Form N-PX Annual Report of Proxy Voting Record of Copley Fund, Inc. Investment Company Act File No.: 811-2815 Registrant Copley Fund, Inc. 5348 Vegas Dr. Las Vegas, NV 89108 Agent for Service Fiscal Year End: February 28, 2008 Date of Reporting Period: July 1, 2007 to June 30, 2008 With Proponent Voted? or Meeting (Management/ (Yes/ Against Name Ticker CUSIP Date ItemDescription Shareholder) No) VoteCast Mgt Rec Alliant Energy LNT 18802108 5/16/2008 Election of Directors: Corporation William D. Harvey Management Yes For With James A. Leach Management Yes For With Singleton B. McAllister Management Yes For With LNT Ratify Appt-Deloitte & Touche LLP Management Yes For With Ameren Corporation AEE 23608102 4/22/2008 Election of Directors: Stephen F. Brauer Management Yes For With Susan S. Elliott Management Yes For With Walter J. Galvin Management Yes For With Gayle P.W. Jackson Management Yes For With James C. Johnson Management Yes For With Charles W. Mueller Management Yes For With Douglas R. Oberhelman Management Yes For With Gary L. Rainwater Management Yes For With Harvey Saligman Management Yes For With Patrick T. Stokes Management Yes For With Jack D. Woodard Management Yes For With AEE Ratify Appt Ind Reg Public Accts Management Yes For With AEE Report on Callaway Plant Releases Shareholder Yes Against With American Electric AEP 25537101 4/22/2008 Election of Directors: Power Company,Inc. E.R. Brooks Management Yes For With Raplh D. Crosby, Jr. Management Yes For With Linda A. Goodspeed Management Yes For With Lester A. Hudson, Jr. Management Yes For With Lionel L. Nowell, III Management Yes For With Kathryn D. Sullivan Management Yes For With Donald M. Carlton Management Yes For With John P. Desbarres Management Yes For With Thomas E. Hoaglin Management Yes For With Michael G. Morris Management Yes For With Richard L. Sandor Management Yes For With AEP Ratify Appt-Deloitte & Touche LLP Management Yes For With AT&T Inc. T 00206R102 4/25/2008 Election of Directors: Randall L. Stephenson Management Yes For With William F. Aldinger III Management Yes For With Gilbert F. Amelio Management Yes For With Reuben V. Anderson Management Yes For With James H. Blanchard Management Yes For With August A. Busch III Management Yes For With James P. Kelly Management Yes For With Jon C. Madonna Management Yes For With Lynn M. Martin Management Yes For Against John B. McCoy Management Yes For With Mary S. Metz Management Yes For With Joyce M. Roche Management Yes For With Laura D'Andrea Tyson Management Yes For With Patricia P. Upton Management Yes For With T Ratify Appt of Independent Auditors Management Yes For With T Report on political contributions Shareholder Yes Against With T Pension Credit Policy Shareholder Yes Against With T Lead Ind Director bylaw Shareholder Yes Against With T SERP Policy Shareholder Yes Against With T Advisory vote on compensation Shareholder Yes Against With Bank of America BAC 60505104 4/23/2008 Election of Directors: Corporation William Barnet, III Management Yes For With Frank P. Bramble, Sr. Management Yes For With John T. Collins Management Yes For With Gary L. Countryman Management Yes For With Tommy R. Franks Management Yes For With Charles K. Gifford Management Yes For With Kenneth D. Lewis Management Yes For With Monica C. Lozano Management Yes For With Walter E. Massey Management Yes For With Thomas J. May Management Yes For With Patricia E. Mitchell Management Yes For With Thomas M. Ryan Management Yes For With O. Temple Sloan, Jr. Management Yes For With Meredith R. Spangler Management Yes For With Robert L. Tilman Management Yes For With Jackie M. Ward Management Yes For With BAC Ratify Ind Accounting Firm-2008 Management Yes For With BAC Stock Options Shareholder Yes Against With BAC Advisory Vote on Executive Comp Shareholder Yes Against With BAC Determination of CEO Compensation Shareholder Yes Against With BAC Cumulative Voting Shareholder Yes Against With BAC Independent Board Chairman Shareholder Yes Against With BAC Special Shareholder Meetings Shareholder Yes Against With BAC Equator Principles Shareholder Yes Against With BAC Human Rights Shareholder Yes Against With BP P.L.C. BP 55622104 4/17/2008 Election of Directors: Mr. A. Burgmans Management Yes For With Mrs. C.B. Carroll Management Yes For With Sir William Castell Management Yes For With Mr. I.C. Conn Management Yes For With