UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-04605
First Financial Fund, Inc.
(Exact name of registrant as specified in charter)
1680 38th Street, Suite 800
Boulder, CO 80301
(Address of principal executive offices) (Zip code)
Stephen C. Miller
1680 38th Street, Suite 800
Boulder, CO 80301
(Name and address of agent for service)
Registrant's telephone number, including area code: (303) 444-5483
Date of fiscal year end: March 31
Date of reporting period: July 1, 2004 - June 30, 2005
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 (ss.ss. 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. ss. 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2004 TO JUNE 30, 2005
Matter
Proposed Vote
by Cast Vote
Shldr Issuer (Yes (For For or
Ticker Meeting Record Mtg Description of Matter to be or or or Against
Name of Issuer Symbol CUSIP Date Date Type Voted On Holder No) Against Mngmnt
Election of Jonathan A.
Arbor Realty Bernstein and Joseph
Trust, Inc. ABR 038923405 7/29/04 6/18/04 Annual 1 Martello Issuer Yes For For
Ratification of the
appointment of Ernest &
Young LLP as independent
Arbor Realty auditors for fiscal year
Trust, Inc. ABR 038923405 7/29/04 6/18/04 Annual 2 2004 Issuer Yes For For
Approval and Amendment
and Restatement of the
Company's 2003 Omnibus
Stock Incentive Plan to
authorize for issuance an
Arbor Realty additional 250,000 shares
Trust, Inc. ABR 038923405 7/29/04 6/18/04 Annual 3 of common stock Issuer Yes Against Against
Spirit Finance Election of nine (9)
Corporation 848568101 7/30/04 5/3/04 Annual 1 directors Issuer Yes For For
Ratify the selection of
Ernst & Young LLP as
independent auditors for
Spirit Finance the fiscal year ending
Corporation 848568101 7/30/04 5/3/04 Annual 2 December 31, 2004 Issuer Yes For For
First Federal Elelction of Dr. Stephan
Bancshares, L. Roth and Richard D.
Inc. FFBI 32021B103 8/3/04 6/15/04 Annual 1 Stephens Issuer Yes For For
Ratification of Crowe
Chizek and Company LLC as
First Federal independent auditors for
Bancshares, fiscal year ending
Inc. FFBI 32021B103 8/3/04 6/15/04 Annual 2 December 31, 2004 Issuer Yes For For
To approve the Amendment
to the Company's Restated
Certificate of
Countrywide Incorporation increasing
Financial the authorized number of
Corporation CFC 222372104 8/17/04 7/9/04 Special 1 shares of common stock Issuer Yes For For
To adopt the agreement
and plan of merger, dated
as of February 15, 2004,
North Fork by and between North Fork
Bancorporation, Bancorporation, Inc. and
Inc. NFB 659424105 8/31/04 7/23/04 Special 1 Greenpoint Financial Corp. Issuer Yes For For
To consider and vote upon
a proposal to approve the
Agreement and Plan of
merger, dated April 22,
2004, by and between CB
Bancshares, Inc. and
CB Bancshares, Central Pacific Financial
Inc. CBBI 124785106 9/13/04 7/19/04 Special 1 Corp. Issuer Yes For For
Proposal to approve the
amended and restated
Agreement and Plan of
Merger dated as of April
Texas United 29, 2004 by and between
Bancshares, Texas United and GNB
Inc. TXUI 882838105 9/14/04 8/2/04 Special 1 Bancshares, Inc. Issuer Yes For For
Texas United Proposal to adjourn the
Bancshares, special meeting to permit
Inc. TXUI 882838105 9/14/04 8/2/04 Special 2 further solicitation Issuer Yes For For
Texas United Proposal to approve the
Bancshares, Texas United 2004 Stock
Inc. TXUI 882838105 9/14/04 8/2/04 Special 3 Incentive Plan Issuer Yes Against Against
Proposal to approve an
amendment to the Articles
of Incorporation to
provide that Texas
United's Bylaws may be
Texas United amended only upon
Bancshares, approval of at least 70%
Inc. TXUI 882838105 9/14/04 8/2/04 Special 4 of the Board Issuer Yes For For
The approval of
UCBH Holdings, amendments to the 1998
Inc. UCBH 90262T308 9/24/04 8/31/04 Special 1 Stock Option Plan Issuer Yes Against Against
Approval of the Agreement
and Plan of Merger, dated
as of June 5, 2004,
providing for the
acquisition of
Chesterfield Chesterfield Financial
Financial Corp. CFSL 166435107 9/30/04 8/16/04 Special 1 Corp. by MAF Bancorp, Inc. Issuer Yes For For
White Mountain
Insurance Election of seventeen
Group, Ltd WTM G9618E107 10/21/04 8/27/04 Annual 1 (17) directors Issuer Yes For For
White Mountain Appointment of
Insurance independent registered
Group, Ltd WTM G9618E107 10/21/04 8/27/04 Annual 2 public accounting firm Issuer Yes For For
Jefferson
Bancshares, Election of two (2)
Incc. JFBI 472375104 10/21/04 8/31/04 Annual 1 directors Issuer Yes For For
The ratification of
Jefferson appointment of Craine,
Bancshares, Thompson & Jones, P.C. as
Incc. JFBI 472375104 10/21/04 8/31/04 Annual 2 independent auditors. Issuer Yes For For
Election of two (2)
K-Fed Bancorp KFED 48246S101 10/26/04 8/31/04 Annual 1 directors Issuer Yes For For
Approval of K-Fed Bancorp
K-Fed Bancorp KFED 48246S101 10/26/04 8/31/04 Annual 2 2004 Stock Option Plan Issuer Yes Against Against
Approval of the K-Fed
Bancorp 2004 Recognition
K-Fed Bancorp KFED 48246S101 10/26/04 8/31/04 Annual 3 and Retention Plan Issuer Yes Against Against
Ratification of
appointment of Crowe
Chizek and Company LLC as
K-Fed Bancorp KFED 48246S101 10/26/04 8/31/04 Annual 4 independent auditors Issuer Yes For For
Parkvale
Financial Election of two (2)
Corporation PFC 701492100 10/28/04 8/30/04 Annual 1 directors Issuer Yes For For
Parkvale
Financial Adoption of the 2004
Corporation PFC 701492100 10/28/04 8/30/04 Annual 2 Stock Incentive Plan Issuer Yes Against Against
Parkvale Appointment of Parente
Financial Randolph, LLC as
Corporation PFC 701492100 10/28/04 8/30/04 Annual 3 independent auditors Issuer Yes For For
First Place Election of five (5)
Financial Corp. FPFC 33610T109 10/28/04 9/10/04 Annual 1 directors Issuer Yes For For
Approval of the First
First Place Place Financial Corp.
