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 811-21682
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BB&T Variable Insurance Funds
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(Exact name of registrant as specified in charter)
434 Fayetteville Street Mall, 5th Floor
Raleigh, NC 27601-0575
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(Address of principal executive offices) (Zip code)
Keith F. Karlawish, President
BB&T Variable Insurance Funds
434 Fayetteville Street Mall, 5th Floor
Raleigh, NC 27601-0575
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(Name and address of agent for service)
Registrant's telephone number, including area code: 800-228-1872
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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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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, 100 F Street, NE, Washington, DC
20549. The OMB has reviewed this collection of information under the clearance
requirements of 44 U.S.C. Section 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2007 TO JUNE 30, 2008
======================= BB&T CAPITAL MANAGER EQUITY VIF ========================
BB&T MUTUAL FUNDS
Ticker: BBTIX Security ID: 05527P743
Meeting Date: JUL 25, 2007 Meeting Type: Special
Record Date: JUN 4, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Subadvisory Agreement For For Management
2 Other Business For Against Management
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BB&T MUTUAL FUNDS
Ticker: BBTIX Security ID: 05527P743
Meeting Date: JUN 11, 2008 Meeting Type: Special
Record Date: APR 4, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Sub-advisory Agreement For For Management
============================== BB&T LARGE CAP VIF ==============================
ALCOA INC.
Ticker: AA Security ID: 013817101
Meeting Date: MAY 8, 2008 Meeting Type: Annual
Record Date: FEB 11, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Joseph T. Gorman For For Management
1.2 Elect Director Klaus Kleinfeld For For Management
1.3 Elect Director James W. Owens For For Management
1.4 Elect Director Ratan N. Tata For For Management
2 Ratify Auditor For For Management
3 Report on Global Warming 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 For Shareholder
to Water Use
16 Report on Political Contributions Against For 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 Against 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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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 For 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 For Shareholder
7 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
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CISCO SYSTEMS, INC.
Ticker: CSCO Security ID: 17275R102
Meeting Date: NOV 15, 2007 Meeting Type: Annual
Record Date: SEP 17, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Carol A. Bartz For For Management
2 Elect Director M. Michele Burns For For Management
3 Elect Director Michael D. Capellas For For Management
4 Elect Director Larry R. Carter For For Management
5 Elect Director John T. Chambers For For Management
6 Elect Director Brian L. Halla For For Management
7 Elect Director Dr. John L. Hennessy For For Management
8 Elect Director Richard M. Kovacevich For For Management
9 Elect Director Roderick C. McGeary For For Management
10 Elect Director Michael K. Powell For For Management
11 Elect Director Steven M. West For For Management
12 Elect Director Jerry Yang For For Management
13 Amend Omnibus Stock Plan For For Management
14 Approve Executive Incentive Bonus Plan For For Management
15 Ratify Auditors For For Management
16 Amend Bylaws to Establish a Board Against Against Shareholder
Committee on Human Rights
17 Pay For Superior Performance Against For Shareholder
18 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
19 Report on Internet Fragmentation Against For Shareholder
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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 Against Management
3 Elect Director Sir Winfried Bischoff For For Management
4 Elect Director Kenneth T. Derr For Against 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 Against Management
9 Elect Director Vikram Pandit For For Management
10 Elect Director Richard D. Parsons For Against 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 For 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 For 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 For Shareholder
Officers' Compensation
26 Indicate If You Would Like to Keep Your None For Management
Vote Confidential Under Current Policy
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COMCAST CORP.
Ticker: CMCSA Security ID: 20030N101
Meeting Date: MAY 14, 2008 Meeting Type: Annual
Record Date: MAR 6, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director S. Decker Anstrom For For Management
1.2 Elect Director Kenneth J. Bacon For For Management
1.3 Elect Director Sheldon M. Bonovitz For For Management
1.4 Elect Director Edward D. Breen For For Management
1.5 Elect Director Julian A. Brodsky For For Management
1.6 Elect Director Joseph J. Collins For For Management
1.7 Elect Director J. Michael Cook For For Management
1.8 Elect Director Gerald L. Hassell For For Management
1.9 Elect Director Jeffrey A. Honickman For For Management
1.10 Elect Director Brian L. Roberts For For Management
1.11 Elect Director Ralph J. Roberts For For Management
1.12 Elect Director Dr. Judith Rodin For For Management
1.13 Elect Director Michael I. Sovern For For Management
2 Ratify Auditors For For Management
3 Amend Restricted Stock Plan For For Management
4 Amend Stock Option Plan For For Management
5 Adopt Recapitalization Plan Against For Shareholder
6 Increase Disclosure of Executive Against Against Shareholder
Compensation
7 Require More Director Nominations Than Against Against Shareholder
Open Seats
8 Report on Pay Disparity Against Against Shareholder
9 Provide for Cumulative Voting for Class A Against For Shareholder
Shareholders
10 Adopt Principles for Health Care Reform Against Against Shareholder
11 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
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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 For Shareholder
Officers' Compensation
9 Report on Political Contributions Against For Shareholder
10 Adopt Greenhouse Gas Emissions Goals for Against For Shareholder
Products and Operations
11 Report on Community Environmental Impacts Against Against Shareholder
of Operations
12 Report on Environmental Damage from Against For Shareholder
Drilling in the National Petroleum
Reserve
13 Report on Environmental Impact of Oil Against For Shareholder
Sands Operations in Canada
14 Report on Global Warming Against Against Shareholder
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DELL INC.
Ticker: DELL Security ID: 24702R101
Meeting Date: DEC 4, 2007 Meeting Type: Annual
Record Date: OCT 26, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Donald J. Carty For For Management
1.2 Elect Director Michael S. Dell For For Management
1.3 Elect Director William H. Gray, III For For Management
1.4 Elect Director Sallie L. Krawcheck For For Management
1.5 Elect Director Alan (A.G.) Lafley For For Management
1.6 Elect Director Judy C. Lewent For For Management
1.7 Elect Director Klaus S. Luft For For Management
1.8 Elect Director Thomas W. Luce, III For For Management
1.9 Elect Director Alex J. Mandl For For Management
1.10 Elect Director Michael A. Miles For For Management
1.11 Elect Director Samuel A. Nunn, Jr. For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Stock Retention/Holding Period Against For Shareholder
5 Declaration of Dividend Against Against Shareholder
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EBAY INC.
Ticker: EBAY Security ID: 278642103
Meeting Date: JUN 19, 2008 Meeting Type: Annual
Record Date: APR 21, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Fred D. Anderson For For Management
2 Elect Director Edward W. Barnholt For For Management
3 Elect Director Scott D. Cook For For Management
4 Elect Director John J. Donahoe For For Management
5 Approve Omnibus Stock Plan For For Management
6 Ratify Auditors For For Management
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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
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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 For Shareholder
6 Approve Distribution Policy Against Against Shareholder
7 Advisory Vote to Ratify Named Executive Against For 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 For Shareholder
12 Amend EEO Policy to Prohibit Against For 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 For 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 For Shareholder
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FEDERATED FUNDS
Ticker: FSHIX Security ID: 60934N500
Meeting Date: MAR 18, 2008 Meeting Type: Special
Record Date: JAN 18, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Nicholas P Constantakis For For Management
1.2 Elect Director J. Christopher Donahue For For Management
1.3 Elect Director R. James Nicholson For For Management
1.4 Elect Director Thomas M. O'Neill For For Management
1.5 Elect Director James F. Will For For Management
2 Other Business For Against Management
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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 Against 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 For Shareholder
19 Require Independent Board Chairman Against For Shareholder
20 Claw-back of Payments under Restatements Against Against Shareholder
21 Adopt Policy on Overboarded Directors Against For 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 For Shareholder
Officers' Compensation
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HOME DEPOT, INC.
Ticker: HD Security ID: 437076102
Meeting Date: MAY 22, 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 David H. Batchelder For For Management
3 Elect Director Francis S. Blake For For Management
4 Elect Director Ari Bousbib For For Management
5 Elect Director Gregory D. Brenneman For For Management
6 Elect Director Albert P. Carey For For Management
7 Elect Director Armando Codina For For Management
8 Elect Director Brian C. Cornell For For Management
9 Elect Director Bonnie G. Hill For For Management
10 Elect Director Karen L. Katen For For Management
11 Ratify Auditors For For Management
12 Amend Executive Incentive Bonus Plan For For Management
13 Amend Qualified Employee Stock Purchase For For Management
Plan
14 Affirm Political Nonpartisanship Against Against Shareholder
15 Amend Articles/Bylaws/Charter -- Call Against For Shareholder
Special Meetings
16 Report on Employment Diversity Against For Shareholder
17 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
18 Pay For Superior Performance Against For Shareholder
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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
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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 Withhold Management
1.4 Elect Director Arnold G. Langbo For Withhold 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 Withhold Management
1.8 Elect Director Christine A. Poon For For Management
1.9 Elect Director Charles Prince For Withhold 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 For Shareholder
Officers' Compensation
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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 Against 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 For Shareholder
18 Require Independent Board Chairman Against Against Shareholder
19 Advisory Vote to Ratify Named Executive Against For 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
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KB HOME
Ticker: KBH Security ID: 48666K109
Meeting Date: APR 3, 2008 Meeting Type: Annual
Record Date: FEB 14, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Stephen F. Bollenbach For For Management
2 Elect Director Timothy W. Finchem For Against Management
3 Elect Director J. Terrence Lanni For Against Management
4 Ratify Auditors For For Management
5 Pay For Superior Performance Against For Shareholder
6 Restrict Severance Agreements Against For Shareholder
(Change-in-Control)
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KRAFT FOODS INC
Ticker: KFT Security ID: 50075N104
Meeting Date: MAY 13, 2008 Meeting Type: Annual
Record Date: MAR 10, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ajay Banga For For Management
1.2 Elect Director Jan Bennink For For Management
1.3 Elect Director Myra M. Hart For For Management
1.4 Elect Director Lois D. Juliber For For Management
1.5 Elect Director Mark D. Ketchum For For Management
1.6 Elect Director Richard A. Lerner For For Management
1.7 Elect Director John C. Pope For For Management
1.8 Elect Director Fredric G. Reynolds For For Management
1.9 Elect Director Irene B. Rosenfeld For For Management
1.10 Elect Director Mary L. Schapiro For For Management
1.11 Elect Director Deborah C. Wright For For Management
1.12 Elect Director Frank G. Zarb For For Management
2 Ratify Auditors For For Management
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MEDTRONIC, INC.
