------------------------------ OMB APPROVAL ------------------------------ OMB Number: 3235-0582 Expires: April 30, 2009 Estimated average burden hoursperresponse........ 14.4 ------------------------------ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-00082 -------------------------------------------- CGM TRUST - ------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) One International Place, Boston, MA 02110 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Barry N. Hurwitz, Esq. Bingham McCutchen LLP, 150 Federal St., Boston, MA 02110 - ------------------------------------------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: 617-737-3225 --------------------------- Date of fiscal year end: 12/31 ----------------------- Date of reporting period: 7/1/05 -- 6/30/06 ---------------------- Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (Sections 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant's proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. Section 3507. PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS SEC 2451 (4-03) THE FORM DISPLAYS A CURRENTLY VALID OMB CONTROL NUMBER. CGM Trust - File No. 811-82 CGM Mutual Fund Proposed By Issuer For or Was or Meeting Matter Security Vote Actual Against Issuer Ticker CUSIP Date Voted On Holder Cast? Vote Mgt. ------ ------ ----- ---- -------- ------ ----- ---- ---- Advanced Micro Devices, Inc. AMD 007903107 5/5/06 1. Elect seven directors: Issuer Yes For For 1. Hector De. J. Ruiz, 2. W. Michael Barnes, 3. Bruce L. Claflin 4. H. Paulett Eberhart, 5. Robert B. Palmer, 6. Leonard M. Silverman and 7. Morton L. Topper 2. Ratify the appointment Issuer Yes For For of Ernst & Young LLP as the firm's independent registered public accounting firm for the current fiscal year 3. Approve Amendments to Issuer Yes Against Against the 2004 Equity Incentive Plan 4. Approve Amendment to the Issuer Yes Against Against 2000 Employee Stock Purchase Plan 5. Approve the 2006 Issuer Yes For For Executive Incentive Plan Amerada Hess Corporation HES 023551104 5/3/06 1. Elect four directors: Issuer Yes For For 1. J.B. Hess, 2. C.G. Matthews, 3. R. Lavizzo-Mourey and 4. E.H. Von Metzsch 2. Ratify the selection of Issuer Yes For For Ernst & Young LLP as independent auditors for fiscal year ending December 31, 2006 3. Proposal to change the Issuer Yes For For name of the company to Hess Corporation 4. Proposal to amend the Issuer Yes For For company's Restated Certificate of Incorporation to increase the number of authorized shares of common stock to 600,000,000 shares 5. Proposal to approve the Issuer Yes For For Performance Incentive Plan for Senior Officers AvalonBay Communities, Inc. AVB 053484101 5/17/06 1. Elect nine directors: Issuer Yes For For 1. Bryce Blair, 2. Bruce A. Choate, 3. John J. Healy, Jr., 4. Gilbert M. Meyer, 5. Timothy J. Naughton, 6. Lance R. Primis, 7. H. Jay Sarles, 8. Allan D. Schuster and 9. Amy P. Williams 2. Ratify the selection of Issuer Yes For For Ernst & Young LLP as the company's independent auditors for the year ending December 31, 2006 Baker Hughes Incorporated BHI 057224107 4/27/06 1. Elect 11 directors: Issuer Yes For For 1. Larry D. Brady, 2. Clarence P. Cazalot, Jr., 3. Chad C. Deaton, 4. Edward P. Djerejian, 5. Anthony G. Fernandes, 6. Claire W. Gargalli, 7. James A. Lash, 8. James F. McCall, 9. J. Larry Nichols, 10. H. John Riley, Jr. and 11. Charles L. Watson 2. Ratify Deloitte & Touche Issuer Yes For For as the company's independent auditor for fiscal year 2006 3. Proposal to approve Issuer Yes For For performance criteria for awards under the Annual Incentive Compensation Plan 4. Stockholder Proposal No. Security Yes Against For 1 regarding voting under Holder the company's Delaware charter Companhia Vale Do Rio Doce RIO 204412209 3/31/06 1. Approve the terms, Issuer Yes For For conditions and reasons for the merger of all the shares of the capital stock of Caemi - Mineracao E Metalurgia S.A. (Caemi) into the assets of CVRD in order to convert the former into a wholly-owned subsidiary of the company, pursuant to article 252 of the Brazilian Corporate Law 2. Ratify The appointment Issuer Yes For For of the experts who prepared the value appraisal of the preferred shares issued by Caemi to be merged into CVRD assets 3. Decide on the appraisal Issuer Yes For For report, prepared by the experts 4. Approve the merger of Issuer Yes For For all the shares issued by Caemi into the assets of CVRD 5. Approve CVRD capital Issuer Yes For For increase within the issuance of 64,151,361 preferred Class A shares, to be paid-in with the shares of Caemi to be merged into the company's assets, and the consequent change of the "Caput" of Article 5 of the CVRD's by-laws Fluor Corporation FLR 343412102 5/3/06 1. Elect three directors: Issuer Yes For For 1. Alan L. Boeckmann, 2. Vilma S. Martinez and 3. Dean R. O'Hare 2. Ratify the appointment Issuer Yes For For of Ernst & Young LLP as auditors for 2006 3. Shareholder proposal Security Yes Against For relating to performance Holder based stock options Harman International Industries, Incorporate HAR 413086109 11/2/05 