Financial Corp. FPFC 33610T109 10/28/04 9/10/04 Annual 2 2004 Incentive Plan Issuer Yes Against Against
Ratification of
appointment of Crowe
First Place Chizek and Company LLC as
Financial Corp. FPFC 33610T109 10/28/04 9/10/04 Annual 3 independent auditors Issuer Yes For For
Federal Home
Loan Mortgage Election of thirteen (13)
Corporation FRE 313400301 11/4/04 9/10/04 Annual 1 directors Issuer Yes For For
Ratification of
appointment of
Federal Home PricewaterhouseCoopers
Loan Mortgage LLP as independent
Corporation FRE 313400301 11/4/04 9/10/04 Annual 2 auditors Issuer Yes For For
Federal Home
Loan Mortgage Approval of the 2004
Corporation FRE 313400301 11/4/04 9/10/04 Annual 3 Stock Compensation Plan Issuer Yes Against Against
Federal Home Approval of the Amended
Loan Mortgage and Restated Employee
Corporation FRE 313400301 11/4/04 9/10/04 Annual 4 Stock Purchase Plan Issuer Yes Against Against
Northwest Election of three (3)
Bancorp, Inc. NWSB 667328108 11/17/04 9/20/04 Annual 1 directors Issuer Yes For For
Approval of an Amendment
to the Company's Stock
Holding Company Charter
Northwest to increase the number of
Bancorp, Inc. NWSB 667328108 11/17/04 9/20/04 Annual 2 authorized shares Issuer Yes Abstain Abstain
Northwest Approval of the 2004
Bancorp, Inc. NWSB 667328108 11/17/04 9/20/04 Annual 3 Stock Option Plan Issuer Yes Against Against
Approval of the 2004
Northwest Recognition and Retention
Bancorp, Inc. NWSB 667328108 11/17/04 9/20/04 Annual 4 Plan Issuer Yes Against Against
Ratification of
appointment of KPMG LLP
Northwest as independent registered
Bancorp, Inc. NWSB 667328108 11/17/04 9/20/04 Annual 5 public accounting firm Issuer Yes For For
Provident
Financial Election of three (3)
Holdings, Inc. PROV 743868101 11/18/04 9/22/04 Annual 1 directors Issuer Yes For For
Approval of the
Provident appointment of Deloitte &
Financial Touche LLP as independent
Holdings, Inc. PROV 743868101 11/18/04 9/22/04 Annual 2 auditors Issuer Yes For For
Redwood Election of two (2)
Financial, Inc. REDW 757903109 12/15/04 10/21/04 Annual 1 directors Issuer Yes For For
Fidelity
National Election of four (4)
Financial, Inc. FNF 316326107 12/16/04 11/8/04 Annual 1 directors Issuer Yes For For
Fidelity Approve the adoption of
National the 2004 Omnibus
Financial, Inc. FNF 316326107 12/16/04 11/8/04 Annual 2 Incentive Plan Issuer Yes Against Against
Approve the second
Fidelity Amendment and Restatement
National of the 2001 Stock
Financial, Inc. FNF 316326107 12/16/04 11/8/04 Annual 3 Incentive Plan Issuer Yes Against Against
Approve the second
Fidelity Amendment and Restatement
National of the 1998 Stock
Financial, Inc. FNF 316326107 12/16/04 11/8/04 Annual 4 Incentive Plan Issuer Yes Against Against
Fidelity Approve the Amendment and
National Restatement of the 1987
Financial, Inc. FNF 316326107 12/16/04 11/8/04 Annual 5 Stock Option Plan Issuer Yes Against Against
Ratify the appointment of
Fidelity KPMG LLP as independent
National auditors for the 2004
Financial, Inc. FNF 316326107 12/16/04 11/8/04 Annual 6 fiscal year. Issuer Yes For For
Perpetual
Federal Election of four (4)
Savings Bank PFOH 714273109 1/19/05 11/22/04 Annual 1 directors Issuer Yes For For
Ratification of the
Perpetual appointment of Crowe,
Federal Chizek and Company LLP as
Savings Bank PFOH 714273109 1/19/05 11/22/04 Annual 2 auditors Issuer Yes For For
To adopt the agreement
Penn-America and plan of merger dated
Group, Inc. PNG 707247102 1/24/05 12/15/04 Special 1 October 14, 2004 Issuer Yes For For
To vote upon and
adjournment or
postponement of the
Penn-America Penn-America special
Group, Inc. PNG 707247102 1/24/05 12/15/04 Special 2 meeting, if necessary Issuer Yes For For
Citizens
Community Election of two (2)
Bancorp. CZWI 17453V107 2/4/05 12/10/04 Annual 1 directors Issuer Yes For For
Approval of the Citizens
Citizens Community Bankcorp 2004
Community stock option and
Bancorp. CZWI 17453V107 2/4/05 12/10/04 Annual 2 incentive plan Issuer Yes Against Against
Approval of the Citizens
Citizens Community Bankcorp 2004
Community recognition and retention
Bancorp. CZWI 17453V107 2/4/05 12/10/04 Annual 3 plan Issuer Yes Against Against
Citizens Ratification of
Community appointment of WIPFLI,
Bancorp. CZWI 17453V107 2/4/05 12/10/04 Annual 4 LLP as auditors Issuer Yes For For
Approval of the agreement
and plan of merger, dated
October 27, 2004 by and
Pointe between Pointe Financial
Financial Corporation and the South
Corporation PNTE 73084P100 2/11/05 12/27/04 Special 1 Financial Group, Inc. Issuer Yes For For
Provident Election of four (4)
Bancorp, Inc. PBCP 74383A109 2/24/05 12/31/04 Annual 1 directors Issuer Yes For For
Provident Approval of the 2004
Bancorp, Inc. PBCP 74383A109 2/24/05 12/31/04 Annual 2 Stock Incentive Plan Issuer Yes Against Against
Ratification of
appointment of KPMG LLP
Provident as independent public
Bancorp, Inc. PBCP 74383A109 2/24/05 12/31/04 Annual 3 accounting firm Issuer Yes For For
Charter
Financial Election of three (3)
Corporation CHFN 16122M100 2/23/05 12/31/04 Annual 1 directors Issuer Yes For For
Bimini
Mortgage
Management, Election of two (2)
Inc. 09031E202 3/24/05 1/28/05 Annual 1 directors Issuer Yes For For
Bimini
Mortgage Ratification of Ernst &
Management, Young, LLP as independent
Inc. 09031E202 3/24/05 1/28/05 Annual 2 accountants Issuer Yes For For
Proposal to approve and
adopt the Agreement and
Plan of Merger by and
between Berkshire Hills
Bancorp, Inc. and
Woronoco Bancorp, Inc.
