE OF INCORPORATION Management For For TO REPEAL ARTICLE 7 AND ARTICLE 12 (THE SUPERMAJORITY VOTE PROVISIONS) 04 RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG Management For For LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE CURRENT YEAR 05 APPROVAL OF THE 2006 EQUITY INCENTIVE PLAN Management For For 06 APPROVAL OF THE 2006 STOCK PURCHASE PLAN Management For For Thompson Plumb Growth Fund AMSURG CORP. AMSG ANNUAL MEETING DATE: 05/18/2006 ISSUER: 03232P405 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ------------------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For THOMAS G. CIGARRAN Management For For DEBORA A. GUTHRIE Management For For BERGEIN F. OVERHOLT, MD Management For For 02 APPROVAL OF THE AMSURG CORP. 2006 STOCK INCENTIVE Management For For PLAN 03 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2006 HENRY SCHEIN, INC. HSIC ANNUAL MEETING DATE: 05/18/2006 ISSUER: 806407102 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ------------------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For STANLEY M. BERGMAN Management For For GERALD A. BENJAMIN Management For For JAMES P. BRESLAWSKI Management For For MARK E. MLOTEK Management For For STEVEN PALADINO Management For For BARRY J. ALPERIN Management For For PAUL BRONS Management For For DR. MARGARET A. HAMBURG Management For For DONALD J. KABAT Management For For PHILIP A. LASKAWY Management For For NORMAN S. MATTHEWS Management For For MARVIN H. SCHEIN Management For For DR. LOUIS W. SULLIVAN Management For For 02 PROPOSAL TO RATIFY THE SELECTION OF BDO SEIDMAN, Management For For LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 30, 2006. TIME WARNER INC. TWX ANNUAL MEETING DATE: 05/19/2006 ISSUER: 887317105 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ------------------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For JAMES L. BARKSDALE Management For For STEPHEN F. BOLLENBACH Management For For FRANK J. CAUFIELD Management For For ROBERT C. CLARK Management For For JESSICA P. EINHORN Management For For REUBEN MARK Management For For MICHAEL A. MILES Management For For KENNETH J. NOVACK Management For For RICHARD D. PARSONS Management For For FRANCIS T. VINCENT, JR. Management For For DEBORAH C. WRIGHT Management For For 02 RATIFICATION OF AUDITORS. Management For For 03 APPROVAL OF TIME WARNER INC. 2006 STOCK INCENTIVE Management For For PLAN. 04 STOCKHOLDER PROPOSAL REGARDING SIMPLE MAJORITY Shareholder Against For VOTE. 05 STOCKHOLDER PROPOSAL REGARDING SEPARATION OF Shareholder Against For ROLES OF CHAIRMAN AND CEO. 06 STOCKHOLDER PROPOSAL REGARDING CODE OF VENDOR Shareholder Against For CONDUCT. Thompson Plumb Growth Fund KINETIC CONCEPTS, INC. KCI ANNUAL MEETING DATE: 05/23/2006 ISSUER: 49460W208 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ------------------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For WOODRIN GROSSMAN* Management For For N.COLIN LIND** Management For For C. THOMAS SMITH** Management For For DONALD E. STEEN** Management For For 02 TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Management For For AS INDEPENDENT AUDITORS OF THE COMPANY FOR THE FISCAL YEAR ENDING DECEMBER 31, 2006. FISERV, INC. FISV ANNUAL MEETING DATE: 05/24/2006 ISSUER: 337738108 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ------------------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For D.P. KEARNEY * Management For For J.W. YABUKI * Management For For L.W. SEIDMAN ** Management For For 02 RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE Management For For LLP AS THE REGISTERED INDEPENDENT PUBLIC ACCOUNTING FIRM OF FISERV, INC. FOR 2006. 03 SHAREHOLDER PROPOSAL REGARDING THE VOTE STANDARD Shareholder Against For FOR DIRECTOR ELECTION. Thompson Plumb Growth Fund EXXON MOBIL CORPORATION XOM ANNUAL MEETING DATE: 05/31/2006 ISSUER: 30231G102 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ------------------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For M.J. BOSKIN Management For For W.W. GEORGE Management For For J.R. HOUGHTON Management For For W.R. HOWELL Management For For R.C. KING Management For For P.E. LIPPINCOTT Management For For H.A. MCKINNELL, JR. Management For For M.C. NELSON Management For For S.J. PALMISANO Management For For W.V. SHIPLEY Management For For J.S. SIMON Management For For R.W. TILLERSON Management For For 02 RATIFICATION OF INDEPENDENT AUDITORS (PAGE 32) Management For For 03 CUMULATIVE VOTING (PAGE 34) Shareholder Against For 04 MAJORITY VOTE (PAGE 35) Shareholder Against For 05 INDUSTRY EXPERIENCE (PAGE 37) Shareholder Against