1. Elect two directors: Issuer Yes For For 1. Sidney Harman and 2. Shirley M. Hufstedler Host Marriott Corporation HMT 44107P104 4/5/06 1. Approve the issuance of Issuer Yes For For $2.27 billion worth of HMT common stock to Starwood Hotels & Resorts in connection with the acquisition of 38 hotels Newmont Mining Corporation NEM 651639106 4/25/06 1. Elect 14 directors: Issuer Yes For For 1. G. A. Barton, 2. V. A.Calarco, 3. N. Doyle, 4. V. M. Hagen, 5. M. S. Hamson, 6. L. I. Higdon, Jr., 7. P. Lassonde, 8. R. J. Miller, 9. W. W. Murdy, 10. R. A. Plumbridge, 11. J. B. Prescott, 12. D. C. Roth, 13. S. Schulich and 14. J. V. Taranik 2. Ratify the appointment Issuer Yes For For of PricewaterhouseCoopers LLP as independent auditors for 2006 3. Approve stockholder Security Yes Against For proposal regarding Holder independent board chairman Occidental Petroleum Corporation OXY 674599105 5/5/06 1. Elect 12 directors: Issuer Yes For For 1. Spencer Abraham, 2. Ronald W. Burkle, 3. John S. Chalsty, 4. Edward P. Djerejian, 5. R. Chad Dreier, 6. John E. Feick, 7. Ray R. Irani, 8. Irvin W. Maloney, 9. Rodolfo Segovia, 10. Aziz D. Syriani, 11. Rosemary Tomich and 12. Walter L. Weisman 2. Ratify the selection of Issuer Yes For For KPMG as independent auditors 3. Approve increase in Issuer Yes For For Authorized Capital Stock 4. Approve stockholder Security Yes Against For proposal regarding limit on Holder executive compensation 5. Approve stockholder Security Yes Against For proposal on scientific Holder report on global warming/cooling 6 Approve stockholder Security Yes Against For proposal regarding election Holder of directors by majority vote Petroleo Brasileiro S. A. PBR 71654V408 5/22/06 1. Approve the "Protocol Issuer Yes For For and Justification of the Incorporation of the Shares of Petrobras Quimica S.A. - Petroquisa by Petroleo Brasileiro S. A. " 2. Ratify and appoint a Issuer Yes For For specialized firm to evaluate the shareholders equity and book value of Petrobras 3. Approve the valuation of Issuer Yes For For the shareholders' equity and book value report of Petrobras 4. Approve the valuation of Issuer Yes For For the shareholders equity book value and net book assets of Petroquisa 5. Ratify and appoint a Issuer Yes For For specialized firm to undertake an economic and financial valuation of Petrobras 6. Approve the economic and Issuer Yes For For financial valuation of Petrobras 7. Approve the Issuer Yes For For incorporation of the total number of Petroquisa shares held by minority shareholders into Petrobras' equity 8. Approve the alterations Issuer Yes For For to Petrobras' bylaws as provided for in the "Protocol and Justification of the Incorporation of the shares of Petrobras Quimica S. A. - Petroquisa by Petroleo Brasileiro S. A. - Petrobras" 9. Authorize the executive Issuer Yes For For board to practice all the acts needed for the execution of the above actions Phelps Dodge Corporation PD 717265102 5/26/06 1. Elect five directors: Issuer Yes For For 1. C. Krulak, 2. D. McCoy, 3. W. Post, 4. M. Richenhagen and 5. J. Thompson 2. Approve the Phelps Dodge Issuer Yes For For Corporation Directors 2007 Stock Unit Plan 3. Ratify the appointment Issuer Yes For For of PricerwaterhouseCoopers LLP as independent accountants for the year 2006 The Procter & Gamble Company PG 742718109 10/11/05 1. Elect five directors: Issuer Yes For For 1. Bruce L. Byrnes, 2. Scott D. Cook, 3. Charles R. Lee, 4. W. James McNerney, Jr. and 5. Ernesto Zedillo 2. Ratify the appointment Issuer Yes For For of Deloitte & Touche LLP as the Company's independent registered accounting firm 3. Approve amendment to Issuer Yes For For amended Articles of Incorporation and Code of Regulations to eliminate references to the Executive Committee 4. Approve an amendment to Issuer Yes For For the Code of Regulations to provide for the annual election of all directors 5. Approve Shareholder Security Yes Against For Proposal regarding Holder compliance with animal testing 6. Approve Shareholder Security Yes Against For Proposal regarding selling Holder the Company 7. Approve Shareholder Security Yes Against For Proposal regarding Holder political contributions Schlumberger Limited SLB 806857108 4/12/06 1. Elect 12 directors: Issuer Yes For For 1. J. Deutch, 2. J. S. Gorelick, 3. A. Gould, 4. T. Isaac, 5. A. LaJous, 6. A. Levy-Lang, 7. M. E. Marks, 8. D. Primat, 9. T. I. Sandvold, 10. N. Seydoux, 11. L. G. Stuntz and 12. R. Talwar 2. Adopt and approve Issuer Yes For For financials and dividends 3. Adopt amendment to the Issuer Yes For For Articles of Incorporation 4. Approve amendment and Issuer Yes Against Against restatement of the Schlumberger 2005 Stock Option Plan 5. Approve appointment of Issuer Yes For For PricewaterhouseCoopers LLP as the independent registered public accounting firm to audit the accounts of the company for 2006 SL Green Realty Corp. SLG 78440X101 5/17/06 1. Elect two directors: Issuer Yes For For John H. Alschuler, Jr. and Stephen L. Green 2. Ratify the selection of Issuer Yes For For Ernst & Young LLP as independent auditors for the fiscal year ending December 31, 2006 