pursuant to which
Woronoco Woronoco will merge into
Bancorp, Inc. WRO 981630106 4/12/05 3/4/05 Special 1 Berkshire Issuer Yes For For
Approve the adjournment
of the special meeting,
Woronoco if necessary, to solicit
Bancorp, Inc. WRO 981630106 4/12/05 3/4/05 Special 2 additional proxies Issuer Yes For For
Approval and adoption of
the Agreement and Plan of
Merger between KNBT
Northeast Bancorp, Inc. and
Pennsylvania Northeast Pennsylvania
Financial Corp. NEPF 663905107 4/14/05 2/28/05 Special 1 Financial Corp. Issuer Yes For For
Adjournment of the
special meeting, if
Northeast necessary, to permit
Pennsylvania further solicitation of
Financial Corp. NEPF 663905107 4/14/05 2/28/05 Special 2 procies Issuer Yes For For
Election of nine (9)
Signature Bank SBNY 82669G104 4/15/05 3/17/05 Annual 3 directors Issuer Yes For For
To amend the organization
Signature Bank SBNY 82669G104 4/15/05 3/17/05 Annual 1 certificate Issuer Yes For For
Signature Bank SBNY 82669G104 4/15/05 3/17/05 Annual 2 To amend the bylaws Issuer Yes Against Against
Approval of 2005 special
Signature Bank SBNY 82669G104 4/15/05 3/17/05 Annual 4 bonus plan Issuer Yes Against Against
Ratify appointment of
KPMG LLP as indpendent
Signature Bank SBNY 82669G104 4/15/05 3/17/05 Annual 5 accountants Issuer Yes For For
The South
Financial Election of six (6)
Group, Inc. TSFG 837841105 4/19/05 3/1/05 Annual 1 directors Issuer Yes For For
The South Ratify appointment of
Financial KPMG LLP as independent
Group, Inc. TSFG 837841105 4/19/05 3/1/05 Annual 2 public accounting firm Issuer Yes For For
Election of seventeen
Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 1 (17) directors Issuer Yes For For
Ratify selection of KPMG
LLP as independent
registered public
Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 2 accounting firm Issuer Yes For For
Approve the amended and
restated stock incentive
Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 3 plan Issuer Yes For For
Stockholder proposal
requesting a curn on
executive compensation,
no future stock option
grants and no renewal or
Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 4 extensions of option plans Holder Yes For Against
Stockholder proposal
requesting a report on
Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 5 political contributions Holder Yes Against For
Stockholder proposal
requesting that the
Chairman of the Board
have no management
duties, titles or
Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 6 responsibilities Holder Yes Against For
Stockholder proposal
requesting that CEO
Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 7 compensation be limited Holder Yes Against For
Stockholder proposal
requesting election of
director nominees by a
Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 8 majority of votes cast Holder Yes For Against
Stockholder proposal
requesting a bylaw
amendment prohibiting the
payment of non-deductible
compensation to any
officer unless prior
stockholder approval is
Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 9 granted Holder Yes For Against
Stockholder proposal
requesting that a simple
majority vote apply on
each issue that can be
subject to shareholder
Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 10 vote Holder Yes For Against
First Defiance Election of three (3)
Financial Corp FDEF 32006W106 4/19/05 3/4/05 Annual 1 directors Issuer Yes For For
First Defiance Approval of 2005 stock
Financial Corp FDEF 32006W106 4/19/05 3/4/05 Annual 2 option and incentive plan Issuer Yes Against Against
LSB
Bancshares, Election of six (6)
Inc. LXBK 502158108 4/20/05 2/23/05 Annual 1 directors Issuer Yes For For
Ratify the appointment of
LSB Turlington and Company,
Bancshares, LLP as certified public
Inc. LXBK 502158108 4/20/05 2/23/05 Annual 2 accountants Issuer Yes For For
First Indiana Election of three (3)
Corporation FINB 32054R108 4/20/05 2/9/05 Annual 1 directors Issuer Yes For For
Approval of the
First Indiana corporations employee
Corporation FINB 32054R108 4/20/05 2/9/05 Annual 2 stock purchase plan Issuer Yes Abstain N/A
Approval of the 2005
First Indiana executive compensation
Corporation FINB 32054R108 4/20/05 2/9/05 Annual 3 plan Issuer Yes Abstain N/A
Cardinal State Election of three (3)
Bank CSNC 141546101 4/20/05 2/18/05 Annual 1 directors Issuer Yes For For
Cardinal State Approval of two
Bank CSNC 141546101 4/20/05 2/18/05 Annual 2 additional directorships Issuer Yes Abstain N/A
Cardinal State Approval of additional
Bank CSNC 141546101 4/20/05 2/18/05 Annual 3 nonstatutory stock options Issuer Yes Against Against
Cardinal State Approval of additional
Bank CSNC 141546101 4/20/05 2/18/05 Annual 4 incentive stock options Issuer Yes Against Against
Ratification of
Cardinal State independent public
Bank CSNC 141546101 4/20/05 2/18/05 Annual 5 accountants Issuer Yes For For
River Valley Election of three (3)
Bancorp RIVR 768475105 4/20/05 2/25/05 Annual 1 directors Issuer Yes For For
Westbank Elect Mark A. Beauregard
Corporation WBKC 957116106 4/20/05 2/28/05 Annual 1A for a three-year term Issuer Yes For For
Westbank Elect Robert J. Perlak
Corporation WBKC 957116106 4/20/05 2/28/05 Annual 1B for a three-year term Issuer Yes For For
Westbank Elect James E. Tremble
Corporation WBKC 957116106 4/20/05 2/28/05 Annual 1C for a three-year term Issuer Yes For For
Mercer
Insurance Election of three (3)
Group, Inc. MIGP 587902107 4/20/05 3/14/05 Annual 1 directors Issuer Yes For For
Mercer Ratification of KPMG LLP
Insurance as independent registered
Group, Inc. MIGP 587902107 4/20/05 3/14/05 Annual 2 public accounting firm Issuer Yes For For
Annual Report, group and
parent company accounts
UBS AG UBS H8920M855 4/21/05 3/9/05 Annual 1 for 2004 Issuer Yes For For
Appropriation of retained
UBS AG UBS H8920M855 4/21/05 3/9/05 Annual 2 earnings Issuer Yes For For
Discharge of the members
of the Board of Directors
and the group Executive
UBS AG UBS H8920M855 4/21/05 3/9/05 Annual 3 Board Issuer Yes For For
Election of Board members
UBS AG UBS H8920M855 4/21/05 3/9/05 Annual 4 and auditors Issuer Yes For For
Cancellation of shares
repurchased under the
2004/2005 share buyback
program and approval of
UBS AG UBS H8920M855 4/21/05 3/9/05 Annual 5 new share buyback program Issuer Yes For For
Authorization to vote in
accordance with the Board
of Directors on
UBS AG UBS H8920M855 4/21/05 3/9/05 Annual 6 shareholders motions Issuer Yes For For
Election of three (3)
People's Bank PBCT 710198102 4/21/05 3/1/05 Annual 1 directors Issuer Yes For For
Approve the Agreement and
Plan of Merger between
Riverview Bancorp, Inc.