Ticker: MDT Security ID: 585055106
Meeting Date: AUG 23, 2007 Meeting Type: Annual
Record Date: JUN 25, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director David L. Calhoun For For Management
1.2 Elect Director Arthur D. Collins, Jr. For For Management
1.3 Elect Director James T. Lenehan For For Management
1.4 Elect Director Kendall J. Powell For For Management
2 Ratify Auditors For For Management
3 Declassify the Board of Directors For For Management
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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 For Shareholder
Officers' Compensation
17 Amend Articles/Bylaws/Charter -- Call Against For Shareholder
Special Meetings
18 Adopt a bylaw to Require an Independent Against For Shareholder
Lead Director
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MGIC INVESTMENT CORP.
Ticker: MTG Security ID: 552848103
Meeting Date: MAY 15, 2008 Meeting Type: Annual
Record Date: MAR 14, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director David S. Engelman For For Management
1.2 Elect Director Kenneth M. Jastrow, II For For Management
1.3 Elect Director Daniel P. Kearney For For Management
1.4 Elect Director Donald T. Nicolaisen For For Management
2 Amend Omnibus Stock Plan For For Management
3 Amend Executive Incentive Bonus Plan For For Management
4 Ratify Auditors For For Management
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MGIC INVESTMENT CORP.
Ticker: MTG Security ID: 552848103
Meeting Date: JUN 27, 2008 Meeting Type: Special
Record Date: MAY 8, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Issuance of Convertible For For Management
Debentures
2 Increase Authorized Common Stock For For Management
3 Adopt Majority Voting for Uncontested For For Management
Election of Directors
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MICROSOFT CORP.
Ticker: MSFT Security ID: 594918104
Meeting Date: NOV 13, 2007 Meeting Type: Annual
Record Date: SEP 7, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director William H. Gates, III For For Management
2 Elect Director Steven A. Ballmer For For Management
3 Elect Director James I. Cash, Jr. For For Management
4 Elect Director Dina Dublon For For Management
5 Elect Director Raymond V. Gilmartin For For Management
6 Elect Director Reed Hastings For For Management
7 Elect Director David F. Marquardt For For Management
8 Elect Director Charles H. Noski For For Management
9 Elect Director Helmut Panke For For Management
10 Elect Director Jon A. Shirley For For Management
11 Ratify Auditors For For Management
12 Adopt Policies to Protect Freedom of Against Against Shareholder
Access to the Internet
13 Amend Bylaws to Establish a Board Against Against Shareholder
Committee on Human Rights
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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 For Shareholder
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
PROGRESSIVE CORP., THE
Ticker: PGR Security ID: 743315103
Meeting Date: APR 18, 2008 Meeting Type: Annual
Record Date: FEB 19, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Charles A. Davis For For Management
1.2 Elect Director Bernadine P. Healy, M.D For For Management
1.3 Elect Director Jeffrey D. Kelly For For Management
1.4 Elect Director Abby F. Kohnstamm For For Management
2 Adopt Majority Voting for Uncontested For For Management
Election of Directors
3 Amend Code of Regulations to Modify For For Management
Definition of Director's Term of Office
4 Approve Increase in Size of Board For For Management
5 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
QUALCOMM INC.
Ticker: QCOM Security ID: 747525103
Meeting Date: MAR 11, 2008 Meeting Type: Annual
Record Date: JAN 14, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Barbara T. Alexander For For Management
1.2 Elect Director Donald G. Cruickshank For For Management
1.3 Elect Director Raymond V. Dittamore For For Management
1.4 Elect Director Irwin Mark Jacobs For For Management
1.5 Elect Director Paul E. Jacobs For For Management
1.6 Elect Director Robert E. Kahn For For Management
1.7 Elect Director Sherry Lansing For For Management
1.8 Elect Director Duane A. Nelles For Withhold Management
1.9 Elect Director Marc I. Stern For For Management
1.10 Elect Director Brent Scowcroft For For Management
2 Amend Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
TARGET CORPORATION
Ticker: TGT Security ID: 87612E106
Meeting Date: MAY 22, 2008 Meeting Type: Annual
Record Date: MAR 24, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Roxanne S. Austin For For Management
2 Elect Director James A. Johnson For For Management
3 Elect Director Mary E. Minnick For For Management
4 Elect Director Derica W. Rice For For Management
5 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
TIFFANY & CO.
Ticker: TIF Security ID: 886547108
Meeting Date: MAY 15, 2008 Meeting Type: Annual
Record Date: MAR 20, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Michael J. Kowalski For For Management
2 Elect Director Rose Marie Bravo For For Management
3 Elect Director Gary E. Costley For For Management
4 Elect Director Lawrence K. Fish For For Management
5 Elect Director Abby F. Kohnstamm For For Management
6 Elect Director Charles K. Marquis For For Management
7 Elect Director Peter W. May For For Management
8 Elect Director J. Thomas Presby For For Management
9 Elect Director William A. Shutzer For For Management
10 Ratify Auditors For For Management
11 Approve Non-Employee Director Omnibus For For Management
Stock Plan
- --------------------------------------------------------------------------------
USG CORP.
Ticker: USG Security ID: 903293405
Meeting Date: MAY 14, 2008 Meeting Type: Annual
Record Date: MAR 17, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert L. Barnett For For Management
1.2 Elect Director Valerie B. Jarrett For For Management
1.3 Elect Director Marvin E. Lesser For For Management
1.4 Elect Director James S. Metcalf 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 For 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 For Shareholder
Officers' Compensation
23 Report on Political Contributions Against For 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
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
WELLS FARGO AND COMPANY
Ticker: WFC Security ID: 949746101
Meeting Date: APR 29, 2008 Meeting Type: Annual
Record Date: FEB 29, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director John S. Chen For For Management
2 Elect Director Lloyd H. Dean For For Management
3 Elect Director Susan E. Engel For For Management
4 Elect Director Enrique Hernandez, Jr. For For Management
5 Elect Director Robert L. Joss For For Management
6 Elect Director Richard M. Kovacevich For For Management
7 Elect Director Richard D. McCormick For For Management
8 Elect Director Cynthia H. Milligan For Against Management
9 Elect Director Nicholas G. Moore For For Management
10 Elect Director Philip J. Quigley For Against Management
11 Elect Director Donald B. Rice For Against Management
12 Elect Director Judith M. Runstad For For Management
13 Elect Director Stephen W. Sanger For For Management
14 Elect Director John G. Stumpf For For Management
15 Elect Director Susan G. Swenson For For Management
16 Elect Director Michael W. Wright For Against Management
17 Ratify Auditors For For Management
18 Amend Executive Incentive Bonus Plan For For Management
19 Amend Omnibus Stock Plan For For Management
20 Require Independent Board Chairman Against For Shareholder
21 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
22 Pay For Superior Performance Against For Shareholder
23 Report on Human Rights Investment Against Against Shareholder
Policies
24 Adopt EEO Policy Without Reference to Against Against Shareholder
Sexual Orientation
25 Report on Racial and Ethnic Disparities Against Against Shareholder
in Loan Pricing
=========================== BB&T MID CAP GROWTH VIF ============================
ABB LTD.
Ticker: ABB Security ID: 000375204
Meeting Date: MAY 8, 2008 Meeting Type: Annual
Record Date: MAR 31, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 APPROVAL OF THE ANNUAL REPORT, THE For For Management
CONSOLIDATED FINANCIAL STATEMENTS AND THE
ANNUAL FINANCIAL STATEMENTS FOR 2007.
2 APPROVAL OF THE DISCHARGE OF THE BOARD OF For For Management
DIRECTORS AND THE PERSONS ENTRUSTED WITH
MANAGEMENT.
3 APPROVAL OF APPROPRIATION OF AVAILABLE For For Management
EARNINGS AND RELEASE OF LEGAL RESERVES.
4 APPROVAL OF THE CREATION OF ADDITIONAL For For Management
CONTINGENT SHARE CAPITAL.
5 APPROVAL OF THE CAPITAL REDUCTION THROUGH For For Management
NOMINAL VALUE REPAYMENT.
6 APPROVAL OF THE AMENDMENT TO THE ARTICLES For For Management
OF INCORPORATION RELATED TO THE CAPITAL
REDUCTION.
7 APPROVAL OF THE GENERAL AMENDMENTS TO THE For For Management
ARTICLES OF INCORPORATION: AMENDMENT TO
ARTICLE 8 PARA. 1 OF THE ARTICLES OF
INCORPORATION.
8 APPROVAL OF THE GENERAL AMENDMENTS TO THE For For Management
ARTICLES OF INCORPORATION: AMENDMENT TO
ARTICLE 19(I) OF THE ARTICLES OF
INCORPORATION.
9 APPROVAL OF THE GENERAL AMENDMENTS TO THE For For Management
ARTICLES OF INCORPORATION: AMENDMENT TO
ARTICLE 20 OF THE ARTICLES OF
INCORPORATION.
10 APPROVAL OF THE GENERAL AMENDMENTS TO THE For For Management
ARTICLES OF INCORPORATION: AMENDMENT TO
ARTICLE 22 PARA. 1 OF THE ARTICLES OF
INCORPORATION.
11 APPROVAL OF THE GENERAL AMENDMENTS TO THE For For Management
ARTICLES OF INCORPORATION: AMENDMENT TO
ARTICLE 28 OF THE ARTICLES OF
INCORPORATION.
12 APPROVAL OF THE ELECTIONS TO THE BOARD OF For For Management
DIRECTORS, AS SET FORTH IN THE COMPANY S
NOTICE OF MEETING ENCLOSED HEREWITH:
HUBERTUS VON GRUNBERG, GERMAN, RE-ELECT
AS A DIRECTOR.
13 APPROVAL OF THE ELECTIONS TO THE BOARD OF For For Management
DIRECTORS, AS SET FORTH IN THE COMPANY S
NOTICE OF MEETING ENCLOSED HEREWITH:
ROGER AGNELLI, BRAZILIAN, RE-ELECT AS A
DIRECTOR.
14 APPROVAL OF THE ELECTIONS TO THE BOARD OF For For Management
DIRECTORS, AS SET FORTH IN THE COMPANY S
NOTICE OF MEETING ENCLOSED HEREWITH:
LOUIS R. HUGHES, AMERICAN, RE-ELECT AS A
DIRECTOR.
15 APPROVAL OF THE ELECTIONS TO THE BOARD OF For For Management
DIRECTORS, AS SET FORTH IN THE COMPANY S
NOTICE OF MEETING ENCLOSED HEREWITH: HANS
ULRICH MARKI, SWISS, RE-ELECT AS A
DIRECTOR.