Union Pacific Corporation UNP 907818108 5/4/06 1. Elect nine directors: Issuer Yes For For 1. R. K. Davidson, 2. E. B. Davis, 3. T. J. Donohue, 4. A. W. Dunham, 5. J. R. Hope, 6. C. C. Krulak, 7. M. W. McConnell, 8. S. R. Rogel and 9. J. R. Young 2. Appoint Deloitte & Issuer Yes For For Touche as the independent registered public accounting firm 3. Shareholder proposal Security Yes Against For regarding majority voting Holder 4. Shareholder proposal Security Yes Against For regarding political Holder contributions 5. Shareholder proposal Security Yes Against For regarding an independent Holder chairman US Airways Group, Inc. LCC 90341W108 5/17/06 1. Elect three directors: Issuer Yes For For 1. Herbert M. Baum, 2. Richard C.Kraemer and 3. Cheryl G. Krongard 2. Ratify the appointment Issuer Yes For For of KPMG LLP to serve as independent registered public accounting firm for the fiscal year ending December 31, 2006 CGM Trust - File No. 811-82 CGM Realty Fund Proposed By Issuer For or Was or Meeting Matter Security Vote Actual Against Issuer Ticker CUSIP Date Voted On Holder Cast? Vote Mgt. ------ ------ ----- ---- -------- ------ ----- ---- ---- Arch Coal, Inc. ACI 039380100 4/27/06 1. Elect five directors: Issuer Yes For For 1. Frank M. Burke, 2. John W. Eaves, 3. Patricia F. Godley, 4. Thomas A. Lockhart and 5. Wesley M. Taylor 2. Approve amendment to Issuer Yes For For Certificate of Incorporation to increase authorized shares Archstone-Smith Trust ASN 039583109 5/17/06 1. Elect ten directors: Issuer Yes For For 1. James A. Cardwell, 2. Ernest A. Gerardi, Jr., 3. Ruth Ann M. Gillis, 4. Ned S. Holmes, 5. Robert P. Kogod, 6. James H. Polk, III, 7. John M. Richman, 8. John C. Schweitzer, 9. Scot Sellers and 10. Robert H. Smith 2. Ratify the appointment Issuer Yes For For of KPMG LLP as auditors for the current fiscal year Ashford Hospitality Trust, Inc. AHT 044103109 5/2/06 1. Elect seven directors: Issuer Yes For For 1. Archie Bennett, Jr., 2. Montgomery J. Bennett, 3. Martin L. Edelman, 4. W. D. Minami, 5. W. Michael Murphy , 6. Phillip S. Payne and 7. Charles P. Toppino 2. Ratify the appointment Issuer Yes For For of Ernst & Young LLP as the firm's independent registered public accounting firm for the fiscal year ending December 31, 2006 AvalonBay Communities, Inc. AVB 053484101 5/17/06 1. Elect nine directors: Issuer Yes For For 1. Bryce Blair, 2. Bruce A. Choate, 3. John J. Healy, Jr., 4. Gilbert M. Meyer, 5. Timothy J. Naughton, 6. Lance R. Primis, 7. H. Jay Sarles, 8. Allan D. Schuster and 9. Amy P. Williams 2. Ratify the selection of Issuer Yes For For Ernst & Young LLP as the company's independent auditors for the year ending December 31, 2006 BRE Properties, Inc. BRE 05564E106 5/4/06 1. Elect nine directors: Issuer Yes For For 1, Robert A. Fiddaman, 2. Roger P. Kuppinger, 3. Irving F. Lyons, III, 4. Edward E. Mace, 5. Christopher J. McGurk, 6. Matthew T. Medeiros, 7. Constance B. Moore, 8. Jeanne R. Myerson and 9. Gregory M. Simon 2. Approve the Company's Issuer Yes For For Third Amended and Restated Non-Employee Director Stock Option and Restricted Stock Plan to increase the total number of shares subject to the plan from 2,300,000 shares to 2,650,000 shares. 3. Ratify the selection of Issuer Yes For For Ernst & Young LLP as independent auditors for the year ending December 31, 2006 CB Richard Ellis Group, Inc. CBG 12497T101 6/1/06 1. Elect 11 directors: Issuer Yes For For 1. Richard C. Blum, 2. Jeffrey A. Cozad, 3. Patrice Marie Daniels, 4. Senator T. A. Daschle, 5. Bradford M. Freeman, 6. Michael Kantor, 7. Frederic V. Malex, 8. John G. Nugent, 9. Brett White, 10. Gary L. Wilson and 11. Ray Wirta 2. Ratify the appointment Issuer Yes For For of Deloitte & Touche LLP as the firm's independent registered public accounting firm 3. Approve the amended Issuer Yes For For Executive Bonus Plan DiamondRock Hospitality Company DRH 252784301 4/27/06 1. Elect 6 directors: Issuer Yes For For 1. William W. McCarten, 2. Daniel J. Altobello, 3. W. Robert Grafton, 4. Maureen L. McAvey, 5. Gilbert T. Ray and 6. John L. Williams 2. Ratify the selection of Issuer Yes For For KPMG LLP as the independent auditors for DiamndRock Hospitality Company for the year ending December 31, 2006 Essex Property Trust, Inc. ESS 297178105 5/9/06 1. Elect three directors: Issuer Yes For For 1. George M. Marcus, 2. Gary P. Martin and 3. William A. Millichap 2. Ratify the appointment Issuer Yes For For of KPMG LLP as the independent registered public accounting firm for the company for the year ending December 31, 2006 FelCor Lodging Trust Incorporated FCH 31430F101 5/16/06 1. Elect three directors: Issuer Yes For For 1. Richard S. Ellwood, 2. Robert A. Mathewson and 3. Richard A. Smith 2. Ratify the appointment Issuer Yes For For of PricewaterhouseCoopers LLP as Felcor's independent registered public accounting firm Foundation Coal Holdings, Inc. FCL 35039W100 5/18/06 1. Elect eight directors: Issuer Yes For For 1. James F. Roberts, 2. David I. Foley, 3. Alex T. Krueger, 4. P. Michael Giftos, 5. Robert C. Scharp, 6. William J. Crowley, Jr., 7. Joel Richards, III and 8. Thomas