American Riverview Community Bank
Pacific Bank AMPB 02837P307 4/21/05 3/21/05 Special 1 and American Pacific Bank Issuer Yes For For
Cardinal
Financial Election of four (4)
Corporation CFNL 14149F109 4/22/05 3/8/05 Annual 1 directors Issuer Yes For For
Cardinal Approve an amendment to
Financial the 2002 Equity
Corporation CFNL 14149F109 4/22/05 3/8/05 Annual 2 Compensation Plan Issuer Yes Against Against
Cardinal Ratify appointment of
Financial KPMG LLP as independent
Corporation CFNL 14149F109 4/22/05 3/8/05 Annual 3 auditors Issuer Yes For For
First Citizens
Bancshares, Election of twenty-two
Inc. FCNCA 31946M103 4/25/05 3/7/05 Annual 1 (22) directors Issuer Yes For For
SCBT Financial Election of five (5)
Corporation SCBT 78401V102 4/26/05 3/1/05 Annual 1 directors Issuer Yes For For
Ratify J.W. Hunt and
SCBT Financial Company, LLP as certified
Corporation SCBT 78401V102 4/26/05 3/1/05 Annual 2 public accountants Issuer Yes For For
HMN Financial, Election of three (3)
Inc. HMNF 40424G108 4/26/05 3/1/05 Annual 1 directors Issuer Yes For For
HMN Financial, Ratification of KPMG LLP
Inc. HMNF 40424G108 4/26/05 3/1/05 Annual 2 as auditors Issuer Yes For For
TIB Financial Election of one (1)
Corp TIBB 872449103 4/26/05 2/28/05 Annual 1 director Issuer Yes For For
Approval and amendment to
TIB Financial restated articles of
Corp TIBB 872449103 4/26/05 2/28/05 Annual 2 incorporation Issuer Yes For For
Central
Pacific Election of five (5)
Financial Corp. CPF 154760102 4/26/05 2/28/05 Annual 1 directors Issuer Yes For For
Central
Pacific Ratification of KPMG LLP
Financial Corp. CPF 154760102 4/26/05 2/28/05 Annual 2 as public accounting firm Issuer Yes For For
Central Approval of amendment to
Pacific restated Articles of
Financial Corp. CPF 154760102 4/26/05 2/28/05 Annual 3 Incorporation Issuer Yes For For
UMB Financial Election of nine (9)
Corporation UMBF 902788108 4/26/05 3/1/05 Annual 1 directors Issuer Yes For For
Ratification of Deloitte
UMB Financial & Touche LLP as
Corporation UMBF 902788108 4/26/05 3/1/05 Annual 2 independent auditors Issuer Yes For For
Approval of long-term
UMB Financial incentive compensation
Corporation UMBF 902788108 4/26/05 3/1/05 Annual 3 plan Issuer Yes Against Against
Election of four (4)
Parkway Bank PKWY 70153M109 4/26/05 2/28/05 Annual 1 directors Issuer Yes For For
Ratification of Dixon
Hughes PLLC as
Parkway Bank PKWY 70153M109 4/26/05 2/28/05 Annual 2 independent auditor Issuer Yes For For
Unionbancorp, Election of three (3)
Inc. UBCD 908908106 4/26/05 3/1/05 Annual 1 directors Issuer Yes For For
CFS Bancorp, Election of three (3)
Inc. CITZ 12525D102 4/26/05 3/4/05 Annual 1 directors Issuer Yes For For
CFS Bancorp, Proposal to reincorporate
Inc. CITZ 12525D102 4/26/05 3/4/05 Annual 2 in the state of Indiana Issuer Yes For For
Golden West
Financial Election of three (3)
Corporation GDW 381317106 4/26/05 3/1/05 Annual 1 directors Issuer Yes For For
Golden West
Financial Approval of the 2005
Corporation GDW 381317106 4/26/05 3/1/05 Annual 2 stock incentive plan Issuer Yes Against Against
Golden West Ratification of Deloitte
Financial & Touche LLP as
Corporation GDW 381317106 4/26/05 3/1/05 Annual 3 independent auditors Issuer Yes For For
Firstfed Election of two (2)
Bancorp, Inc. FFDB 33761Q102 4/26/05 3/10/05 Annual 1 directors Issuer Yes For For
Downey Election of three (3)
Financial Corp. DSL 261018105 4/27/05 2/25/05 Annual 1 directors Issuer Yes For For
Downey Ratify appointment of
Financial Corp. DSL 261018105 4/27/05 2/25/05 Annual 2 KPMG LLP as auditors Issuer Yes For For
Fidelity
Southern Election of eight (8)
Corporation LION 316394105 4/28/05 3/10/05 Annual 1 directors Issuer Yes For For
Southwest Election of four (4)
Bancorp, Inc. OKSB 844767103 4/28/05 3/4/05 Annual 1 directors Issuer Yes For For
Ratification of Ernst &
Young LLP as independent
Southwest registered public
Bancorp, Inc. OKSB 844767103 4/28/05 3/4/05 Annual 2 accounting firm Issuer Yes For For
Metrocorp
Bancshares, Election of six (6)
Inc. MCBI 591650106 4/29/05 3/14/05 Annual 1 directors Issuer Yes For For
Ratification of
PricewaterhouseCoopers
Metrocorp LLP as independent
Bancshares, registered public
Inc. MCBI 591650106 4/29/05 3/14/05 Annual 2 accounting firm Issuer Yes For For
Election of four (4)
LSB Corporation LSBX 50215P100 5/3/05 3/4/05 Annual 1 directors Issuer Yes For For
Ratification of KPMG LLP
LSB Corporation LSBX 50215P100 5/3/05 3/4/05 Annual 2 as independent auditors Issuer Yes For For
Carolina Trust Election of six (6)
Bank CART 144200102 5/3/05 3/15/05 Annual 1 directors Issuer Yes For For
Authorization to purchase
Carolina Trust up to 60,000 shares of
Bank CART 144200102 5/3/05 3/15/05 Annual 2 common stock Issuer Yes For For
Approval of the 2005
Carolina Trust incentive stock option
Bank CART 144200102 5/3/05 3/15/05 Annual 3 plan Issuer Yes Against Against
Approval of the 2005
Carolina Trust nonstatutory stock option
Bank CART 144200102 5/3/05 3/15/05 Annual 4 plan Issuer Yes Against Against
Carolina Trust Ratification of
Bank CART 144200102 5/3/05 3/15/05 Annual 5 independent auditors Issuer Yes For For
City National Election of four (4)
Corporation CYN 178566105 5/4/05 3/15/05 Annual 1 directors Issuer Yes For For
City National Ratification of KPMG LLP