Mr. G. David Management Yes For With Mr. E.B. Davis, Jr. Management Yes For With Mr. D.J. Flint Management Yes For With Dr. B.E. Grote Management Yes For With Dr. A.B. Hayward Management Yes For With Mr. A.G. Inglis Management Yes For With Dr. D.S. Julius Management Yes For With Sir Tom McKillop Management Yes For With Sir Ian Prosser Management Yes For With Mr. P.D. Sutherland Management Yes For With BP Receive Directors Ann Rpt/Accts Management Yes For With BP Approve Directors Remuneration Rpt Management Yes For With BP Re-Appt Ernst & Young LLP/Auth Management Yes For With Board to set their Remuneration BP Adopt New Articles of Association Management Yes For With BP Give Limited Authority-company Management Yes For With to purchase its own shares BP Give Limited Authority-allot shares Management Yes For With up to specific amount BP Give Authority-allot limited number Management Yes For With shares for cash free of pre-emp rights Bristol-Myers BMY 110122108 5/6/2008 Election of Directors: Squibb Company L.B. Campbell Management Yes For With J.M. Cornelius Management Yes For With L.J. Freeh Management Yes For With L.H. Glimcher, M.D. Management Yes For With M. Grobstein Management Yes For With L. Johansson Management Yes For With A.J. Lacy Management Yes For With V.L. Slato, Ph.D. Management Yes For With T.D. West, Jr. Management Yes For With R.S. Williams, M.D. Management Yes For With BMY Ratify Independent Accounting Firm Management Yes For With BMY Executive Compensation Disclosure Management Yes Against With Delta Natural Gas DGAS 247748106 11/15/2007 Election of Directors: Company, Inc. Linda K. Breathitt Management Yes For With Lanny D. Greer Management Yes For With Billy Joe Hall Management Yes For With Dominion D 25746U109 5/9/2008 Election of Directors: Resources, Inc. Peter W. Brown Management Yes For With George A. Davidson, Jr. Management Yes For With Thomas F. Farrell, II Management Yes For With John W. Harris Management Yes For With Robert S. Jepson, Jr. Management Yes For With Mark J. Kington Management Yes For With Benjamin J. Lambert, III Management Yes For With Margaret A. McKenna Management Yes For With Frank S. Royal Management Yes For With David A. Wollard Management Yes For With D Ratify Appt of Ind Auditors-2008 Management Yes For With Duke Energy DUK 26441C105 5/8/2008 Election of Directors: Corporation William Barnet, III Management Yes For With G. Alex Bernhardt, Sr. Management Yes For With Michael G. Browning Management Yes For With Daniel R. Dimicco Management Yes For With Ann Maynard Gray Management Yes For With James H. Hance, Jr. Management Yes For With James T. Rhodes Management Yes For With James E. Rogers Management Yes For With Mary L. Schapiro Management Yes For With Philip R. Sharp Management Yes For With Dudley S. Taft Management Yes For With DUK Ratify Appt-Deloitte & Touche LLP Management Yes For With DUK Amended/Restated Executive Management Yes For With Short-Term Incentive Plan DTE Energy Company DTE 233331107 5/15/2008 Election of Directors: Lillian Bauder Management Yes For With W. Frank Fountain, Jr. Management Yes For With Josue Robles, Jr. Management Yes For With James H. Vandenberghe Management Yes For With Ruth G. Shaw Management Yes For With DTE Deloitte & Touche-Ind Accounting Firm Management Yes For With DTE Political Contributions Shareholder Yes Against With Energy East EAS 29266M109 11/20/2007 Adopt 6/25/07 Agmt/Plan of Merger Management Yes For With Corporation EAS Approve later date for Special Meeting Management Yes For With Exelon Corporation EXC 30161N101 4/29/2008 Election of Directors: Bruce Demars Management Yes For With Nelson A. Diaz Management Yes For With Paul L. Joskow Management Yes For With John W. Rowe Management Yes For With EXC Ratify PriceWaterHouseCoopers LLP Management Yes For With Ind Acct-2008 EXC Prep of Rpt showing actions to reduce Shareholder Yes Against With global warming have reduced mean global temp/avoided disasters Exxon Mobil XOM 30231G102 5/28/2008 Election of Directors: Corporation M.J. Boskin Management Yes For With I.R. Faulkner Management Yes For With W.W. George Management Yes For With J.R. Houghton Management Yes For With R.C. King Management Yes For With M.C. Nelson Management Yes For With S.J. Palmisano Management Yes For With S.S. Reinemund Management Yes For With W.V. Shipley Management Yes For With R.W. Tillerson