V. Schockley, III 2. Approve Ernst & Young Issuer Yes For For LLP as Foundation's independent public accountants for fiscal year ending December 31, 2006 3. Approve an amendment to Issuer Yes For For Foundation's Amended and Restated Certificate of Incorporation General Growth Properties, Inc. GGP 370021107 5/16/06 1. Elect four directors: Issuer Yes For For 1. Adam Metz, 2. Robert Michaels, 3. Thomas Nolan and 4. John Riordan 2. Approve an amendment to Issuer Yes For For the 2003 Incentive Stock Plan to provide for an annual award of restricted stock to non-employee directors and to permit issuance under the plan to be effected electronically 3. Ratify the selection of Issuer Yes For For Deloitte & Touche LLP as the firm's independent public accountants for the year ending December 31, 2006 Home Properties, Inc. HME 437306103 5/4/06 1. Elect 12 directors: Issuer Yes For For 1. William Balderston, III, 2. Josh E. Fidler, 3. Alan L. Gosule, 4. Leonard F Helbig,III, 5. Roger W. Kober, 6. Norman P. Leenhouts, 7. Nelson B. Leenhouts, 8. Edward J. Pettinella, 9. Clifford W. Smith, Jr., 10 Paul L. Smith, 11. Thomas S. Summer and 12. Amy L. Tait 2. Ratify the appointment Issuer Yes For For of PricewaterhouseCoopers LLP as independent registered public accounting firm for 2006 Host Hotels & Resorts, Inc. HST 44107P104 5/18/06 1. Elect seven directors: Issuer Yes For For 1. Robert M. Baylis, 2. Terence C. Golden, 3. Ann M. Korologos, 4. Richard E. Marriott, 5. Judith A. McHale, 6. John B. Morse, Jr. and 7. Christopher J. Nassetta 2. Ratify appointment of Issuer Yes For For KPMG LLP as independent auditors 3. Approve stockholder Security Yes Against For proposal to elect directors Holder by a majority vote standard Host Marriott Corporation HMT 44107P104 4/5/06 1. Approve the issuance of Issuer Yes For For $2.27 billion worth of HMT common stock to Starwood Hotels & Resorts in connection with the acquisition of 38 hotels Innkeepers USA Trust KPA 4576J0104 5/3/06 1. Elect three directors: Issuer Yes For For 1. Jeffrey H. Fisher, 2. Thomas J. Crocker and 3. Rolf E. Ruhfus 2. Approve 2006 Issuer Yes For For Non-Employee Trustees' Share Incentive Plan 3. Approve deletion of Issuer Yes For For Article XII of the company's Amended and Restated Declaration of Trust, which limits the company's indebtedness to 50% of investment in hotel properties, at cost 4. Ratify the appointment Issuer Yes For For of PricewaterhouseCoopers LLP as independent auditors for the company for the fiscal year ending December 31,2006 Jones Lang LaSalle Incorporated JLL 48020Q107 5/25/06 1. Elect 4 directors: Issuer Yes For For 1. Sir Derek Higgs, 2. Lauralee E. Martin, 3. Alain Monie and 4. Thomas C. Theobald 2. Ratify the appointment Issuer Yes For For of KPMG LLP as independent registered public accounting firm for 2006 3. Approve an increase by Issuer Yes Against Against 500,000 of the number of shares of common stock reserved for issuance under the Jones Lang LaSalle UK Sharesave Plan Kilroy Realty Corporation KRC 49427F108 5/18/06 1. Elect two directors: Issuer Yes For For John B. Kilroy, Jr. and Dale F. Kinsella 2. Approve 2006 Incentive Issuer Yes For For Award Plan LaSalle Hotel Properties LHO 517942108 4/20/06 1. Elect three directors: Issuer Yes For For 1. Darryl Hartley-Leonard, 2. Kelly L. Kuhn and 3. William S. McCalmont 2. Ratify the appointment Issuer Yes For For of KPMG LLP as the independent registered public accountants of the company for the year ending December 31, 2006 The Macerich Company MAC 554382101 6/1/06 1. Elect three directors: Issuer Yes For For 1. Arthur M. Coppola, 2. James S. Cownie and 3. Mace Siegel 2. Ratify the appointment Issuer Yes For For of Deloitte & Touche LLP as the company's independent accountants for the year ending December 31, 2006 3. Approve stockholder Security Yes Against For proposal regarding Holder executive compensation Maguire Properties, Inc. MPG 559775101 6/6/06 1. Elect six directors: Issuer Yes For For 1. Robert F Maguire III, 2. Lawrence S. Kaplan, 3. Caroline S.McBride, 4. Andrea L. Van De Kamp, 5. Walter L. Weisman and 6. Lewis N. Wolff 2. Ratify the selection of Issuer Yes For For KPMG LLP as the company's independent registered public accounting firm for the year ended December 31, 2006 Reckson Associates Realty Corp. RA 75621K106 5/25/06 1. Elect nine directors: Issuer Yes For For 1. Scott H. Rechler, 2. Michael Maturo, 3. Douglas Crocker II, 4. Elizabeth McCaul, 5. Ronald H. Menaker, 6. Peter Quick, 7. Lewis S. Ranieri, 8. John F. Ruffle and 9. Stanley Steinberg 2. Ratify the selection of Issuer Yes For For Ernst & Young LLP as the independent registered public accounting firm of the company for the fiscal year ending December 31, 2006 Simon Property Group, Inc. SPG 828806109 5/11/06 1. Elect seven directors: Issuer Yes For For 1. Birch Bayh, 2. Melvyn E. Bergstein, 3. Linda Walker Bynoe, 4. Karen N. Horn, 5. Reuben S. Leibowitz, 6. J. Albert Smith, Jr., and 7. Pieter S. Van Den Berg 2. Approve proposed Issuer Yes For For amendment to Stock Incentive Plan 3. Ratify the appointment Issuer Yes For For of Ernst & Young LLP as