Corporation CYN 178566105 5/4/05 3/15/05 Annual 2 as independent auditors Issuer Yes For For
Southwest
Bancorporation Election of six (6)
of Texas, Inc. 84476R109 5/4/05 3/24/05 Annual 1 directors Issuer Yes For For
Proposal to approve
amendment to Articles of
Incorporation to change
Southwest the name of the company
Bancorporation to Amegy Bancorporation,
of Texas, Inc. 84476R109 5/4/05 3/24/05 Annual 2 Inc. Issuer Yes For For
Amendment to the Articles
of Incorporation to
Southwest increase the number of
Bancorporation authorized shares of
of Texas, Inc. 84476R109 5/4/05 3/24/05 Annual 3 common stock Issuer Yes For For
Ratify
Southwest PricewaterhouseCoopers
Bancorporation LLP as independent
of Texas, Inc. 84476R109 5/4/05 3/24/05 Annual 4 auditors Issuer Yes For For
Northrim Election of eleven (11)
Bancorp, Inc. NRIM 666762109 5/5/05 3/9/05 Annual 1 directors Issuer Yes For For
Axis Capital Election of four (4)
Holdings Ltd. AXS G0692U109 5/5/05 3/11/05 Annual 1 directors Issuer Yes For For
Appoint Deloitte & Touche
Axis Capital LLP as independent
Holdings Ltd. AXS G0692U109 5/5/05 3/11/05 Annual 2 auditors Issuer Yes For For
Authorize election of
three nominess as
Axis Capital directors of Axis
Holdings Ltd. AXS G0692U109 5/5/05 3/11/05 Annual 3 Specialty Limited Issuer Yes For For
Authorize the liquidation
Axis Capital of Axis Specialty UK
Holdings Ltd. AXS G0692U109 5/5/05 3/11/05 Annual 4 Limited Issuer Yes For For
Aames
Investment Election of seven (7)
Corporation AIC 00253G108 5/5/05 3/31/05 Annual 1 directors Issuer Yes For For
Aames Ratification of Ernst &
Investment Young LLP as independent
Corporation AIC 00253G108 5/5/05 3/31/05 Annual 2 accountants Issuer Yes For For
SI Financial Election of three (3)
Group, Inc. SIFI 78425W102 5/11/05 3/18/05 Annual 1 directors Issuer Yes For For
SI Financial Approval of 2005 Equity
Group, Inc. SIFI 78425W102 5/11/05 3/18/05 Annual 2 Incentive Plan Issuer Yes Against Against
Ratification of Wolf &
SI Financial Company, PC as
Group, Inc. SIFI 78425W102 5/11/05 3/18/05 Annual 3 independent auditors Issuer Yes For For
Suffolkfirst Election of ten (10)
Bank SUFB 864788104 5/12/05 3/31/05 Annual 1 directors Issuer Yes For For
First
Community Bank Election of nine (9)
Corp of America FCFL 31985E202 4/18/05 3/1/05 Annual 1 directors Issuer Yes For For
First Ratification of Hacker,
Community Bank Johnson & Smith, P.A. as
Corp of America FCFL 31985E202 4/18/05 3/1/05 Annual 2 independent auditors Issuer Yes For For
Adjournment of the annual
First meeting to solicit
Community Bank additional votes if
Corp of America FCFL 31985E202 4/18/05 3/1/05 Annual 3 necessary Issuer Yes For For
Valley
Commerce Election of nine (9)
Bancorp VCBP 919518100 4/26/05 3/17/05 Annual 1 directors Issuer Yes For For
Amend the Amended and
Restated 1997 Stock
Option Plan to increase
Valley the number of shares
Commerce available for grants of
Bancorp VCBP 919518100 4/26/05 3/17/05 Annual 2 options Issuer Yes Against Against
Ratify selection of
Valley Perry-Smith, LLP as
Commerce independent public
Bancorp VCBP 919518100 4/26/05 3/17/05 Annual 3 accountants Issuer Yes For For
UnionBanCal Election of fifteen (15)
Corporation UB 908906100 4/27/05 3/4/05 Annual 1 directors Issuer Yes For For
To increase the number of
shares of common stock
whch may be awarded under
UnionBanCal the year 2000 corporate
Corporation UB 908906100 4/27/05 3/4/05 Annual 2 management stock plan Issuer Yes Against Against
Ratify selection of
Deloitte & Touche LLP as
UnionBanCal independent registered
Corporation UB 908906100 4/27/05 3/4/05 Annual 3 public accounting firm Issuer Yes For For
Stockholder proposal
UnionBanCal regarding confidential
Corporation UB 908906100 4/27/05 3/4/05 Annual 4 voting Holder Yes For For
Southern
Connecticut Election of four (4)
Bancorp Inc. SSE 84264A102 5/3/05 3/22/05 Annual 1 directors Issuer Yes For For
Approve the 2005 stock
option and award plan and
Southern authorize 150,000 shares
Connecticut of common stock for
Bancorp Inc. SSE 84264A102 5/3/05 3/22/05 Annual 2 issuance Issuer Yes Against Against
Southern Ratify the appointment of
Connecticut McGladrey & Pullen, LLP
Bancorp Inc. SSE 84264A102 5/3/05 3/22/05 Annual 3 as independent accountants Issuer Yes For For
Diamondrock Election of six (6)
Hospitality Co. DRKCL 252784103 5/6/05 4/18/05 Annual 1 directors Issuer Yes For For
Ratify selection of KPMG
Diamondrock LLP as independent
Hospitality Co. DRKCL 252784103 5/6/05 4/18/05 Annual 2 auditors Issuer Yes For For
Election of three (3)
FNB Corp. FNBN 302519103 5/10/05 3/24/05 Annual 1 directors Issuer Yes For For
Foothill
Independent Election of two (2)
Bancorp FOOT 344905104 5/10/05 3/24/05 Annual 1 directors Issuer Yes For For
Iberiabank Election of four (4)
Corporation IBKC 450828108 5/11/05 3/29/05 Annual 1 directors Issuer Yes For For
Ratification of Castaing,
Iberiabank Hussey & Lolan, LLC as
Corporation IBKC 450828108 5/11/05 3/29/05 Annual 2 independent auditors Issuer Yes For For
Iberiabank Approval of 2005 stock
Corporation IBKC 450828108 5/11/05 3/29/05 Annual 3 incentive plan Issuer Yes Against Against
Wainwright
Bank & Trust Election of eleven (11)
Company WAIN 930705108 5/11/05 3/14/05 Annual 1 directors Issuer Yes For For
Wainwright
Bank & Trust Election of Margaret R.