16 APPROVAL OF THE ELECTIONS TO THE BOARD OF For For Management
DIRECTORS, AS SET FORTH IN THE COMPANY S
NOTICE OF MEETING ENCLOSED HEREWITH:
MICHEL DE ROSEN, FRENCH, RE-ELECT AS A
DIRECTOR.
17 APPROVAL OF THE ELECTIONS TO THE BOARD OF For For Management
DIRECTORS, AS SET FORTH IN THE COMPANY S
NOTICE OF MEETING ENCLOSED HEREWITH:
MICHAEL TRESCHOW, SWEDISH, RE-ELECT AS A
DIRECTOR.
18 APPROVAL OF THE ELECTIONS TO THE BOARD OF For For Management
DIRECTORS, AS SET FORTH IN THE COMPANY S
NOTICE OF MEETING ENCLOSED HEREWITH:
BERND W. VOSS, GERMAN, RE-ELECT AS A
DIRECTOR.
19 APPROVAL OF THE ELECTIONS TO THE BOARD OF For For Management
DIRECTORS, AS SET FORTH IN THE COMPANY S
NOTICE OF MEETING ENCLOSED HEREWITH:
JACOB WALLENBERG, SWEDISH, RE-ELECT AS A
DIRECTOR.
20 APPROVAL OF THE ELECTION OF THE AUDITORS. For For Management
21 IN CASE OF AD-HOC MOTIONS DURING THE For Abstain Management
ANNUAL GENERAL MEETING, I AUTHORIZE MY
PROXY TO ACT AS FOLLOWS.
- --------------------------------------------------------------------------------
ACTIVISION, INC.
Ticker: ATVI Security ID: 004930202
Meeting Date: SEP 27, 2007 Meeting Type: Annual
Record Date: JUL 23, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert A. Kotick For For Management
1.2 Elect Director Brian G. Kelly For For Management
1.3 Elect Director Ronald Doornink For For Management
1.4 Elect Director Robert J. Corti For For Management
1.5 Elect Director Barbara S. Isgur For Withhold Management
1.6 Elect Director Robert J. Morgado For Withhold Management
1.7 Elect Director Peter J. Nolan For Withhold Management
1.8 Elect Director Richard Sarnoff For For Management
2 Approve Omnibus Stock Plan For Against Management
3 Ratify Auditors For For Management
4 Increase Board Diversity Against Against Shareholder
5 Advisory Vote to Ratify Named Executive Against For Shareholder
Officer's Compensation
- --------------------------------------------------------------------------------
ALLEGHENY ENERGY, INC.
Ticker: AYE Security ID: 017361106
Meeting Date: MAY 15, 2008 Meeting Type: Annual
Record Date: MAR 5, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director H. Furlong Baldwin For For Management
1.2 Elect Director Eleanor Baum For For Management
1.3 Elect Director Paul J. Evanson For For Management
1.4 Elect Director Cyrus F. Freidheim, Jr For For Management
1.5 Elect Director Julia L. Johnson For For Management
1.6 Elect Director Ted J. Kleisner For For Management
1.7 Elect Director Christopher D. Pappas For For Management
1.8 Elect Director Steven H. Rice For For Management
1.9 Elect Director Gunner E. Sarsten For For Management
1.10 Elect Director Michael H. Sutton For For Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For For Management
4 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
- --------------------------------------------------------------------------------
APPLE, INC.
Ticker: AAPL Security ID: 037833100
Meeting Date: MAR 4, 2008 Meeting Type: Annual
Record Date: JAN 15, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William V. Campbell For For Management
1.2 Elect Director Millard S. Drexler For For Management
1.3 Elect Director Albert A. Gore, Jr. For For Management
1.4 Elect Director Steven P. Jobs For For Management
1.5 Elect Director Andrea Jung For For Management
1.6 Elect Director Arthur D. Levinson For For Management
1.7 Elect Director Eric E. Schmidt For For Management
1.8 Elect Director Jerome B. York For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
4 Amend Bylaws to Establish a Board Against Against Shareholder
Committee on Sustainability
- --------------------------------------------------------------------------------
BE AEROSPACE, INC.
Ticker: BEAV Security ID: 073302101
Meeting Date: JUL 11, 2007 Meeting Type: Annual
Record Date: MAY 14, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jim C. Cowart For For Management
1.2 Elect Director Arthur E. Wegner For For Management
2 Implement MacBride Principles Against Against Shareholder
- --------------------------------------------------------------------------------
CAMERON INTERNATIONAL CORP
Ticker: CAM Security ID: 13342B105
Meeting Date: DEC 7, 2007 Meeting Type: Special
Record Date: NOV 1, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Increase Authorized Common Stock For For Management
- --------------------------------------------------------------------------------
CAMERON INTERNATIONAL CORP
Ticker: CAM Security ID: 13342B105
Meeting Date: MAY 14, 2008 Meeting Type: Annual
Record Date: MAR 17, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Peter J. Fluor For Withhold Management
1.2 Elect Director Jack B. Moore For For Management
1.3 Elect Director David Ross III For Withhold Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
CF INDUSTRIES HOLDINGS, INC.
Ticker: CF Security ID: 125269100
Meeting Date: MAY 13, 2008 Meeting Type: Annual
Record Date: MAR 11, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Wallace W. Creek For For Management
1.2 Elect Director William Davisson For For Management
1.3 Elect Director Stephen R. Wilson For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
CHICAGO BRIDGE & IRON CO.
Ticker: CBI Security ID: 167250109
Meeting Date: NOV 16, 2007 Meeting Type: Special
Record Date: OCT 17, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 TO APPROVE AND AUTHORIZE THE ACQUISITION For For Management
OF THE LUMMUS GLOBAL BUSINESS OF ABB ASEA
BROWN BOVERI LTD. BY CB&I OR DIRECT OR
INDIRECT WHOLLY-OWNED SUBSIDIARIES OF
CB&I.
- --------------------------------------------------------------------------------
CHICAGO BRIDGE & IRON CO.
Ticker: CBI Security ID: 167250109
Meeting Date: MAY 8, 2008 Meeting Type: Annual
Record Date: APR 2, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Gary L. Neale For For Management
1.2 Elect Director Marsha C. Williams For For Management
1.3 Elect Director J. Charles Jennett For For Management
1.4 Elect Director Larry D. Mcvay For For Management
2 TO AUTHORIZE THE PREPARATION OF THE For For Management
ANNUAL ACCOUNTS OF THE COMPANY AND THE
ANNUAL REPORT IN THE ENGLISH LANGUAGE AND
TO ADOPT THE DUTCH STATUTORY ANNUAL
ACCOUNTS OF THE COMPANY FOR THE YEAR
ENDED DECEMBER 31, 2007.
3 TO DISCHARGE THE SOLE MEMBER OF THE For For Management
MANAGEMENT BOARD FROM LIABILITY IN
RESPECT OF THE EXERCISE OF ITS DUTIES
DURING THE YEAR ENDED DECEMBER 31, 2007.
4 TO DISCHARGE THE MEMBERS OF THE For For Management
SUPERVISORY BOARD FROM LIABILITY IN
RESPECT OF THE EXERCISE OF THEIR DUTIES
DURING THE YEAR ENDED DECEMBER 31, 2007.
5 TO APPROVE THE FINAL DIVIDEND FOR THE For For Management
YEAR ENDED DECEMBER 31, 2007.
6 TO APPROVE THE EXTENSION OF THE AUTHORITY For For Management
OF THE MANAGEMENT BOARD TO REPURCHASE UP
TO 10% OF THE ISSUED SHARE CAPITAL OF THE
COMPANY UNTIL NOVEMBER 8, 2009.
7 TO APPOINT ERNST & YOUNG LLP AS OUR For For Management
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE YEAR ENDING DECEMBER 31,
2008.
8 TO APPROVE THE AMENDMENT OF THE ARTICLES For For Management
OF ASSOCIATION TO PERMIT RECORD DATES UP
TO 30 DAYS PRIOR TO THE DATE OF A
SHAREHOLDER MEETING.
9 TO APPROVE THE AMENDMENT OF THE 1999 For Against Management
LONG-TERM INCENTIVE PLAN.
10 TO APPROVE THE EXTENSION OF THE AUTHORITY For For Management
OF THE SUPERVISORY BOARD TO ISSUE AND/OR
GRANT RIGHTS TO ACQUIRE SHARES (INCLUDING
OPTIONS TO SUBSCRIBE FOR SHARES) AND TO
LIMIT OR EXCLUDE THE PREEMPTIVE RIGHTS OF
SHAREHOLDERS OF THE COMPANY UNTIL MAY 8,
2013.
11 TO APPROVE THE COMPENSATION OF THE For For Management
SUPERVISORY BOARD MEMBER WHO SERVES AS
THE NON-EXECUTIVE CHAIRMAN.
- --------------------------------------------------------------------------------
CHICAGO MERCANTILE EXCHANGE HOLDINGS, INC.
Ticker: CME Security ID: 167760107
Meeting Date: JUL 9, 2007 Meeting Type: Special
Record Date: MAY 29, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Adjourn Meeting For For Management
- --------------------------------------------------------------------------------
CLEVELAND-CLIFFS INC.
Ticker: CLF Security ID: 185896107
Meeting Date: MAY 13, 2008 Meeting Type: Annual
Record Date: MAR 17, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director R.C. Cambre For For Management
2 Elect Director J.A. Carrabba For For Management
3 Elect Director S.M. Cunningham For For Management
4 Elect Director B.J. Eldridge For For Management
5 Elect Director S.M. Green For For Management
6 Elect Director J.D. Ireland III For For Management
7 Elect Director F.R. McAllister For For Management
8 Elect Director R. Phillips For For Management
9 Elect Director R.K. Riederer For For Management
10 Elect Director A. Schwartz For For Management
11 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
CME GROUP INC.
Ticker: CME Security ID: 12572Q105
Meeting Date: MAY 7, 2008 Meeting Type: Annual
Record Date: MAR 10, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Craig S. Donohue For For Management
1.2 Elect Director Timothy Bitsberger For For Management
1.3 Elect Director Jackie M.Clegg For For Management
1.4 Elect Director James A. Donaldson For For Management
1.5 Elect Director J. Dennis Hastert For For Management
1.6 Elect Director William P. Miller, II For For Management
1.7 Elect Director Terry L. Savage For For Management
1.8 Elect Director Christopher Stewart For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
COACH, INC.