independent registered public accounting firm for 2006 4. Approve stockholder Security Yes Against For proposal regarding majority Holder vote to elect directors SL Green Realty Corp. SLG 78440X101 5/17/06 1. Elect two directors: Issuer Yes For For John H. Alschuler, Jr. and Stephen L. Green 2. Ratify the selection of Issuer Yes For For Ernst & Young LLP as independent auditors for the fiscal year ending December 31, 2006 Strategic Hotels & Resorts, Inc. BEE 86272T106 5/11/06 1. Elect eight directors: Issuer Yes For For 1. Robert P. Bowen, 2. Michael W. Brennan, 3. Edward C. Coppola, 4. John C. Deterding, 5. Richard L. Fisher, 6. Laurence S. Geller, 7. David M. C. Michels and 8. William A. Prezant 2. Ratify the appointment Issuer Yes For For of Deloitte & touche LLP as independent auditors for the fiscal year ending December 31, 2006 Sunstone Hotel Investors, Inc. SHO 867892101 5/2/06 1. Elect seven directors: Issuer Yes For For 1. Robert A. Alter, 2. Lewis N. Wolff, 3. Z. Jamie Behar, 4. Anthony W. Dona, 5. Thomas A. Lewis, 6. Keith M. Locker and 7. Keith P. Russell 2. Ratify the audit Issuer Yes For For committee's appointment of Ernst & Young LLP to act as the independent registered public accounting firm for the fiscal year ending December 31, 2006 Vornado Realty Trust VNO 929042109 5/18/06 1. Elect three directors: Issuer Yes For For 1. Steven Roth, 2. Michael D. Fascitelli and 3. Russell B. Wight, Jr. 2. Approve full allotment Security Yes Against For of shares available under Holder the 2002 Omnibus Share Plan 3. Ratify the selection of Issuer Yes For For Deloitte & Touche as independent auditors CGM Trust - File No. 811-82 CGM Focus Fund Proposed By Issuer For or Was or Meeting Matter Security Vote Actual Against Issuer Ticker CUSIP Date Voted On Holder Cast? Vote Mgt. ------ ------ ----- ---- -------- ------ ----- ---- ---- Advanced Micro Devices, Inc. AMD 007903107 5/5/06 1. Elect seven directors: Issuer Yes For For 1. Hector De. J. Ruiz, 2. W. Michael Barnes, 3. Bruce L. Claflin 4. H. Paulett Eberhart, 5. Robert B. Palmer, 6. Leonard M. Silverman and 7. Morton L. Topper 2. Ratify the appointment Issuer Yes For For of Ernst & Young LLP as the firm's independent registered public accounting firm for the current fiscal year 3. Approve Amendments to Issuer Yes Against Against the 2004 Equity Incentive Plan 4. Approve Amendment to the Issuer Yes Against Against 2000 Employee Stock Purchase Plan 5. Approve the 2006 Issuer Yes For For Executive Incentive Plan Anadarko Petroleum Corporation APC 032511107 5/11/06 1. Elect 2 directors: Issuer Yes For For Robert J. Allison, Jr. and John W. Poduska, Sr. 2. Approve amendment to Issuer Yes For For Restated Certificate of Incorporation 3. Ratify the appointment Issuer Yes For For of KPMG LLP as the Company's independent auditor for 2006 Autodesk, Inc. ADSK 052769106 11/10/05 1. Proposal to approve the Issuer Yes Against Against adoption of the Autodesk 2006 Employee Stock Plan and the reservation of 9,650,000 shares of Autodesk common stock, plus a number of additional shares equal to that number of shares cancelled on expiration of the 1996 Stock Plan (not to exceed 4,340,000 shares), for issuance thereunder 2. Proposal to approve Issuer Yes Against Against amendments to Autodesk's 2000 Directors' O ption Plan to increase the number of shares reserved for issuance thereunder by 750,000 shares, to provide that all options granted under the 2000 Director's Option Plan will have a maximum term of six years Baker Hughes Incorporated BHI 057224107 4/27/06 1. Elect 11 directors: Issuer Yes For For 1. Larry D. Brady, 2. Clarence P. Cazalot, Jr., 3. Chad C. Deaton, 4. Edward P. Djerejian, 5. Anthony G. Fernandes, 6. Claire W. Gargalli, 7. James A. Lash, 8. James F. McCall, 9. J. Larry Nichols, 10. H. John Riley, Jr. and 11. Charles L. Watson 2. Ratify Deloitte & Touche Issuer Yes For For as the company's independent auditor for fiscal year 2006 3. Proposal to approve Issuer Yes For For performance criteria for awards under the Annual Incentive Compensation Plan 4. Stockholder Proposal No. Security Yes Against For 1 regarding voting under Holder the company's Delaware charter Canadian Natural Resources Limited CNQ 136385101 5/4/06 1. Elect 11 directors: Issuer Yes For For 1. Catherine M. Best, 2. N. Murray Edwards, 3. Honourable Gary A. Filmon, 4. Ambassador Gordon D. Giffin, 5. John G. Langille, 6. Keith A. J. MacPhail, 7. Allan P. Markin, 8. Norman F. McIntyre, 9. James S. Palmer, 10. Eldon R. Smith and 11. David A.Tuer 2. Appoint Issuer Yes For For PricewaterhouseCoopers LLP, chartered accountants, Calgary, Alberta, as auditors of the corporation for the ensuing year and authorize the Audit Committee of the Board of Directors of the Corporation to fix their remuneration Embraer-Empresa Brasileira ERJ 29081M102 3/31/06 1. Appoint companies Issuer No responsible for the preparation of the valuation reports of the company and of Rio Han 2. Approve valuation Issuer No reports prepared by companies referred to in Item 1 3. Approve protocol and Issuer No justification of merger of Embraer with and into Rio Han 4. Approve