Company WAIN 930705108 5/11/05 3/14/05 Annual 2 Downs as clerk of the bank Issuer Yes For For
Wainwright Ratification of Vitale,
Bank & Trust Caturano & Company, PC as
Company WAIN 930705108 5/11/05 3/14/05 Annual 3 independent auditors Issuer Yes For For
Resource Election of two (2)
America, Inc. REXI 761195205 5/11/05 3/15/05 Annual 1 directors Issuer Yes For For
Resource Adopt the 2005 omnibus
America, Inc. REXI 761195205 5/11/05 3/15/05 Annual 2 equity compensation plan Issuer Yes Against Against
Proxies are authorized to
vote upon such other
Resource business which may come
America, Inc. REXI 761195205 5/11/05 3/15/05 Annual 3 before the meeting Issuer Yes Abstain N/A
Bristol West Election of eleven (11)
Holdings, Inc. BRW 11037M105 5/12/05 4/4/05 Annual 1 directors Issuer Yes For For
Ratification of Deloitte
Bristol West & Touche LLP as
Holdings, Inc. BRW 11037M105 5/12/05 4/4/05 Annual 2 independent auditors Issuer Yes For For
Bank of Oak Election of four (4)
Ridge BKOR 064180102 5/12/05 3/7/05 Annual 1 directors Issuer Yes For For
Ratification of Larrowe &
Bank of Oak Company, PLC as
Ridge BKOR 064180102 5/12/05 3/7/05 Annual 2 independent auditors Issuer Yes For For
Gateway
Financial Election of four (4)
Holdings, Inc. GBTS 368140109 5/16/05 3/10/05 Annual 1 directors Issuer Yes For For
Gateway Approval of omnibus stock
Financial ownership and long term
Holdings, Inc. GBTS 368140109 5/16/05 3/10/05 Annual 2 incentive plan Issuer Yes For For
First Republic Election of four (4)
Bank FRC 336158100 5/17/05 4/4/05 Annual 1 directors Issuer Yes For For
Amend the amended and
restated articles of
incorporation in order to
increase the number of
shares of common stock
that First Republic is
First Republic authorized to issue from
Bank FRC 336158100 5/17/05 4/4/05 Annual 2 40,000,000 to 75,000,000 Issuer Yes For For
Ratify selection of KPMG
First Republic LLP as independent
Bank FRC 336158100 5/17/05 4/4/05 Annual 3 auditors Issuer Yes For For
Mortgageit Election of two (2)
Holdings, Inc. MHL 61915Q108 5/17/05 4/13/05 Annual 1 directors Issuer Yes For For
Mortgageit Approval of amended
Holdings, Inc. MHL 61915Q108 5/17/05 4/13/05 Annual 2 long-term incentive plan Issuer Yes Against Against
Deaborn Election of four (4)
Bancorp, Inc. DEAR 24242R108 5/17/05 3/24/05 Annual 1 directors Issuer Yes For For
Deaborn Approve the 2005 long
Bancorp, Inc. DEAR 24242R108 5/17/05 3/24/05 Annual 2 term incentive plan Issuer Yes Against Against
Greenville
First
Bancshares, Election of four (4)
Inc. GVBK 39607Y100 5/17/05 4/1/05 Annual 1 directors Issuer Yes For For
First Regional Election of three (3)
Bancorp FRGB 33615C101 5/17/05 3/17/05 Annual 1 directors Issuer Yes For For
First Regional Other business to come
Bancorp FRGB 33615C101 5/17/05 3/17/05 Annual 2 before the meeting Issuer Yes Abstain N/A
Ocean Shore Election of three (3)
Holding Co. OSHC 67501P107 5/18/05 3/24/05 Annual 1 directors Issuer Yes For For
Ratification of Deloitte
Ocean Shore & Touche LLP as
Holding Co. OSHC 67501P107 5/18/05 3/24/05 Annual 2 independent auditors Issuer Yes For For
Ohio Casualty Election of four (4)
Corporation OCAS 677240103 5/18/05 3/15/05 Annual 1 directors Issuer Yes For For
Ohio Casualty Approve the 2005
Corporation OCAS 677240103 5/18/05 3/15/05 Annual 2 incentive plan Issuer Yes Against Against
Community Election of six (6)
Bancorp CBON 20343T100 5/19/05 4/11/05 Annual 1 directors Issuer Yes For For
Community Approve the 2005 equity
Bancorp CBON 20343T100 5/19/05 4/11/05 Annual 2 based compensation plan Issuer Yes Against Against
CCF Holding Election of two (2)
Company CCFH 12487X104 5/19/05 4/7/05 Annual 1 directors Issuer Yes For For
CCF Holding Approve the amendment ot
Company CCFH 12487X104 5/19/05 4/7/05 Annual 2 the 2000 stock option plan Issuer Yes Against Against
Sun Bancorp, Election of sixteen (16)
Inc. SNBC 86663B102 5/19/05 3/31/05 Annual 1 directors Issuer Yes For For
Ratification of
appointment of Deloitte &
Sun Bancorp, Touche LLP as independent
Inc. SNBC 86663B102 5/19/05 3/31/05 Annual 2 auditors Issuer Yes For For
White
Mountains
Insurance Election of twenty-one
Group, Ltd. WTM G9618E107 5/19/05 3/21/05 Annual 1 (21) directors Issuer Yes For For
Approval of the amendment
White to the long-term
Mountains incentive plan and
Insurance approval of performance
Group, Ltd. WTM G9618E107 5/19/05 3/21/05 Annual 6 criteria Issuer Yes For For
White
Mountains Approval of appointment
Insurance of independent registered
Group, Ltd. WTM G9618E107 5/19/05 3/21/05 Annual 7 public accounting firm Issuer Yes For For
Coast
Financial Election of nine (9)
Holdings, Inc. CFHI 190354100 5/20/05 3/22/05 Annual 1 directors Issuer Yes For For
Coast Approval and adoption of
Financial the 2005 stock incentive
Holdings, Inc. CFHI 190354100 5/20/05 3/22/05 Annual 2 plan Issuer Yes Against Against
Pennsylvania
Commerce Election of eight (8)
Bancorp, Inc. COBH 708677109 5/20/05 3/28/05 Annual 1 directors Issuer Yes For For
Pennsylvania
Commerce Approval of the 2006
Bancorp, Inc. COBH 708677109 5/20/05 3/28/05 Annual 2 employee stock option plan Issuer Yes Against Against
Pennsylvania
Commerce Other business which may
Bancorp, Inc. COBH 708677109 5/20/05 3/28/05 Annual 3 come before the meeting Issuer Yes Abstain N/A
Trico Election of ten (10)
Bancshares TCBK 896095106 5/24/05 3/29/05 Annual 1 directors Issuer Yes For For
Trico Amend the 2001 stock
Bancshares TCBK 896095106 5/24/05 3/29/05 Annual 2 option plan Issuer Yes Against Against