Ticker: COH Security ID: 189754104
Meeting Date: NOV 8, 2007 Meeting Type: Annual
Record Date: SEP 14, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Lew Frankfort For For Management
1.2 Elect Director Susan Kropf For For Management
1.3 Elect Director Gary Loveman For For Management
1.4 Elect Director Ivan Menezes For For Management
1.5 Elect Director Irene Miller For For Management
1.6 Elect Director Keith Monda For For Management
1.7 Elect Director Michael Murphy For For Management
1.8 Elect Director Jide Zeitlin For For Management
- --------------------------------------------------------------------------------
COMPANHIA VALE DO RIO DOCE
Ticker: RIO.PR Security ID: 204412209
Meeting Date: AUG 30, 2007 Meeting Type: Special
Record Date: AUG 10, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 PROPOSAL TO AMEND THE COMPANYS BY-LAWS. For For Management
2 PROPOSAL FOR A FORWARD STOCK SPLIT, For For Management
PURSUANT TO WHICH EACH AND EVERY CURRENT
SHARE ISSUED BY THE COMPANY, BOTH COMMON
AND PREFERRED, SHALL BECOME TWO SHARES OF
THE SAME TYPE AND CLASS, AS THE CASE MAY
BE, AND THE CORRESPONDING ADJUSTMENT OF
ARTICLE 5 AND
3 CONSOLIDATION OF THE AMENDMENTS TO THE For For Management
COMPANY S BY-LAWS, MENTIONED ABOVE IN
ITEMS I AND II HEREIN, IF SUCH PROPOSED
MODIFICATIONS ARE APPROVED.
4 RATIFICATION OF CVRD S ACQUISITION OF THE For For Management
CONTROLLING SHARE OF AMCI HOLDINGS
AUSTRALIA, AS REQUIRED BY ARTICLE 256
SECTION 1 OF THE BRAZILIAN CORPORATE LAW.
5 REPLACEMENT OF A BOARD MEMBER. For For Management
- --------------------------------------------------------------------------------
CORE LABORATORIES N V
Ticker: CLB Security ID: N22717107
Meeting Date: MAY 28, 2008 Meeting Type: Annual
Record Date: APR 3, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director David M. Demshur For For Management
1.2 Elect Director Rene R. Joyce For For Management
1.3 Elect Director Michael C. Kearney For For Management
2 CONFIRMATION AND ADOPTION OF DUTCH For For Management
STATUTORY ANNUAL ACCOUNTS FOR THE YEAR
ENDED DECEMBER 31, 2007.
3 APPROVE AND RESOLVE THE CANCELLATION OF For For Management
OUR REPURCHASED SHARES UP TO THE DATE OF
OUR ANNUAL MEETING.
4 APPROVE AND RESOLVE THE CANCELLATION OF For For Management
5% OF OUR ISSUED SHARE CAPITAL, IF
PURCHASED FROM TIME TO TIME DURING THE
18-MONTH PERIOD FROM THE DATE OF THE
ANNUAL MEETING UNTIL NOVEMBER 28, 2009.
5 APPROVE AND RESOLVE THE EXTENSION OF For For Management
AUTHORITY OF MANAGEMENT BOARD TO
REPURCHASE UP TO 10% OF THE ISSUED SHARE
CAPITAL OF THE COMPANY UNTIL NOVEMBER 28,
2009.
6 APPROVE AND RESOLVE THE EXTENSION OF For For Management
AUTHORITY OF SUPERVISORY BOARD TO ISSUE
SHARES AND/OR TO GRANT RIGHTS.
7 APPROVE AND RESOLVE THE EXTENSION OF For For Management
AUTHORITY OF SUPERVISORY BOARD TO LIMIT
OR ELIMINATE PREEMPTIVE RIGHTS OF HOLDERS
OF COMMON SHARES AND/OR PREFERENCE SHARES
UNTIL MAY 28, 2013.
8 RATIFICATION OF APPOINTMENT OF For For Management
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY
S INDEPENDENT PUBLIC ACCOUNTANTS FOR THE
YEAR ENDED DECEMBER 31, 2008.
- --------------------------------------------------------------------------------
CORRECTIONS CORPORATION OF AMERICA
Ticker: CXW Security ID: 22025Y407
Meeting Date: MAY 16, 2008 Meeting Type: Annual
Record Date: MAR 24, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William F. Andrews For For Management
1.2 Elect Director John D. Ferguson For For Management
1.3 Elect Director Donna M. Alvarado For For Management
1.4 Elect Director Lucius E. Burch, III For For Management
1.5 Elect Director John D. Correnti For For Management
1.6 Elect Director Dennis W. DeConcini For For Management
1.7 Elect Director John R. Horne For For Management
1.8 Elect Director C. Michael Jacobi For For Management
1.9 Elect Director Thurgood Marshall, Jr. For For Management
1.10 Elect Director Charles L. Overby For For Management
1.11 Elect Director John R. Prann, Jr. For For Management
1.12 Elect Director Joseph V. Russell For For Management
1.13 Elect Director Henri L. Wedell For For Management
2 Ratify Auditors For For Management
3 Report on Political Contributions Against For Shareholder
- --------------------------------------------------------------------------------
COVANCE INC.
Ticker: CVD Security ID: 222816100
Meeting Date: MAY 8, 2008 Meeting Type: Annual
Record Date: MAR 18, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Kathleen G. Bang For For Management
1.2 Elect Director Gary E. Costley, Ph.D. For For Management
2 Approve Non-Employee Director Stock For For Management
Option Plan
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
CROCS, INC
Ticker: CROX Security ID: 227046109
Meeting Date: JUL 9, 2007 Meeting Type: Annual
Record Date: MAY 31, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Raymond D. Croghan For For Management
1.2 Elect Director Michael E. Marks For For Management
1.3 Elect Director Richard L. Sharp For For Management
2 Approve Executive Incentive Bonus Plan For For Management
3 Approve Executive Incentive Bonus Plan For For Management
4 Approve Omnibus Stock Plan For Against Management
5 Increase Authorized Common Stock For For Management
6 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
CSX CORP.
Ticker: CSX Security ID: 126408103
Meeting Date: JUN 25, 2008 Meeting Type: Proxy Contest
Record Date: APR 21, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director D. M. Alvarado For Did Not Management
Vote
1.2 Elect Director E. E. Bailey For Did Not Management
Vote
1.3 Elect Director Sen. J. B. Breaux For Did Not Management
Vote
1.4 Elect Director S. T. Halverson For Did Not Management
Vote
1.5 Elect Director E. J. Kelly, III For Did Not Management
Vote
1.6 Elect Director R. D. Kunisch For Did Not Management
Vote
1.7 Elect Director J. D. McPherson For Did Not Management
Vote
1.8 Elect Director D. M. Ratcliffe For Did Not Management
Vote
1.9 Elect Director W. C. Richardson For Did Not Management
Vote
1.10 Elect Director F. S. Royal For Did Not Management
Vote
1.11 Elect Director D. J. Shepard For Did Not Management
Vote
1.12 Elect Director M. J. Ward For Did Not Management
Vote
2 Ratify Auditors For Did Not Management
Vote
3 Provide Right to Call Special Meeting For Did Not Management
Vote
4 Amend Articles/Bylaws/Charter -- Call Against Did Not Shareholder
Special Meetings Vote
5 Repeal Any Provision or Amendement to the Against Did Not Shareholder
Company's By-laws Adopted without Vote
Shareholder Approval
1.1 Elect Director Christopher Hohn For For Shareholder
1.2 Elect Director Alexandre Behring For For Shareholder
1.3 Elect Director Gilbert H. Lamphere For For Shareholder
1.4 Elect Director Timothy T. OToole For For Shareholder
1.5 Elect Director Gary L. Wilson For Withhold Shareholder
1.6 Management Nominee - D.M. Alvarado For For Shareholder
1.7 Management Nominee - Sen. JB Breaux For For Shareholder
1.8 Management Nominee - E.J. Kelly, III For For Shareholder
1.9 Management Nominee - J.D. McPherson For For Shareholder
1.10 Management Nominee - D.M. Ratcliffe For For Shareholder
1.11 Management Nominee - D.J. Shepard For For Shareholder
1.12 Management Nominee - M.J. Ward For For Shareholder
2 Amend Articles/Bylaws/Charter -- Call For For Shareholder
Special Meetings
3 Amend Articles/Bylaws/Charter -- Call Against Against Shareholder
Special Meetings
4 Repeal Any Provision or Amendement to the For For Shareholder
Company's By-laws Adopted without
Shareholder Approval
5 Ratify Auditors Abstain For Management
- --------------------------------------------------------------------------------
DIAMOND OFFSHORE DRILLING, INC.
Ticker: DO Security ID: 25271C102
Meeting Date: MAY 20, 2008 Meeting Type: Annual
Record Date: MAR 25, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James S. Tisch For Withhold Management
1.2 Elect Director Lawrence R. Dickerson For Withhold Management
1.3 Elect Director John R. Bolton For For Management
1.4 Elect Director Charles L. Fabrikant For Withhold Management
1.5 Elect Director Paul G. Gaffney II For For Management
1.6 Elect Director Herbert C. Hofmann For Withhold Management
1.7 Elect Director Arthur L. Rebell For Withhold Management
1.8 Elect Director Raymond S. Troubh For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
DICKS SPORTING GOODS INC
Ticker: DKS Security ID: 253393102
Meeting Date: JUN 4, 2008 Meeting Type: Annual
Record Date: APR 14, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Edward W. Stack For For Management
1.2 Elect Director Lawrence J. Schorr For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
- --------------------------------------------------------------------------------
EXPRESS SCRIPTS, INC.
Ticker: ESRX Security ID: 302182100
Meeting Date: MAY 28, 2008 Meeting Type: Annual
Record Date: MAR 31, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Gary G. Benanav For For Management
1.2 Elect Director Frank J. Borelli For For Management
1.3 Elect Director Maura C. Breen For For Management
1.4 Elect Director Nicholas J. LaHowchic For For Management
1.5 Elect Director Thomas P. Mac Mahon For For Management
1.6 Elect Director Woodrow A. Myers Jr. For For Management
1.7 Elect Director John O. Parker, Jr. For For Management
1.8 Elect Director George Paz For For Management
1.9 Elect Director Samuel K. Skinner For For Management
1.10 Elect Director Seymour Sternberg For For Management
1.11 Elect Director Barrett A. Toan For For Management
2 Increase Authorized Common Stock For For Management
3 Amend Qualified Employee Stock Purchase For For Management
Plan
4 Ratify Auditors For For Management
5 Other Business For Against Management
- --------------------------------------------------------------------------------
FEDERATED FUNDS
Ticker: FSHIX Security ID: 60934N500
Meeting Date: MAR 18, 2008 Meeting Type: Special
Record Date: JAN 18, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Nicholas P Constantakis For For Management
1.2 Elect Director J. Christopher Donahue For For Management
1.3 Elect Director R. James Nicholson For For Management
1.4 Elect Director Thomas M. O'Neill For For Management
1.5 Elect Director James F. Will For For Management
2 Other Business For Against Management
- --------------------------------------------------------------------------------
FIRST SOLAR INC
Ticker: FSLR Security ID: 336433107
Meeting Date: MAY 23, 2008 Meeting Type: Annual
Record Date: APR 17, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michael J. Ahearn For For Management
1.2 Elect Director Craig Kennedy For For Management
1.3 Elect Director James F. Nolan For For Management
1.4 Elect Director J. Thomas Presby For For Management
1.5 Elect Director Bruce Sohn For For Management
1.6 Elect Director Paul H. Stebbins For For Management
1.7 Elect Director Michael Sweeney For For Management
1.8 Elect Director Jose H. Villarreal For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
FOCUS MEDIA HOLDING LTD.