merger of the Issuer No company with and into Rio Han Halliburton Company HAL 406216101 5/17/06 1. Elect 11 directors: Issuer Yes For For 1. A. M. Bennett, 2. J. R. Boyd, 3. R. L Crandall, 4. K. T. Derr, 5. S. M. Gillis, 6. W. R. Howell, 7. R. L. Hunt, 8. D. J. Lesar, 9 .J. L. Martin, 10. J. A. Precourt and 11. D. L. Reed 2. Ratify the selection of Issuer Yes For For KPMG LLP as independent accountants to examine the financial statements and books and records of Halliburton for 2006 3. Approve a proposal to Issuer Yes For For amend Article FOURTH of the Certificate on Incorporation to increase the authorized common stock of Halliburton from 1,000,000,000 to 2,000,000,000 shares 4. Approve proposal to Issuer Yes For For approve the Board of Directors' policy on future severance agreements for executive officers of Halliburton 5. Approve stockholder Security Yes Against For proposal regarding human Holder rights review 6. Approve stockholder Security Yes Against For proposal regarding director Holder election vote threshold 7. Approve stockholder Security Yes Against For proposal on poison pill Holder Mittal Steel Company N.V. MT 60684P101 5/9/06 2. Approve the mixed cash Issuer Yes For For and exchange offer for the issued and outstanding share capital and equity securities of Arcelor S.A. pursuant to article 2:107a Dutch Civil Code 3. Reduce the Company's Issuer Yes For For current issued share capital, such reduction being conditional upon closing of the Offer and the exchange of newly issued Class A shares for certain Arcelor securities pursuant thereto, and with effect from the date of amendment of the Company's Articles of Association referred to in agenda item 4, by reducing the nominal value of each Class B share from EUR 0.10 per share to EUR 0.02 per share, without repayment of the difference of EUR 0.08 per share to the holders of Class B sha 4. Amend the Company's Issuer Yes For For Articles of Association. Such amendment being conditional upon completion of the Offer, and to authorise each member of the Managing Board as well as each lawyer and paralegal practicing with NautaDutilh N.V. to implement the amendment of the Company's Articles of Association 5a. Extend the authority of Issuer Yes For For the Managing Board for a period of one year (until the Annual Meeting to be held in 2007) to issue and/or grant rights to subscribe to shares with respect to such number of Class A shares to be issued pursuant to the Offer, such issuance being conditional upon closing the Offer 5b. Extend the authority of Issuer Yes For For the Managing Board for a period of one (1) year (until the Annual Meeting to be held in 2007) to issue and/or grant rights to subscribe to shares with respect to ten percent of the unissued Class A shares in which the authorised share capital is divided into at the time the resolution to issue and/or grant rights to subscribe for shares will be taken by the Managing Board 7. Adopt the annual Issuer Yes For For accounts for fiscal 2005 9. Continue to pay a Issuer Yes For For quarterly dividend of US $0.125 per share, subject to final determination by the Managing Board 10. Approve the management Issuer Yes For For performed by the Directors "A" of the Managing Board during fiscal 2005, including discharge of the Directors "A" of the Managing Board from liability in respect of the exercise of their duties during fiscal 2005 11. Approve the management Issuer Yes For For performed by the Directors "C" of the Managing Board during fiscal 2005, including discharge of the Directors "C" of the Managing Board from liability in respect of the exercise of their duties during fiscal 2005 12. Approve proposal by the Issuer Yes For For holders of the class B shares (in compliance with Article 18.4 of the Company's Articles of Association) to re-appoint Messrs. Andres Rozental, Narayanan Vaghul, Muni Krishna T. Reddy and Rene Gerard Lopez, Lewis B. Kaden and Wilbur Louis Ross as Directors "C", all for a one year term ending on the date of the Annual Meeting to be held in 2007 13. Designate Mrs. Usha Issuer Yes For For Mittal as the person referred to in Article 23 of the Company's Articles of Association 14. Re-appoint Deloitte Issuer Yes For For Accountants as the registered accountants of the Company 15. Designate the Managing Issuer Yes For For Board as authorised corporate body (organ) to repurchase Class A shares in the capital of the Company until 8 November 2007 16. Amend the Company's Issuer Yes For For Stock Option Plan to increase the number of shares of common stock available for awards granted under the plan to 20,000,000 Class A shares 17. Extend the authority of Issuer Yes For For the Managing Board for period of one year until the Annual Meeting to be held in 2007 to limit of execute the pre-emptive rights to Class A Shares in the capital of the company Mittal Steel Company N.V. MT 60684P101 6/30/06 2. Approve the mixed cash Issuer Yes For For and exchange offer for the issued and outstanding share capital and equity securities of Arcelor A. S. 3. Approve proposal to Issuer Yes For For reduce the company's current issued share capital such reduction with effect from the date of amendment of the company's Articles of Association 4. Approve proposal to Issuer Yes For For amend the company's Articles of Association and to authorize each member of the managing board as well as each lawyer and paralegal practicing with Nautaduthilh N.V. to implement the amendment of the company's Articles of Association 5. Approve proposal to Issuer Yes For For extend the authority of the managing board for a period of one year to issue and/or grant rights to subscribe for shares with respect to such number of class A shares to be issued pursuant to the officer, such issuance being conditional upon closing of the offer. 