Ratification of KPMG LLP
Trico as independent public
Bancshares TCBK 896095106 5/24/05 3/29/05 Annual 3 accountants Issuer Yes For For
First Federal
Bancshares, Election of three (3)
Inc. FFBI 32021B103 5/24/05 4/4/05 Annual 1 directors Issuer Yes For For
First Federal Ratification of Crowe
Bancshares, Chizek and Company LLC as
Inc. FFBI 32021B103 5/24/05 4/4/05 Annual 2 independent auditors Issuer Yes For For
Everest Re Election of two (2)
Group, Ltd. RE G3223R108 5/25/05 3/29/05 Annual 1 directors Issuer Yes For For
Appointment of
PricewaterhouseCoopers
Everest Re LLP as independent
Group, Ltd. RE G3223R108 5/25/05 3/29/05 Annual 2 auditors Issuer Yes For For
Appove and amendment to
the 2003 non-employee
Everest Re director equity
Group, Ltd. RE G3223R108 5/25/05 3/29/05 Annual 3 compensation plan Issuer Yes Against Against
Approve amendment to
Everest Re executive performance
Group, Ltd. RE G3223R108 5/25/05 3/29/05 Annual 4 annual incentive plan Issuer Yes Against Against
Arbor Realty Election of four (4)
Trust, Inc. ABR 038923108 5/25/05 4/12/05 Annual 1 directors Issuer Yes For For
Ratification of Ernst &
Young LLP as independent
Arbor Realty registered public
Trust, Inc. ABR 038923108 5/25/05 4/12/05 Annual 2 accounting firm Issuer Yes For For
Approve an amendment to
Arbor Realty the 2003 omnibus stock
Trust, Inc. ABR 038923108 5/25/05 4/12/05 Annual 3 incentive plan Issuer Yes Against Against
Approve an amendment to
the Charter to lower each
of the aggregate stock
ownership limit and the
Arbor Realty common stock ownership
Trust, Inc. ABR 038923108 5/25/05 4/12/05 Annual 4 limit from 9.6% to 8.3% Issuer Yes For For
Pacific
Premier Election of three (3)
Bancorp, Inc. PPBI 69478X105 5/25/05 4/1/05 Annual 1 directors Issuer Yes For For
Pacific Ratification of Vavrinek,
Premier Trine, Day & Co., LLP as
Bancorp, Inc. PPBI 69478X105 5/25/05 4/1/05 Annual 2 independent auditors Issuer Yes For For
Heritage Oaks Election of eleven (11)
Bancorp HEOP 42724R107 5/26/05 3/31/05 Annual 1 directors Issuer Yes For For
Heritage Oaks Approve the 2005 equity
Bancorp HEOP 42724R107 5/26/05 3/31/05 Annual 2 based compensation plan Issuer Yes Against Against
Ratify appointment of
Vavrinek, Trine, Day &
Heritage Oaks Co., LLP as independent
Bancorp HEOP 42724R107 5/26/05 3/31/05 Annual 3 accountant Issuer Yes For For
SNB
Bancshares, Election of four (4)
Inc. SNBT 78460M209 5/26/05 3/31/05 Annual 1 directors Issuer Yes For For
Ratification of Deloitte
SNB & Touche LLP as
Bancshares, independent registered
Inc. SNBT 78460M209 5/26/05 3/31/05 Annual 2 public accounting firm Issuer Yes For For
Citizens First
Bancorp, Inc. CTZN 17461R106 5/26/05 3/28/05 Annual 1 Election of one director Issuer Yes For For
Ratification of BDO
Seidman, LLP as
Citizens First indpendent registered
Bancorp, Inc. CTZN 17461R106 5/26/05 3/28/05 Annual 2 public accounting firm Issuer Yes For For
Texas United
Bancshares, Election of four (4)
Inc. TXUI 882838105 5/26/05 4/15/05 Annual 1 directors Issuer Yes For For
Texas United Ratification of BKD, LLP
Bancshares, as independent registered
Inc. TXUI 882838105 5/26/05 4/15/05 Annual 2 public accounting firm Issuer Yes For For
Bay View
Capital Election of five (5)
Corporation BVC 07262L309 5/26/05 4/11/05 Annual 1 directors Issuer Yes For For
Calnet
Business Bank, Election of ten (10)
N.A. CLNB 131326100 5/26/05 3/30/05 Annual 1 directors Issuer Yes For For
Ratification of
Calnet Perry-Smith LLP as
Business Bank, independent public
N.A. CLNB 131326100 5/26/05 3/30/05 Annual 2 accountants Issuer Yes For For
Calnet
Business Bank, Approve amendment to the
N.A. CLNB 131326100 5/26/05 3/30/05 Annual 3 2001 stock option plan Issuer Yes Against Against
North Valley Election of five (5)
Bancorp NOVB 66304M105 5/26/05 4/15/05 Annual 1 directors Issuer Yes For For
Ratify the appointment of
North Valley Perry-Smith LLP as
Bancorp NOVB 66304M105 5/26/05 4/15/05 Annual 2 independent auditors Issuer Yes For For
North Valley Proposal to declassify
Bancorp NOVB 66304M105 5/26/05 4/15/05 Annual 3 the Board of Directors Issuer Yes For For
Atlantic Coast Election of five (5)
Federal Corp. ACFC 048425102 5/27/05 3/31/05 Annual 1 directors Issuer Yes For For
Atlantic Coast Approval of 2005 stock
Federal Corp. ACFC 048425102 5/27/05 3/31/05 Annual 2 option plan Issuer Yes Against Against
Approval of 2005
Atlantic Coast recognition and retention
Federal Corp. ACFC 048425102 5/27/05 3/31/05 Annual 3 plan Issuer Yes Against Against
Ratification of Crowe
Chizek and Company LLC as
Atlantic Coast independent registered
Federal Corp. ACFC 048425102 5/27/05 3/31/05 Annual 4 public accounting firm Issuer Yes For For
Rome Bancorp, Election of three (3)
Inc. ROME 77587P103 6/1/05 4/15/05 Annual 1 directors Issuer Yes For For
Ratification of Crowe
Rome Bancorp, Chizek and Company LLC as
Inc. ROME 77587P103 6/1/05 4/15/05 Annual 2 independent auditors Issuer Yes For For
Centennial
Bank Holdings, Election of nine (9)
Inc. 151345204 6/2/05 4/5/05 Annual 1 directors Issuer Yes For For
Approve amendment and
Centennial restatement to the
Bank Holdings, Certificate of
Inc. 151345204 6/2/05 4/5/05 Annual 2 Incorporation Issuer Yes For For
Centennial
Bank Holdings, Approve the 2005 stock
Inc. 151345204 6/2/05 4/5/05 Annual 3 incentive plan Issuer Yes Against Against
Yardville
National Election of five (5)
Bancorp YANB 985021104 6/3/05 4/22/05 Annual 1 directors Issuer Yes For For
Yardville
National Election of George D.