Ticker: FMCN Security ID: 34415V109
Meeting Date: DEC 27, 2007 Meeting Type: Annual
Record Date: NOV 12, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 RE-ELECTION OF DIRECTOR: JASON NANCHUN For For Management
JIANG
2 RE-ELECTION OF DIRECTOR: JIMMY WEI YU For For Management
3 RE-ELECTION OF DIRECTOR: NEIL NANPENG For For Management
SHEN
4 RE-ELECTION OF DIRECTOR: FUMIN ZHUO For For Management
5 ELECTION OF DIRECTOR: ZHI TAN For For Management
6 ELECTION OF DIRECTOR: DAVID YING ZHANG For For Management
7 APPROVAL OF THE 2007 EMPLOYEE SHARE For Against Management
OPTION PLAN AND THE AUTHORIZATION OF
OFFICERS TO ALLOT, ISSUE OR DELIVER
SHARES PURSUANT TO THE 2007 EMPLOYEE
SHARE OPTION PLAN, AS SET FORTH IN THE
COMPANY S NOTICE OF MEETING ENCLOSED
HEREWITH.
8 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
FOSTER WHEELER LTD
Ticker: FWLT Security ID: G36535139
Meeting Date: JAN 8, 2008 Meeting Type: Special
Record Date: NOV 19, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 INCREASE IN THE AUTHORIZED SHARE CAPITAL For For Management
OF THE COMPANY DESCRIBED IN THE PROXY
STATEMENT.
- --------------------------------------------------------------------------------
FOSTER WHEELER LTD
Ticker: FWLT Security ID: G36535139
Meeting Date: MAY 6, 2008 Meeting Type: Annual
Record Date: MAR 10, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jack A. Fusco For For Management
1.2 Elect Director Edward G. Galante For For Management
1.3 Elect Director Raymond J. Milchovich For For Management
2 APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP For For Management
AS FOSTER WHEELER LTD. S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
2008 AND AUTHORIZATION OF THE BOARD,
THROUGH THE AUDIT COMMITTEE, TO SET THE
FIRM S REMUNERATION.
- --------------------------------------------------------------------------------
GAMESTOP CORP.
Ticker: GME Security ID: 36467W109
Meeting Date: JUN 24, 2008 Meeting Type: Annual
Record Date: MAY 1, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Leonard Riggio For For Management
1.2 Elect Director Stanley (Mickey) Steinberg For For Management
1.3 Elect Director Gerald R. Szczepanski For For Management
1.4 Elect Director Lawrence S. Zilavy For For Management
2 Amend Executive Incentive Bonus Plan For For Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
GOOGLE INC
Ticker: GOOG Security ID: 38259P508
Meeting Date: MAY 8, 2008 Meeting Type: Annual
Record Date: MAR 11, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Eric Schmidt For For Management
1.2 Elect Director Sergey Brin For For Management
1.3 Elect Director Larry Page For For Management
1.4 Elect Director L. John Doerr For For Management
1.5 Elect Director John L. Hennessy For For Management
1.6 Elect Director Arthur D. Levinson For For Management
1.7 Elect Director Ann Mather For For Management
1.8 Elect Director Paul S. Otellini For For Management
1.9 Elect Director K. Ram Shriram For For Management
1.10 Elect Director Shirley M. Tilghman For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For Against Management
4 Adopt Internet Censorship Policies Against For Shareholder
5 Amend Bylaws to Establish a Board Against Against Shareholder
Committee on Human Rights
- --------------------------------------------------------------------------------
GUESS?, INC.
Ticker: GES Security ID: 401617105
Meeting Date: JUN 17, 2008 Meeting Type: Annual
Record Date: MAY 7, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Maurice Marciano For For Management
1.2 Elect Director Kay Isaacson-Leibowitz For For Management
1.3 Elect Director Alex Yemenidjian For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
HANSEN NATURAL CORP.
Ticker: HANS Security ID: 411310105
Meeting Date: NOV 9, 2007 Meeting Type: Annual
Record Date: SEP 18, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Rodney C. Sacks For For Management
1.2 Elect Director Hilton H. Schlosberg For For Management
1.3 Elect Director Norman C. Epstein For For Management
1.4 Elect Director Benjamin M. Polk For For Management
1.5 Elect Director Sydney Selati For For Management
1.6 Elect Director Harold C. Taber, Jr. For For Management
1.7 Elect Director Mark S. Vidergauz For For Management
2 Amend Stock Option Plan For Against Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
HEALTHWAYS, INC.
Ticker: HWAY Security ID: 422245100
Meeting Date: FEB 14, 2008 Meeting Type: Annual
Record Date: DEC 17, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Thomas G. Cigarran For For Management
1.2 Elect Director C. Warren Neel For For Management
1.3 Elect Director John W. Ballantine For For Management
2 Ratify Auditors For For Management
3 Increase Authorized Common Stock For For Management
- --------------------------------------------------------------------------------
HOLOGIC, INC.
Ticker: HOLX Security ID: 436440101
Meeting Date: OCT 18, 2007 Meeting Type: Special
Record Date: AUG 22, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Increase Authorized Common Stock For For Management
2 Issue Shares in Connection with an For For Management
Acquisition
3 Approve Executive Incentive Bonus Plan For For Management
4 Amend Omnibus Stock Plan For For Management
5 Adjourn Meeting For Against Management
- --------------------------------------------------------------------------------
HOLOGIC, INC.
Ticker: HOLX Security ID: 436440101
Meeting Date: MAR 11, 2008 Meeting Type: Annual
Record Date: JAN 18, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John W. Cumming For For Management
1.2 Elect Director Patrick J. Sullivan For For Management
1.3 Elect Director David R. LaVance, Jr. For Withhold Management
1.4 Elect Director Nancy L. Leaming For Withhold Management
1.5 Elect Director Lawrence M. Levy For For Management
1.6 Elect Director Glenn P. Muir For For Management
1.7 Elect Director Elaine S. Ullian For Withhold Management
1.8 Elect Director Daniel J. Levangie For For Management
1.9 Elect Director Sally W. Crawford For Withhold Management
1.10 Elect Director C. William McDaniel For Withhold Management
1.11 Elect Director Wayne Wilson For Withhold Management
2 Increase Authorized Common Stock For For Management
3 Approve Qualified Employee Stock Purchase For For Management
Plan
4 Approve Omnibus Stock Plan For For Management
5 Adjourn Meeting For Against Management
- --------------------------------------------------------------------------------
HUDSON CITY BANCORP, INC.
Ticker: HCBK Security ID: 443683107
Meeting Date: APR 22, 2008 Meeting Type: Annual
Record Date: MAR 3, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ronald E. Hermance, Jr. For For Management
1.2 Elect Director William G. Bardel For For Management
1.3 Elect Director Scott A. Belair For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
INTUITIVE SURGICAL, INC.
Ticker: ISRG Security ID: 46120E602
Meeting Date: APR 18, 2008 Meeting Type: Annual
Record Date: FEB 22, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert W. Duggan For For Management
1.2 Elect Director Floyd D. Loop For For Management
1.3 Elect Director George Stalk Jr. For For Management
- --------------------------------------------------------------------------------
INVESCO LTD. (FORMERLY INVESCO PLC)
Ticker: IVZ Security ID: G491BT108
Meeting Date: MAY 14, 2008 Meeting Type: Annual
Record Date: MAR 14, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 ELECTION OF DIRECTOR: REX D. ADAMS For For Management
2 ELECTION OF DIRECTOR: SIR JOHN BANHAM For For Management
3 ELECTION OF DIRECTOR: DENIS KESSLER For Against Management
4 Ratify Auditors For For Management
5 APPROVAL OF 2008 GLOBAL EQUITY INCENTIVE For For Management
PLAN
6 APPROVAL OF EXECUTIVE INCENTIVE BONUS For For Management
PLAN
- --------------------------------------------------------------------------------
INVESCO PLC (FORMERLY AMVESCAP PLC)
Ticker: IVZ Security ID: 46127U104
Meeting Date: NOV 14, 2007 Meeting Type: Special
Record Date: OCT 11, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 COURT MEETING For For Management
2 TO APPROVE THE SCHEME OF ARRANGEMENT For For Management
BETWEEN INVESCO PLC AND ITS SHAREHOLDERS
PURSUANT TO WHICH INVESCO LTD. WILL
BECOME THE PARENT OF INVESCO PLC, AND ALL
MATTERS RELATING TO THE SCHEME OF
ARRANGEMENT.
3 TO APPROVE, SUBJECT TO THE SCHEME For For Management
BECOMING EFFECTIVE, THE ISSUE OF BONUS
SHARES TO INVESCO LTD. (THE NEW SHARES
).
4 TO APPROVE THE REDUCTION OF CAPITAL For For Management
RELATING TO THE NEW SHARES.
- --------------------------------------------------------------------------------
JUNIPER NETWORKS, INC.
Ticker: JNPR Security ID: 48203R104
Meeting Date: MAY 21, 2008 Meeting Type: Annual
Record Date: MAR 24, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mary B. Cranston For For Management
1.2 Elect Director J. Michael Lawrie For For Management
2 Approve Qualified Employee Stock Purchase For For Management
Plan
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
MANITOWOC COMPANY, INC., THE
Ticker: MTW Security ID: 563571108
Meeting Date: MAY 6, 2008 Meeting Type: Annual
Record Date: FEB 29, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Dean H. Anderson For For Management
1.2 Elect Director Keith D. Nosbusch For For Management
1.3 Elect Director Glen E. Tellock For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
MASTERCARD INCORPORATED
Ticker: MA Security ID: 57636Q104
Meeting Date: JUN 3, 2008 Meeting Type: Annual
Record Date: APR 9, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Bernard S.Y. Fung For For Management
1.2 Elect Director Marc Olivie For For Management
1.3 Elect Director Mark Schwartz For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
MEDCO HEALTH SOLUTIONS, INC.