6. Approve proposal by the Issuer Yes For For managing board to appoint Mr. Francois H. Pinault as Director "C", for a one year term ending on the date of the annual general meeting of shareholders to be held in 2007 Nabors Industries Ltd. NBR G6359F103 3/30/06 1. Approve an amendment to Issuer Yes For For the Amended and Restated Bye-Laws to increase the total number of shares of common stock Newmont Mining Corporation NEM 651639106 4/25/06 1. Elect 14 directors: Issuer Yes For For 1. G. A. Barton, 2. V. A.Calarco, 3. N. Doyle, 4. V. M. Hagen, 5. M. S. Hamson, 6. L. I. Higdon, Jr., 7. P. Lassonde, 8. R. J. Miller, 9. W. W. Murdy, 10. R. A. Plumbridge, 11. J. B. Prescott, 12. D. C. Roth, 13. S. Schulich and 14. J. V. Taranik 2. Ratify the appointment Issuer Yes For For of PricewaterhouseCoopers LLP as independent auditors for 2006 3. Approve stockholder Security Yes Against For proposal regarding Holder independent board chairman Nucor Corporation NUE 670346105 5/11/06 1. Elect two directors: Issuer Yes For For Clayton C. Daley and Harvey B. Gantt 2. Ratify the appointment Issuer Yes For For of PricewaterhouseCoopers LLP as Nucor's independent registered public accounting firm for the year ending December 31, 2006 3. Approve the amendment to Issuer Yes For For Nucor's Restated Certificate of Incorporation increasing its authorized common stock from 400,000,000 shares to 800,000,000 shares 4. Approve stockholder Security Yes Against For proposal regarding director Holder election majority vote standard Occidental Petroleum Corporation OXY 674599105 5/5/06 1. Elect 12 directors: 1. Issuer Yes For For 1. Spencer Abraham, 2. Ronald W. Burkle, 3. John S. Chalsty, 4. Edward P. Djerejian, 5. R. Chad Dreier, 6. John E. Feick, 7. Ray R. Irani, 8. Irvin W. Maloney, 9. Rodolfo Segovia, 10. Aziz D. Syriani, 11. Rosemary Tomich and 12. Walter L. Weisman 2. Ratify the selection of Issuer Yes For For KPMG as independent auditors 3. Approve increase in Issuer Yes For For Authorized Capital Stock 4. Approve stockholder Security Yes Against For proposal regarding limit on Holder executive compensation 5. Approve stockholder Security Yes Against For proposal on scientific Holder report on global warming/cooling 6 Approve stockholder Security Yes Against For proposal regarding election Holder of directors by majority vote Open Joint Stock Co Vimpel-Communication VIP 68370R109 4/24/06 1. Approve amendments to Issuer Yes For For the Charter of Vimpelcom Petro-Canada PCZ 71644E102 4/25/06 1. Elect 12 directors: Issuer Yes For For 1. Ron A. Brenneman, 2. Angus A. Bruneau, 3. Gail Cook-Bennett, 4. Richard J. Currie, 5. Claude Fontaine, 6. Paul Haseldonckx, 7. Thomas E. Kierans, 8. Brian F. MacNeill, 9. Maureen McCaw, 10. Paul D. Melnuk, 11. Guylaine Saucier and 12. James W. Simpson 2. Ratify the appointment Issuer Yes For For of Deloitte & Touche LLP as auditors of the company Petroleo Brasileiro S. A. PBR 71654V408 5/22/06 1. Approve the "Protocol Issuer Yes For For and Justification of the Incorporation of the Shares of Petrobras Quimica S.A. - Petroquisa by Petroleo Brasileiro S. A. " 2. Ratify and appoint a Issuer Yes For For specialized firm to evaluate the shareholders equity and book value of Petrobras 3. Approve the valuation of Issuer Yes For For the shareholders' equity and book value report of Petrobras 4. Approve the valuation of Issuer Yes For For the shareholders equity book value and net book assets of Petroquisa 5. Ratify and appoint a Issuer Yes For For specialized firm to undertake an economic and financial valuation of Petrobras 6. Approve the economic and Issuer Yes For For financial valuation of Petrobras 7. Approve the Issuer Yes For For incorporation of the total number of Petroquisa shares held by minority shareholders into Petrobras' equity 8. Approve the alterations Issuer Yes For For to Petrobras' bylaws as provided for in the "Protocol and Justification of the Incorporation of the shares of Petrobras Quimica S. A. - Petroquisa by Petroleo Brasileiro S. A. - Petrobras" 9. Authorize the executive Issuer Yes For For board to practice all the acts needed for the execution of the above actions Phelps Dodge Corporation PD 717265102 5/26/06 1. Elect five directors: Issuer Yes For For 1. C. Krulak, 2. D. McCoy, 3. W. Post, 4. M. Richenhagen and 5. J. Thompson 2. Approve the Phelps Dodge Issuer Yes For For Corporation Directors 2007 Stock Unit Plan 3. Ratify the appointment Issuer Yes