Management Yes For With E.E. Whitacre, Jr. Management Yes For With Ratify Independent Auditors Management Yes For With XOM Prohibited Shareholder Proposals Shareholder Yes Against With XOM Director nominee qualifications Shareholder Yes Against With XOM Board Chairman and CEO Shareholder Yes Against With XOM Shareholder return policy Shareholder Yes Against With XOM Shareholder advisory vote-exec comp Shareholder Yes Against With XOM Executive Compensation Report Shareholder Yes Against With XOM Incentive Pay recoupment Shareholder Yes Against With XOM Corporate sponsorships report Shareholder Yes Against With XOM Political Contributions Report Shareholder Yes Against With XOM Amendment of EEO Policy Shareholder Yes Against With XOM Community environmental impact Shareholder Yes Against With XOM ANWR drilling report Shareholder Yes Against With XOM Greenhouse gas emmissions goals Shareholder Yes Against With XOM CO2 information at the pump Shareholder Yes Against With XOM Climate change and tech report Shareholder Yes Against With XOM Energy technology report Shareholder Yes Against With XOM Renewable energy policy Shareholder Yes Against With Fairpoint FRP 305560104 6/18/2008 Election of Directors: Communications, Claude C. Lilly Management Yes For With Inc. Robert S. Lilien Management Yes For With Thomas F. Gilbane, Jr. Management Yes For With FRP Ratify Appt Ernst & Young LLP Management Yes For With FRP Approve 2008 Long-term Incentive Plan Management Yes For With FRP Approve 2008 Annual Incentive Plan Management Yes For With FirstEnergy Corp FE 337932107 5/20/2008 Election of Directors: Paul T. Addison Management Yes For With Anthony J. Alexander Management Yes For With Michael J. Anderson Management Yes For With Dr. Carol A. Cartwright Management Yes For With William T. Cottle Management Yes For With Robert B. Heisler, Jr. Management Yes For With Ernest J. Novak, Jr. Management Yes For With Catherine A. Rein Management Yes For With George M. Smart Management Yes For With Wes M. Taylor Management Yes For With Jesse T. Williams, Sr. Management Yes For With FE Ratify Ind Reg Accounting Firm Management Yes For With FE Reduce % of shareholders required Shareholder Yes Against With to call special shareholders meeting FE Establish Shareholder proponent Shareholder Yes Against With engagement process FE Adopt simple majority vote Shareholder Yes Against With FE Adopt majority vote standard for Shareholder Yes Against With the Election of Directors FPL Group, Inc. FPL 302571104 5/23/2008 Election of Directors: Sherry S. Barrat Management Yes For With Robert M. Beall, II Management Yes For With J. Hyatt Brown Management Yes For With James L. Camaren Management Yes For With J. Brian Ferguson Management Yes For With Lewis Hay, III Management Yes For With Toni Jennings Management Yes For With Oliver D. Kingsley, Jr. Management Yes For With Rudy E. Schupp Management Yes For With Michael H. Thaman Management Yes For With Hansel E. Tookes, II Management Yes For With Paul R. Tregurtha Management Yes For With FPL Ratify Appt-Deloitte & Touche LLP Management Yes For With FPL Approve Exec Annual Incentive Plan Management Yes For With FPL Global Warming Report Shareholder Yes Against With Great Plains GXP 391164100 10/10/2007 Approve Issuance of shares of Corp Management Yes For With Energy Common Stock per 2/6/2007 Agmt/ Incorporated Plan of Merger GXP Approval of Authority of Proxy Holders Management Yes For With to vote in favor of motion to adjourn meeting to solicit additional proxies GXP 5/6/2008 Election of Directors: D.L. Bodde Management Yes For With M.J. Chesser Management Yes For With W. H. Downey Management Yes For With M.A. Ernst Management Yes For With R.C. Ferguson, Jr. Management Yes For With L.A. Jiminez Management Yes For With J.A. Mitchell Management Yes For With W.C. Nelson Management Yes For With L.H. Talbott Management Yes For With R.H. West Management Yes For With GXP Ratify Appt-Deloitte & Touche LLP Management Yes For With Integrys Energy TEG 45822P105 5/15/2008 Election of Directors: Group Inc Richard A. Bemis Management Yes For With William J. Brodsky Management Yes For With Albert J. Budney, Jr. Management Yes For With Robert C. Gallagher Management Yes For With John C. Meng Management Yes For With TEG Ratify Appt-Deloitte & Touche LLP Management Yes For With JPMorgan Chase JPM 46625H100 5/20/2008 Election of