Ticker: MHS Security ID: 58405U102
Meeting Date: MAY 22, 2008 Meeting Type: Annual
Record Date: MAR 26, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director John L. Cassis For For Management
2 Elect Director Michael Goldstein For For Management
3 Elect Director Blenda J. Wilson For For Management
4 Ratify Auditors For For Management
5 Increase Authorized Common Stock For For Management
6 Limit Executive Compensation Against Against Shareholder
- --------------------------------------------------------------------------------
MEMC ELECTRONIC MATERIALS, INC.
Ticker: WFR Security ID: 552715104
Meeting Date: APR 23, 2008 Meeting Type: Annual
Record Date: MAR 3, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Peter Blackmore For For Management
1.2 Elect Director Nabeel Gareeb For For Management
1.3 Elect Director Marshall Turner For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
MICROS SYSTEMS, INC.
Ticker: MCRS Security ID: 594901100
Meeting Date: NOV 16, 2007 Meeting Type: Annual
Record Date: OCT 3, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director A.L. Giannopoulos For For Management
1.2 Elect Director Louis M. Brown, Jr. For For Management
1.3 Elect Director B. Gary Dando For For Management
1.4 Elect Director John G. Puente For For Management
1.5 Elect Director Dwight S. Taylor For For Management
1.6 Elect Director William S. Watson For For Management
2 Ratify Auditors For For Management
3 Increase Authorized Common Stock For For Management
4 Amend Stock Option Plan For For Management
5 Other Business For Against Management
- --------------------------------------------------------------------------------
PLAINS EXPLORATION & PRODUCTION CO
Ticker: PXP Security ID: 726505100
Meeting Date: MAY 8, 2008 Meeting Type: Annual
Record Date: MAR 21, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James C. Flores For For Management
1.2 Elect Director Isaac Arnold, Jr. For For Management
1.3 Elect Director Alan R. Buckwalter, III For For Management
1.4 Elect Director Jerry L. Dees For For Management
1.5 Elect Director Tom H. Delimitros For For Management
1.6 Elect Director Thomas A. Fry, III For For Management
1.7 Elect Director Robert L. Gerry, III For For Management
1.8 Elect Director Charles G. Groat For For Management
1.9 Elect Director John H. Lollar For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
PRECISION CASTPARTS CORP.
Ticker: PCP Security ID: 740189105
Meeting Date: AUG 14, 2007 Meeting Type: Annual
Record Date: JUN 21, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Peter R. Bridenbaugh For For Management
1.2 Elect Director Steven G. Rothmeier For For Management
1.3 Elect Director Rick Schmidt For For Management
1.4 Elect Director Daniel J. Murphy For For Management
2 Approve Executive Incentive Bonus Plan For For Management
- --------------------------------------------------------------------------------
QUICKSILVER RESOURCES INC.
Ticker: KWK Security ID: 74837R104
Meeting Date: MAY 21, 2008 Meeting Type: Annual
Record Date: MAR 31, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Thomas F. Darden For For Management
1.2 Elect Director W. Byron Dunn For For Management
1.3 Elect Director Mark J. Warner For For Management
2 Increase Authorized Preferred and Common For For Management
Stock
- --------------------------------------------------------------------------------
STERICYCLE, INC.
Ticker: SRCL Security ID: 858912108
Meeting Date: MAY 29, 2008 Meeting Type: Annual
Record Date: APR 1, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jack W. Schuler For For Management
1.2 Elect Director Mark C. Miller For For Management
1.3 Elect Director Thomas D. Brown For For Management
1.4 Elect Director Rod F. Dammeyer For For Management
1.5 Elect Director William K. Hall For For Management
1.6 Elect Director Jonathan T. Lord, M.D. For For Management
1.7 Elect Director John Patience For For Management
1.8 Elect Director Thomas R. Reusche For For Management
1.9 Elect Director Ronald G. Spaeth For For Management
2 Approve Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
SUNPOWER CORP.
Ticker: SPWR Security ID: 867652109
Meeting Date: MAY 8, 2008 Meeting Type: Annual
Record Date: MAR 12, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director W. Steve Albrecht For For Management
1.2 Elect Director Betsy S. Atkins For For Management
1.3 Elect Director T.J. Rodgers For For Management
1.4 Elect Director Thomas H. Werner For For Management
1.5 Elect Director Pat Wood III For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For Against Management
4 Amend Executive Incentive Bonus Plan For For Management
- --------------------------------------------------------------------------------
TERRA INDUSTRIES INC.
Ticker: TRA Security ID: 880915103
Meeting Date: MAY 6, 2008 Meeting Type: Annual
Record Date: FEB 22, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michael L. Bennett For For Management
1.2 Elect Director Peter S. Janson For For Management
1.3 Elect Director James R. Kroner For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
THERMO FISHER SCIENTIFIC INC.
Ticker: TMO Security ID: 883556102
Meeting Date: MAY 20, 2008 Meeting Type: Annual
Record Date: MAR 28, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Scott M. Sperling For For Management
2 Elect Director Bruce L. Koepfgen For For Management
3 Elect Director Michael E. Porter For For Management
4 Approve Omnibus Stock Plan For For Management
5 Approve Executive Incentive Bonus Plan For For Management
6 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
TRANSOCEAN INC.
Ticker: RIG Security ID: G90078109
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 G, WHICH PROVIDES FOR
THE RECLASSIFICATION OF OUR ORDINARY
SHARES.
2 APPROVAL OF THE ISSUANCE OF OUR ORDINARY For For Management
SHARES TO SHAREHOLDERS OF GLOBALSANTAFE
CORPORATION IN THE MERGER UNDER THE TERMS
OF THE AGREEMENT AND PLAN OF MERGER,
ATTACHED TO THE ACCOMPANYING JOINT PROXY
STATEMENT AS ANNEX A.
3 APPROVAL OF THE AMENDMENT AND RESTATEMENT For For Management
OF OUR MEMORANDUM AND ARTICLES OF
ASSOCIATION TO, AMONG OTHER THINGS,
INCREASE THE MAXIMUM NUMBER OF DIRECTORS
CONSTITUTING THE BOARD OF DIRECTORS OF
TRANSOCEAN INC. FROM 13 TO 14.
- --------------------------------------------------------------------------------
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.
- --------------------------------------------------------------------------------
UNDER ARMOUR, INC.
Ticker: UA Security ID: 904311107
Meeting Date: MAY 6, 2008 Meeting Type: Annual
Record Date: FEB 29, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Kevin A. Plank For For Management
1.2 Elect Director Byron K. Adams, Jr. For For Management
1.3 Elect Director Douglas E. Coltharp For For Management
1.4 Elect Director A.B. Krongard For For Management
1.5 Elect Director William R. McDermott For Withhold Management
1.6 Elect Director Harvey L. Sanders For For Management
1.7 Elect Director Thomas J. Sippel For For Management
2 Approve Executive Incentive Bonus Plan For For Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
URBAN OUTFITTERS, INC.
Ticker: URBN Security ID: 917047102
Meeting Date: MAY 20, 2008 Meeting Type: Annual
Record Date: MAR 26, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Richard A. Hayne For Withhold Management
1.2 Elect Director Scott A. Belair For For Management
1.3 Elect Director Harry S. Cherken, Jr. For Withhold Management
1.4 Elect Director Joel S. Lawson, III For For Management
1.5 Elect Director Robert H. Strouse For For Management
1.6 Elect Director Glen T. Senk For Withhold Management
2 Approve Omnibus Stock Plan For Against Management
3 Adopt ILO Based Code of Conduct Against For Shareholder
- --------------------------------------------------------------------------------
WARNACO GROUP, INC., THE
Ticker: WRNC Security ID: 934390402
Meeting Date: MAY 14, 2008 Meeting Type: Annual
Record Date: MAR 20, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director David A. Bell For For Management
2 Elect Director Robert A. Bowman For For Management
3 Elect Director Richard Karl Goeltz For For Management
4 Elect Director Joseph R. Gromek For For Management
5 Elect Director Sheila A. Hopkins For For Management
6 Elect Director Charles R. Perrin For For Management
7 Elect Director Nancy A. Reardon For For Management
8 Elect Director Donald L. Seeley For For Management
9 Elect Director Cheryl Nido Turpin For For Management
10 Amend Omnibus Stock Plan For For Management
11 Amend Executive Incentive Bonus Plan For For Management
12 Ratify Auditors For For Management
===================== BB&T SPECIAL OPPORTUNITES EQUITY VIF =====================
ACI WORLDWIDE INC
Ticker: ACIW Security ID: 004498101
Meeting Date: JUN 10, 2008 Meeting Type: Annual
Record Date: APR 14, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Alfred R. Berkeley, III For For Management
1.2 Elect Director John D. Curtis For For Management
1.3 Elect Director Philip G. Heasley For For Management
1.4 Elect Director Harlan F. Seymour For For Management
1.5 Elect Director John M. Shay, Jr. For For Management
1.6 Elect Director John E. Stokely For For Management
1.7 Elect Director Jan H. Suwinski For For Management
2 Approve Executive Incentive Bonus Plan For For Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
ACTIVISION, INC.
Ticker: ATVI Security ID: 004930202
Meeting Date: SEP 27, 2007 Meeting Type: Annual
Record Date: JUL 23, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert A. Kotick For For Management
1.2 Elect Director Brian G. Kelly For For Management
1.3 Elect Director Ronald Doornink For For Management
1.4 Elect Director Robert J. Corti For For Management
1.5 Elect Director Barbara S. Isgur For Withhold Management
1.6 Elect Director Robert J. Morgado For Withhold Management
1.7 Elect Director Peter J. Nolan For Withhold Management
1.8 Elect Director Richard Sarnoff For For Management
2 Approve Omnibus Stock Plan For Against Management
3 Ratify Auditors For For Management
4 Increase Board Diversity Against Against Shareholder
5 Advisory Vote to Ratify Named Executive Against For Shareholder
Officer's Compensation
- --------------------------------------------------------------------------------
AKAMAI TECHNOLOGIES, INC.