For For of PricerwaterhouseCoopers LLP as independent accountants for the year 2006 Schlumberger Limited SLB 806857108 4/12/06 1. Elect 12 directors: Issuer Yes For For 1. J. Deutch, 2. J. S. Gorelick, 3. A. Gould, 4. T. Isaac, 5. A. LaJous, 6. A. Levy-Lang, 7. M. E. Marks, 8. D. Primat, 9. T. I. Sandvold, 10. N. Seydoux, 11. L. G. Stuntz and 12. R. Talwar 2. Adopt and approve Issuer Yes For For financials and dividends 3. Adopt amendment to the Issuer Yes For For Articles of Incorporation 4. Approve amendment and Issuer Yes Against Against restatement of the Schlumberger 2005 Stock Option Plan 5. Approve appointment of Issuer Yes For For PricewaterhouseCoopers LLP as the independent registered public accounting firm to audit the accounts of the company for 2006 Southern Copper Corporation PCU 84265V105 4/27/06 1. Elect 13 directors: Issuer No 1. Emilio Carrillo Gamboa, 2. J. F. Collazo Gonzalez, 3. X.G. De Quevedo Topete, 4. Oscar Gonzalez Rocha, 5. J. E. Gonzalez Felix, 6. Harold S. Handelsman, 7. German L. Mota-Velasco, 8. Genaro L. Mota-Velasco, 9. Armando Ortega Gomez, 10. Juan Rebolledo Gout, 11. Luis M Palomino Bonilla, 12. Gilberto P. Cifuentes and 13. Carolos Ruiz Sacristan 2A. Approve amendments to Issuer No the by-laws proposing to eliminate certain extraneous provision relating to the retired series of Class A common stock 2B. Approve amendments to Issuer No the by-laws proposing to introduce a new provision for advance notice to shareholders seeking to nominate directors or to propose other business at annual or special meetings of the common stockholders 2C. Approve amendments to Issuer No the by-laws proposing to substitute Grupo Mexico for Asarco Incorporated in the "change in control" definition in the by-laws 2D. Approve amendments to Issuer No the by-laws proposing to eliminate the 80% supermajority vote requirement for certain corporate actions 3. Approve amendments to Issuer No the Amended and Restated Certificate of Incorporation 4. Ratify the audit Issuer No committee's selection of PricewaterhouseCoopers S.C. as independent accountants for 2006 Station Casinos, Inc. STN 857689103 5/24/06 1. Elect two directors: Issuer Yes For For Lowell H. Lebermann, Jr. and Robert E. Lewis 2. Ratify the appointment Issuer Yes For For of Ernst & Young LLP as the company's independent auditors for 2006 3. Approve shareholder Security Yes Against For proposal requesting the Holder company redeem the Company's Rights Agreement Suncor Energy, Inc. SU 867229106 4/26/06 1. Elect 11 directors: Issuer Yes For For 1. Mel E. Benson, 2. Brian A. Canfield, 3. Bryan P. Davies, 4. Brian A. Felesky, 5. John T. Ferguson, 6. W. Douglas Ford, 7. Richard L. George, 8. John R. Huff, 9. M. Ann McCaig, 10. Michael W. O'Brien and 11. J. R. Shaw 2. Re-appoint Issuer Yes For For PricewaterhouseCoopers LLP as auditor of the corporation for the ensuing year Tenaris, S.A. TS 88031M109 6/7/06 A1. Approve the Board of Issuer Yes For For Directors' and Independent Auditor's reports on the Consolidated Financial States A2. Approve the Board of Issuer Yes For For Directors' and Independent Auditor's reports on the Unconsolidated Annual Accounts A3. Allocate the results Issuer Yes For For and approve the dividend payment A4. Discharge to the Issuer Yes For For Members of the Board of Directors A5. Elect Board of Issuer Yes For For Directors' members A6. Authorize the Board of Issuer Yes For For Directors to delegate the day-to-day management of the company's business and the power to represent the company as "Administrateur Delegue" (Chief Executive Officer) to Mr. Paolo Rocca A7. Authorize the Board of Issuer Yes For For Directors to appoint any or all of its members as the company's attorney-in-fact A8. Authorize the Board of Issuer Yes For For Directors to cause the distribution of all shareholder communications A9. Approve Board of Issuer Yes For For Directors' compensation A10. Appoint Issuer Yes For For PricewaterhouseCoopers as independent auditors and approve their fees E1. Amend Article 11 of the Issuer Yes For For Articles of Association Union Pacific Corporation UNP 907818108 5/4/06 1. Elect nine directors: Issuer Yes For For 1. R. K. Davidson, 2. E. B. Davis, 3. T. J. Donohue, 4. A. W. Dunham, 5. J. R. Hope, 6. C. C. Krulak, 7. M. W. McConnell, 8. S. R. Rogel and 9. J. R. Young 2. Appoint Deloitte & Issuer Yes For For Touche as the independent registered public accounting firm 3. Shareholder proposal Security Yes Against For regarding majority voting Holder 4. Shareholder proposal Security Yes Against For regarding political Holder contributions 5. Shareholder proposal Security Yes Against For regarding an independent Holder chairman SIGNATURES [See General Instruction F] 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) CGM TRUST ------------------------------------------------------------------ By (Signature and Title)* Robert L. Kemp, President ----------------------------------------------------- Date 8/28/06 -------------------------------------------------------------------------- * Print the name and title of each signing officer under his or her signature.