Bancorp YANB 985021104 6/3/05 4/22/05 Annual 2 Muller as a director Issuer Yes For For
Yardville
National Approval of 2005 equity
Bancorp YANB 985021104 6/3/05 4/22/05 Annual 3 incentive plan Issuer Yes Against Against
The Bank Election of eight (8)
Holdings TBHS 88331E104 6/8/05 4/26/05 Annual 1 directors Issuer Yes For For
The Bank Adoption of amendment to
Holdings TBHS 88331E104 6/8/05 4/26/05 Annual 2 2002 stock option plan Issuer Yes Against Against
IPC Holdings, Election of six (6)
Ltd. IPCR G4933P101 6/10/05 3/31/05 Annual 1 directors Issuer Yes For For
IPC Holdings, Approval of amendment to
Ltd. IPCR G4933P101 6/10/05 3/31/05 Annual 2 the stock option plan Issuer Yes Against Against
Appointment and
IPC Holdings, renumeration of
Ltd. IPCR G4933P101 6/10/05 3/31/05 Annual 3 independent auditors Issuer Yes For For
The Bancorp, Election of twelve (12)
Inc. TBBK 05969A105 6/15/05 4/25/05 Annual 1 directors Issuer Yes For For
Proposal to adopt the
The Bancorp, 2005 omnibus equity
Inc. TBBK 05969A105 6/15/05 4/25/05 Annual 2 compensation plan Issuer Yes Against Against
Approve Grant Thornton
The Bancorp, LLP as indpendent publiv
Inc. TBBK 05969A105 6/15/05 4/25/05 Annual 3 accountants Issuer Yes For For
Taylor Capital Election of three (3)
Group, Inc. TAYC 876851106 6/16/05 4/28/05 Annual 1 directors Issuer Yes For For
Team Election of three (3)
Financial, Inc. TFIN 87815X109 6/21/05 4/25/05 Annual 1 directors Issuer Yes For For
Team Ratify KPMG LLP as
Financial, Inc. TFIN 87815X109 6/21/05 4/25/05 Annual 2 independent auditors Issuer Yes For For
Transaction of such other
Team business as may come
Financial, Inc. TFIN 87815X109 6/21/05 4/25/05 Annual 3 before the meeting Issuer Yes For For
Election of nine (9)
Preferred Bank PFBC 740367107 6/22/05 5/17/05 Annual 1 directors Issuer Yes For For
Ratfy appointment of KPMG
LLP as independent
registered public
Preferred Bank PFBC 740367107 6/22/05 5/17/05 Annual 2 accounting firm Issuer Yes For For
Alliance Election of three (3)
Bancshares ABVA 018535104 6/22/05 5/16/05 Annual 1 directors Issuer Yes For For
Ratify appointment of
Yount, Hyde & Barbour,
Alliance Pcas independent
Bancshares ABVA 018535104 6/22/05 5/16/05 Annual 2 accountants Issuer Yes For For
Approve an amendment to
the stock option plan to
authorize an additional
Alliance 150,000 shares for
Bancshares ABVA 018535104 6/22/05 5/16/05 Annual 3 issuance under the plan. Issuer Yes Against Against
Broadway
Financial Election of three (3)
Corporation BYFC 111444105 6/22/05 4/29/05 Annual 1 directors Issuer Yes For For
Ratify appointment of
Broadway Crowe Chizek and Company
Financial LLP as independent audit
Corporation BYFC 111444105 6/22/05 4/29/05 Annual 2 firm Issuer Yes For For
Home Federal Election of two (2)
Bancorp, Inc. HOME 43709A101 6/23/05 5/10/05 Annual 1 directors Issuer Yes For For
Approval of the 2005
Home Federal stock option and
Bancorp, Inc. HOME 43709A101 6/23/05 5/10/05 Annual 2 incentive plan Issuer Yes Against Against
Approval of the 2005
Home Federal recognition and retention
Bancorp, Inc. HOME 43709A101 6/23/05 5/10/05 Annual 3 plan Issuer Yes Against Against
Home Federal Ratification of Moss
Bancorp, Inc. HOME 43709A101 6/23/05 5/10/05 Annual 4 Adams LLP as auditors Issuer Yes For For
Abington
Community Election of two (2)
Bancorp, Inc. ABBC 00350R106 6/23/05 4/26/05 Annual 1 directors Issuer Yes For For
Abington
Community Proposal to adopt the
Bancorp, Inc. ABBC 00350R106 6/23/05 4/26/05 Annual 2 2005 stock option plan Issuer Yes Against Against
Proposal to adopt the
Abington 2005 recognition and
Community retention plan and trust
Bancorp, Inc. ABBC 00350R106 6/23/05 4/26/05 Annual 3 agreement Issuer Yes Against Against
Ratification of Deloitte
Abington & Touche LLP as
Community independent registered
Bancorp, Inc. ABBC 00350R106 6/23/05 4/26/05 Annual 4 public accounting firm Issuer Yes For For
Third Century Election of five (5)
Bancorp TDCB 884120106 7/20/05 5/18/05 Annual 1 directors Issuer Yes For For
Third Century Approval and ratification
Bancorp TDCB 884120106 7/20/05 5/18/05 Annual 2 of the stock option plan Issuer Yes Against Against
Ratification of
Third Century recognition and retention
Bancorp TDCB 884120106 7/20/05 5/18/05 Annual 3 plan and trust Issuer Yes Against Against
Ocean Shore Approve the 2005 equity
Holding Co. OSHC 67501P107 7/13/05 5/18/05 Special 1 incentive plan Issuer Yes Against Against
Federal Home
Mortgage Election of thirteen (13)
Corporation FRE 313400301 7/15/05 5/27/05 Annual 1 directors Issuer Yes For For
Ratification of
appointment of
Federal Home PricewaterhouseCoopers
Mortgage LLP as independent
Corporation FRE 313400301 7/15/05 5/27/05 Annual 2 auditors Issuer Yes For For
Riverview Election of two (2)
Bancorp, Inc. RVSB 769397100 7/20/05 5/24/05 Annual 1 directors Issuer Yes For For
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 First Financial Fund, Inc.
By (Signature and Title)* /s/ Stephen C. Miller
Stephen C. Miller, President
(Principal Executive Officer)
*Print the name and title of each signing officer under his or her signature.
Date: August 30, 2005