Ticker: AKAM Security ID: 00971T101
Meeting Date: MAY 20, 2008 Meeting Type: Annual
Record Date: MAR 31, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director David W. Kenny For For Management
2 Elect Director Peter J. Kight For For Management
3 Elect Director Frederic V. Salerno For For Management
4 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
ARM HOLDINGS PLC
Ticker: ARMH Security ID: 042068106
Meeting Date: MAY 13, 2008 Meeting Type: Annual
Record Date: APR 3, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 TO RECEIVE THE ANNUAL REPORT AND ACCOUNTS For For Management
FOR THE YEAR ENDED 31 DECEMBER 2007.
2 TO DECLARE A FINAL DIVIDEND. For For Management
3 TO APPROVE THE DIRECTORS REMUNERATION For For Management
REPORT.
4 TO RE-ELECT MR D DUNN AS A DIRECTOR. For For Management
5 TO RE-ELECT MR T BROWN AS A DIRECTOR. For For Management
6 TO RE-ELECT MR M MULLER AS A DIRECTOR. For For Management
7 TO RE-ELECT MR P ROWLEY AS A DIRECTOR. For For Management
8 TO RE-ELECT MR J SCARISBRICK AS A For For Management
DIRECTOR.
9 TO RE-ELECT MR J SCUDAMORE AS A DIRECTOR. For For Management
10 TO RE-ELECT MR S SEGARS AS A DIRECTOR. For For Management
11 TO RE-ELECT MR T SCORE AS A DIRECTOR. For For Management
12 Ratify Auditors For For Management
13 TO AUTHORISE DIRECTORS TO FIX THE For For Management
REMUNERATION OF AUDITORS.
14 TO AUTHORISE COMPANY TO MAKE MARKET For For Management
PURCHASES OF ITS OWN SHARES.
15 TO APPROVE THE ADOPTION OF NEW ARTICLES For For Management
OF ASSOCIATION.
- --------------------------------------------------------------------------------
COMCAST CORP.
Ticker: CMCSA Security ID: 20030N101
Meeting Date: MAY 14, 2008 Meeting Type: Annual
Record Date: MAR 6, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director S. Decker Anstrom For For Management
1.2 Elect Director Kenneth J. Bacon For For Management
1.3 Elect Director Sheldon M. Bonovitz For For Management
1.4 Elect Director Edward D. Breen For For Management
1.5 Elect Director Julian A. Brodsky For For Management
1.6 Elect Director Joseph J. Collins For For Management
1.7 Elect Director J. Michael Cook For For Management
1.8 Elect Director Gerald L. Hassell For For Management
1.9 Elect Director Jeffrey A. Honickman For For Management
1.10 Elect Director Brian L. Roberts For For Management
1.11 Elect Director Ralph J. Roberts For For Management
1.12 Elect Director Dr. Judith Rodin For For Management
1.13 Elect Director Michael I. Sovern For For Management
2 Ratify Auditors For For Management
3 Amend Restricted Stock Plan For For Management
4 Amend Stock Option Plan For For Management
5 Adopt Recapitalization Plan Against For Shareholder
6 Increase Disclosure of Executive Against Against Shareholder
Compensation
7 Require More Director Nominations Than Against Against Shareholder
Open Seats
8 Report on Pay Disparity Against Against Shareholder
9 Provide for Cumulative Voting for Class A Against For Shareholder
Shareholders
10 Adopt Principles for Health Care Reform Against Against Shareholder
11 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
- --------------------------------------------------------------------------------
CORNING INC.
Ticker: GLW Security ID: 219350105
Meeting Date: APR 24, 2008 Meeting Type: Annual
Record Date: FEB 26, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John Seely Brown For Withhold Management
1.2 Elect Director Gordon Gund For Withhold Management
1.3 Elect Director Kurt M. Landgraf For For Management
1.4 Elect Director H. Onno Ruding For Withhold Management
2 Amend Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
COVENTRY HEALTH CARE INC.
Ticker: CVH Security ID: 222862104
Meeting Date: MAY 15, 2008 Meeting Type: Annual
Record Date: MAR 17, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Joel Ackerman For For Management
1.2 Elect Director Lawrence N. Kugelman For For Management
1.3 Elect Director Dale B. Wolf For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
DIGITAL RIVER, INC.
Ticker: DRIV Security ID: 25388B104
Meeting Date: MAY 29, 2008 Meeting Type: Annual
Record Date: APR 2, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Thomas F. Madison For For Management
2 Approve Executive Incentive Bonus Plan For For Management
3 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 For Shareholder
Midland Area
5 Report on Genetically Engineered Seed Against Against Shareholder
6 Pay For Superior Performance Against For Shareholder
- --------------------------------------------------------------------------------
EBAY INC.
Ticker: EBAY Security ID: 278642103
Meeting Date: JUN 19, 2008 Meeting Type: Annual
Record Date: APR 21, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Fred D. Anderson For For Management
2 Elect Director Edward W. Barnholt For For Management
3 Elect Director Scott D. Cook For For Management
4 Elect Director John J. Donahoe For For Management
5 Approve Omnibus Stock Plan For For Management
6 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
HARRIS CORP.
Ticker: HRS Security ID: 413875105
Meeting Date: OCT 26, 2007 Meeting Type: Annual
Record Date: AUG 31, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Thomas A. Dattilo For For Management
2 Elect Director Howard Lance For For Management
3 Elect Director James C. Stoffel For For Management
4 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
J. B. HUNT TRANSPORT SERVICES, INC.
Ticker: JBHT Security ID: 445658107
Meeting Date: MAY 1, 2008 Meeting Type: Annual
Record Date: FEB 26, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Kirk Thompson For For Management
1.2 Elect Director Leland Tollett For For Management
1.3 Elect Director John A. White For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
L-3 COMMUNICATIONS HOLDINGS, INC.
Ticker: LLL Security ID: 502424104
Meeting Date: APR 29, 2008 Meeting Type: Annual
Record Date: MAR 3, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John M. Shalikashvili For For Management
1.2 Elect Director Michael T. Strianese For For Management
1.3 Elect Director John P. White For For Management
2 Approve Omnibus Stock Plan For For Management
3 Approve Non-Employee Director Omnibus For For Management
Stock Plan
4 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
MARKEL CORP.
Ticker: MKL Security ID: 570535104
Meeting Date: MAY 13, 2008 Meeting Type: Annual
Record Date: MAR 7, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director J. Alfred Broaddus, Jr. For For Management
1.2 Elect Director Douglas C. Eby For For Management
1.3 Elect Director Leslie A. Grandis For Withhold Management
1.4 Elect Director Stewart M. Kasen For For Management
1.5 Elect Director Alan I. Kirshner For For Management
1.6 Elect Director Lemuel E. Lewis For For Management
1.7 Elect Director Anthony F. Markel For For Management
1.8 Elect Director Steven A. Markel For For Management
1.9 Elect Director Jay M. Weinberg For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
- --------------------------------------------------------------------------------
MCKESSON CORPORATION
Ticker: MCK Security ID: 58155Q103
Meeting Date: JUL 25, 2007 Meeting Type: Annual
Record Date: MAY 29, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director John H. Hammergren For For Management
2 Elect Director M. Christine Jacobs For For Management
3 Declassify the Board of Directors For For Management
4 Amend Omnibus Stock Plan For For Management
5 Amend Qualified Employee Stock Purchase For For Management
Plan
6 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
MEDCATH CORP.
Ticker: MDTH Security ID: 58404W109
Meeting Date: MAR 5, 2008 Meeting Type: Annual
Record Date: JAN 23, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert S. McCoy, Jr. For For Management
1.2 Elect Director John B. McKinnon For For Management
1.3 Elect Director Galen D. Powers For For Management
2 Ratify Auditors For For Management
3 Amend Non-Employee Director Stock Option For For Management
Plan
- --------------------------------------------------------------------------------
NABORS INDUSTRIES, LTD.
Ticker: NBR Security ID: G6359F103
Meeting Date: JUN 3, 2008 Meeting Type: Annual
Record Date: APR 4, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Anthony G. Petrello For For Management
1.2 Elect Director Myron M. Sheinfeld For For Management
1.3 Elect Director Martin J. Whitman For For Management
2 Ratify Auditors For For Management
3 SHAREHOLDER PROPOSAL TO ADOPT A PAY FOR Against For Shareholder
SUPERIOR PERFORMANCE STANDARD IN THE
COMPANY S EXECUTIVE COMPENSATION PLAN FOR
SENIOR EXECUTIVES.
4 SHAREHOLDER PROPOSAL REGARDING GROSS-UP Against For Shareholder
PAYMENTS TO SENIOR EXECUTIVES.
- --------------------------------------------------------------------------------
NALCO HOLDING COMPANY
Ticker: NLC Security ID: 62985Q101
Meeting Date: MAY 2, 2008 Meeting Type: Annual
Record Date: MAR 10, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Douglas A. Pertz For For Management
1.2 Elect Director Daniel S. Sanders For For Management
2 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
- --------------------------------------------------------------------------------
SEALED AIR CORPORATION
Ticker: SEE Security ID: 81211K100
Meeting Date: MAY 20, 2008 Meeting Type: Annual
Record Date: MAR 24, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Hank Brown For For Management
2 Elect Director Michael Chu For For Management
3 Elect Director Lawrence R. Codey For For Management
4 Elect Director T. J. Dermot Dunphy For For Management
5 Elect Director Charles F. Farrell, Jr. For For Management
6 Elect Director William V. Hickey For For Management
7 Elect Director Jacqueline B. Kosecoff For For Management
8 Elect Director Kenneth P. Manning For For Management
9 Elect Director William J. Marino For For Management
10 Amend Omnibus Stock Plan For For Management
11 Amend Executive Incentive Bonus Plan For For Management
12 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
SMITHFIELD FOODS, INC.
Ticker: SFD Security ID: 832248108
Meeting Date: AUG 29, 2007 Meeting Type: Annual
Record Date: JUL 11, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Paul J. Fribourg For For Management
1.2 Elect Director Ray A. Goldberg For For Management
1.3 Elect Director John T. Schwieters For For Management
1.4 Elect Director Melvin O. Wright For For Management
1.5 Elect Director Paul S. Trible, Jr. For For Management
2 Ratify Auditors For For Management
3 Approve Merger And Purchase Agreement Against Against Shareholder
- --------------------------------------------------------------------------------
SOUTHWEST AIRLINES CO.