For 06 DIRECTOR QUALIFICATIONS (PAGE 38) Shareholder Against For 07 DIRECTOR COMPENSATION (PAGE 40) Shareholder Against For 08 BOARD CHAIRMAN AND CEO (PAGE 41) Shareholder Against For 09 EXECUTIVE COMPENSATION REPORT (PAGE 43) Shareholder Against For 10 EXECUTIVE COMPENSATION CRITERIA (PAGE 45) Shareholder Against For 11 POLITICAL CONTRIBUTIONS REPORT (PAGE 47) Shareholder Against For 12 CORPORATE SPONSORSHIPS REPORT (PAGE 49) Shareholder Against For 13 AMENDMENT OF EEO POLICY (PAGE 50) Shareholder Against For 14 BIODIVERSITY IMPACT REPORT (PAGE 52) Shareholder Against For 15 COMMUNITY ENVIRONMENTAL IMPACT (PAGE 53) Shareholder Against For Thompson Plumb Growth Fund WAL-MART STORES, INC. WMT ANNUAL MEETING DATE: 06/02/2006 ISSUER: 931142103 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ------------------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For AIDA M. ALVAREZ Management For For JAMES W. BREYER Management For For M. MICHELE BURNS Management For For JAMES I. CASH, JR. Management For For DOUGLAS N. DAFT Management For For DAVID D. GLASS Management For For ROLAND A. HERNANDEZ Management For For H. LEE SCOTT, JR. Management For For JACK C. SHEWMAKER Management For For JIM C. WALTON Management For For S. ROBSON WALTON Management For For CHRISTOPHER J. WILLIAMS Management For For LINDA S. WOLF Management For For 02 RATIFICATION OF INDEPENDENT ACCOUNTANTS. Management For For 03 A SHAREHOLDER PROPOSAL REGARDING HUMANE POULTRY Shareholder Against For SLAUGHTER 04 A SHAREHOLDER PROPOSAL REGARDING A POLITICAL Shareholder Against For CONTRIBUTIONS REPORT 05 A SHAREHOLDER PROPOSAL REGARDING A DIRECTOR ELECTION Shareholder Against For MAJORITY VOTE STANDARD 06 A SHAREHOLDER PROPOSAL REGARDING A SUSTAINABILITY Shareholder Against For REPORT 07 A SHAREHOLDER PROPOSAL REGARDING COMPENSATION Shareholder Against For DISPARITY 08 A SHAREHOLDER PROPOSAL REGARDING AN EQUITY COMPENSATION Shareholder Against For GLASS CEILING REPORT BLYTH, INC. BTH ANNUAL MEETING DATE: 06/07/2006 ISSUER: 09643P108 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ------------------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For PAMELA M. GOERGEN Management For For ROGER A. ANDERSON Management For For CAROL J. HOCHMAN Management For For 02 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For TOUCHE LLP AS INDEPENDENT AUDITORS. CLARIENT INC. CLRT ANNUAL MEETING DATE: 06/07/2006 ISSUER: 180489106 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ------------------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For RONALD A. ANDREWS Management For For PETER J. BONI Management For For JAMES A. DATIN Management For For STEVEN J. FEDER Management For For G. STEVE HAMM Management For For IRWIN SCHER, M.D. Management For For FRANK P. SLATTERY, JR. Management For For JON R. WAMPLER Management For For Thompson Plumb Growth Fund EBAY INC. EBAY ANNUAL MEETING DATE: 06/13/2006 ISSUER: 278642103 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ------------------------------------------------------------- ---------- ------- -------------- 01 DIRECTOR Management For WILLIAM C. FORD, JR. Management For For DAWN G. LEPORE Management For For PIERRE M. OMIDYAR Management For For R.T. SCHLOSBERG, III Management For For 02 TO APPROVE AN AMENDMENT TO OUR 2001 EQUITY INCENTIVE Management For For PLAN TO INCREASE BY 30,000,000 THE NUMBER OF SHARES OF COMMON STOCK THAT MAY BE ISSUED UNDER OUR 2001 EQUITY INCENTIVE PLAN. 03 TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS Management For For LLP AS OUR INDEPENDENT AUDITORS FOR OUR FISCAL YEAR ENDING DECEMBER 31, 2006. BED BATH & BEYOND INC. BBBY ANNUAL MEETING DATE: 06/29/2006 ISSUER: 075896100 ISIN: SEDOL: Proposal Proposal Vote For or Against Number Proposal Type Cast Management - -------- ------------------------------------------------------------- ----------- ------- -------------- 01 DIRECTOR Management For STEVEN H. TEMARES Management For For KLAUS EPPLER Management For For FRAN STOLLER Management For For 02 RATIFICATION OF THE APPOINTMENT OF KPMG LLP. Management For For 03 SHAREHOLDER PROPOSAL; BOARD DIVERSITY REPORT. Shareholder Against For 04 SHAREHOLDER PROPOSAL; FOREIGN WORKPLACE MONITORING. Shareholder Against For 05 SHAREHOLDER PROPOSAL; ENERGY EFFICIENCY REPORT. Shareholder Against For 06 AMEND CERTIFICATE OF INCORPORATION; REGARDING Management For For ELECTION OF DIRECTORS. 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. THOMPSON PLUMB FUNDS, INC. By: /s/ John W. Thompson ------------------------------ John W. Thompson, Chairman and Chief Executive Officer Date: August 18, 2006