Ticker: LUV Security ID: 844741108
Meeting Date: MAY 21, 2008 Meeting Type: Annual
Record Date: MAR 25, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director David W. Biegler For For Management
1.2 Elect Director Louis E. Caldera For For Management
1.3 Elect Director C. Webb Crockett For Withhold Management
1.4 Elect Director William H. Cunningham For For Management
1.5 Elect Director Travis C. Johnson For For Management
1.6 Elect Director Gary C. Kelly For For Management
1.7 Elect Director Nancy B. Loeffler For For Management
1.8 Elect Director John T. Montford For For Management
2 Ratify Auditors For For Management
3 Require a Majority Vote for the Election Against For Shareholder
of Directors
4 Establish a Compensation Committee Against For Shareholder
5 Prepare Sustainability Report Against For Shareholder
- --------------------------------------------------------------------------------
SYMANTEC CORP.
Ticker: SYMC Security ID: 871503108
Meeting Date: SEP 13, 2007 Meeting Type: Annual
Record Date: JUL 17, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michael Brown For For Management
1.2 Elect Director William T. Coleman For For Management
1.3 Elect Director Frank E. Dangeard For For Management
1.4 Elect Director David L. Mahoney For For Management
1.5 Elect Director Robert S. Miller For For Management
1.6 Elect Director George Reyes For Withhold Management
1.7 Elect Director Daniel H. Schulman For For Management
1.8 Elect Director John W. Thompson For For Management
1.9 Elect Director V. Paul Unruh For For Management
2 Amend Outside Director Stock Awards in For For Management
Lieu of Cash
3 Ratify Auditors For For Management
4 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
- --------------------------------------------------------------------------------
TEVA PHARMACEUTICAL INDUSTRIES LTD.
Ticker: TEVA Security ID: 881624209
Meeting Date: JUL 17, 2007 Meeting Type: Annual
Record Date: JUN 11, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 TO RECEIVE AND DISCUSS THE COMPANY S For For Management
CONSOLIDATED BALANCE SHEET, ALL AS MORE
FULLY DESCRIBED IN THE PROXY STATEMENT.
2 TO APPROVE THE BOARD OF DIRECTORS For For Management
RECOMMENDATION THAT THE CASH DIVIDEND FOR
THE YEAR ENDED DECEMBER 31, 2006, WHICH
WAS PAID IN FOUR INSTALLMENTS AND
AGGREGATED NIS 1.36 (APPROXIMATELY
US$0.31) PER ORDINARY SHARE (OR ADR), BE
DECLARED FINAL.
3 TO ELECT ABRAHAM E. COHEN AS A DIRECTOR. For Against Management
4 TO ELECT PROF. ROGER D. KORNBERG AS A For For Management
DIRECTOR
5 TO ELECT PROF. MOSHE MANY AS A DIRECTOR. For For Management
6 TO ELECT DAN PROPPER AS A DIRECTOR. For For Management
7 TO APPROVE THE PURCHASE OF DIRECTORS AND For For Management
OFFICERS LIABILITY INSURANCE FOR THE
DIRECTORS AND OFFICERS OF THE COMPANY AND
ITS SUBSIDIARIES, ALL AS FULLY DESCRIBED
IN THE PROXY STATEMENT.
8 TO APPOINT KESSELMAN & KESSELMAN, A For For Management
MEMBER OF PRICEWATERHOUSECOOPERS
INTERNATIONAL LTD., AS THE COMPANY S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM UNTIL THE 2008 ANNUAL MEETING OF
SHAREHOLDERS AND TO AUTHORIZE THE AUDIT
COMMITTEE TO DETERMINE THEIR
- --------------------------------------------------------------------------------
TEVA PHARMACEUTICAL INDUSTRIES LTD.
Ticker: TEVA Security ID: 881624209
Meeting Date: JUN 29, 2008 Meeting Type: Annual
Record Date: MAY 22, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and Statutory For For Management
Reports
2 Approve Final Dividend of NIS 1.60 Per For For Management
Share
3 Elect Eli Hurvitz as Director For For Management
4 Elect Ruth Cheshin as Director For For Management
5 Elect Harold Snyder as Director For For Management
6 Elect Joseph (Yosi) Nitzani as Director For For Management
7 Elect Ory Slonim as Director For For Management
8 Appoint Leora (Rubin) Meridor as External For For Management
Director
9 Approve Director/Officer Liability and For For Management
Indemnification Insurance
10 Approve Remuneration of Directors For For Management
11 Approve Employee Stock Purchase Plan For For Management
12 Approve Kesselman & Kesselman as Auditors For For Management
and Authorize Board to Fix Their
Remuneration
- --------------------------------------------------------------------------------
TRINITY INDUSTRIES, INC.
Ticker: TRN Security ID: 896522109
Meeting Date: MAY 5, 2008 Meeting Type: Annual
Record Date: MAR 21, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John L. Adams For For Management
1.2 Elect Director Rhys J. Best For For Management
1.3 Elect Director David W. Biegler For For Management
1.4 Elect Director Leldon E. Echols For For Management
1.5 Elect Director Ronald J. Gafford For For Management
1.6 Elect Director Ronald W. Haddock For For Management
1.7 Elect Director Jess T. Hay For For Management
1.8 Elect Director Adrian Lajous For For Management
1.9 Elect Director Diana S. Natalicio For For Management
1.10 Elect Director Timothy R. Wallace For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
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 For 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 For Shareholder
Officers' Compensation
13 Performance-Based Equity Awards Against For Shareholder
- --------------------------------------------------------------------------------
VARIAN MEDICAL SYSTEMS INC
Ticker: VAR Security ID: 92220P105
Meeting Date: FEB 14, 2008 Meeting Type: Annual
Record Date: DEC 17, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Susan L. Bostrom For For Management
1.2 Elect Director Steven A. Leibel For For Management
1.3 Elect Director Richard M. Levy For For Management
2 Amend Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
WEATHERFORD INTERNATIONAL LTD
Ticker: WFT Security ID: G95089101
Meeting Date: JUN 2, 2008 Meeting Type: Annual
Record Date: APR 9, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 ELECTION AS DIRECTOR: NICHOLAS F. BRADY For For Management
2 ELECTION AS DIRECTOR: WILLIAM E. MACAULAY For For Management
3 ELECTION AS DIRECTOR: DAVID J. BUTTERS For For Management
4 ELECTION AS DIRECTOR: ROBERT B. MILLARD For For Management
5 ELECTION AS DIRECTOR: BERNARD J. For For Management
DUROC-DANNER
6 ELECTION AS DIRECTOR: ROBERT K. MOSES, For For Management
JR.
7 ELECTION OF DIRECTOR: ROBERT A. RAYNE For For Management
8 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
WELLS FARGO AND COMPANY
Ticker: WFC Security ID: 949746101
Meeting Date: APR 29, 2008 Meeting Type: Annual
Record Date: FEB 29, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director John S. Chen For For Management
2 Elect Director Lloyd H. Dean For For Management
3 Elect Director Susan E. Engel For For Management
4 Elect Director Enrique Hernandez, Jr. For For Management
5 Elect Director Robert L. Joss For For Management
6 Elect Director Richard M. Kovacevich For For Management
7 Elect Director Richard D. McCormick For For Management
8 Elect Director Cynthia H. Milligan For Against Management
9 Elect Director Nicholas G. Moore For For Management
10 Elect Director Philip J. Quigley For Against Management
11 Elect Director Donald B. Rice For Against Management
12 Elect Director Judith M. Runstad For For Management
13 Elect Director Stephen W. Sanger For For Management
14 Elect Director John G. Stumpf For For Management
15 Elect Director Susan G. Swenson For For Management
16 Elect Director Michael W. Wright For Against Management
17 Ratify Auditors For For Management
18 Amend Executive Incentive Bonus Plan For For Management
19 Amend Omnibus Stock Plan For For Management
20 Require Independent Board Chairman Against For Shareholder
21 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
22 Pay For Superior Performance Against For Shareholder
23 Report on Human Rights Investment Against Against Shareholder
Policies
24 Adopt EEO Policy Without Reference to Against Against Shareholder
Sexual Orientation
25 Report on Racial and Ethnic Disparities Against Against Shareholder
in Loan Pricing
- --------------------------------------------------------------------------------
XM SATELLITE RADIO HOLDINGS INC.
Ticker: XMSR Security ID: 983759101
Meeting Date: NOV 13, 2007 Meeting Type: Special
Record Date: OCT 1, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Adjourn Meeting For For Management
- --------------------------------------------------------------------------------
XM SATELLITE RADIO HOLDINGS INC.
Ticker: XMSR Security ID: 983759101
Meeting Date: JUN 24, 2008 Meeting Type: Annual
Record Date: MAY 12, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Gary M. Parsons For For Management
1.2 Elect Director Nathaniel A. Davis For For Management
1.3 Elect Director Joan L. Amble For For Management
1.4 Elect Director Thomas J. Donohue For For Management
1.5 Elect Director Eddy W. Hartenstein For For Management
1.6 Elect Director Chester A. Huber, Jr. For For Management
1.7 Elect Director John Mendel For For Management
1.8 Elect Director Jarl Mohn For For Management
1.9 Elect Director Jack Shaw For For Management
1.10 Elect Director Jeffrey Zients For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
YUM BRANDS, INC.
Ticker: YUM Security ID: 988498101
Meeting Date: MAY 15, 2008 Meeting Type: Annual
Record Date: MAR 17, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director David W. Dorman For For Management
1.2 Elect Director Massimo Ferragamo For For Management
1.3 Elect Director J. David Grissom For For Management
1.4 Elect Director Bonnie G. Hill For For Management
1.5 Elect Director Robert Holland, Jr. For For Management
1.6 Elect Director Kenneth G. Langone For For Management
1.7 Elect Director Jonathan S. Linen For For Management
1.8 Elect Director Thomas C. Nelson For For Management
1.9 Elect Director David C. Novak For For Management
1.10 Elect Director Thomas M. Ryan For For Management
1.11 Elect Director Jing-Shyh S. Su For For Management
1.12 Elect Director Jackie Trujillo For For Management
1.13 Elect Director Robert D. Walter For For Management
2 Ratify Auditors For For Management
3 Adopt Majority Voting for Uncontested For For Management
Election of Directors
4 Amend Omnibus Stock Plan For Against Management
5 Adopt MacBride Principles Against Against Shareholder
6 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
7 Report on Sustainability and Food Safety Against For Shareholder
in the Supply Chain
8 Report on Animal Welfare Policies Against Against Shareholder
========================== BB&T TOTAL RETURN BOND VIF ==========================
This fund received no proxies for the reporting period.
========== 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 BB&T Variable Insurance Funds
By (Signature and Title)* /s/ Keith F. Karlawish
------------------------------------------------
Keith F. Karlawish, President
(Principal Executive Officer)
Date August 14, 2008
* Print the name and title of each signing officer under his or her
signature.