Directors: & Co. Crandall C. Bowles Management Yes For With Stephen B. Burke Management Yes For With David M. Cole Management Yes For With James S. Crown Management Yes For With James Dimon Management Yes For With Ellen V. Futter Management Yes For With William H. Gray, III Management Yes For With Laban P. Jackson, Jr. Management Yes For With Robert I. Lipp Management Yes For With David C. Novak Management Yes For With Lee R. Raymond Management Yes For With William C. Weldon Management Yes For With JPM Appoint Independent Accounting Firm Management Yes For With JPM Amendment to 2005 Long-Term Management Yes For With JPM Incentive Plan Management Yes For With JPM Reapprove Key Executive Management Yes For With Performance Plan JPM Governmental Service Report Shareholder Yes Against With JPM Political Contributions Report Shareholder Yes Against With JPM Independent Board Chairman Shareholder Yes Against With JPM Executive compensation approval Shareholder Yes Against With JPM Two candidates per directorship Shareholder Yes Against With JPM Human rights & investment report Shareholder Yes Against With JPM Lobbying priorities report Shareholder Yes Against With Keycorp KEY 493267108 5/16/2008 Election of Directors: Edward P. Campbell Management Yes For With H. James Dallas Management Yes For With Lauralee E. Martin Management Yes For With Bill R. Sanford Management Yes For With KEY Amend Code of Regulations-Require Management Yes For With Annual Election of all Directors Management Yes For With KEY Ratify Appoitnment-Ind Auditors Management Yes For With New Jersey NJR 646025106 1/23/2008 Election of Directors: Resources Nina Aversano Management Yes For With Corporation Jane M. Kenny Management Yes For With David A. Trice Management Yes For With NJR Retention of Deloitte & Touche LLP Management Yes For With Northwest Natural NWN 667655104 5/22/2008 Election of Directors: Gas Company Martha L. Byorum Management Yes For With John D. Carter Management Yes For With C. Scott Gibson Management Yes For With George J. Puentes Management Yes For With Jane L. Peverett Management Yes For With NWN Employee Stock Purchase Plan Management Yes For With NWN Amendment to Article III of the Management Yes For With Restated Articles of Incorporation NWN Ratify PriceWaterHouseCoopers LLP Management Yes For With Nstar NST 67109E107 5/1/2008 Election of Directors: Charles K. Gifford Management Yes For With Paul A. La Camera Management Yes For With Sherry H. Penney Management Yes For With William C. Van Faasen Management Yes For With NST Ratify PriceWaterHouseCoopers LLP Management Yes For With PPL Corporation PPL 69351T106 5/21/2008 Election of Directors: Frederick M. Bernthal Management Yes For With Louise K. Goeser Management Yes For With Keith H. Williamson Management Yes For With PPL Amend/Restate Articles of Management Yes For With Incorporation eliminate supermajority voting requirements PPL Ratify Independent Accounting firm Management Yes For With Progress Energy, PGN 743263105 5/14/2008 Election of Directors: Inc. J. Bostic Management Yes For With D. Burner Management Yes For With H. Deloach Management Yes For With W. Johnson Management Yes For With R. Jones Management Yes For With W. Jones Management Yes For With E. McKee Management Yes For With J. Mullin Management Yes For With C. Pryor Management Yes For With C. Saladrigas Management Yes For With T. Stone Management Yes For With A. Tollison Management Yes For With PGN Ratify Appt-Deloitte & Touche LLP Management Yes For With PGN Executive Compensation Shareholder Yes Against With Public Service PEG 744573106 4/15/2008 Election of Directors: Enterprise Conrad K. Harper Management Yes For With Group Inc Shirley Ann Jackson Management Yes For With Thomas A. Renyi Management Yes For With Ratify Appt-Deloitte & Touche LLP Management Yes For With Executive Compensation Shareholder Yes Against With Nomination of Directors Shareholder Yes Against With Election of Directors Shareholder Yes Against With Scana Corporation SCG 80589M102 4/24/2008 Election of Directors: James W. Roquemore Management Yes For With James M. Micali Management Yes For With Bill L. Amick Management Yes For With Sharon A. Decker Management Yes For With D. Maybank Hagood Management Yes For With William B. Timmerman Management Yes For With SCG Appointment of Accounting Firm Management Yes For With Sempra Energy SRE 816851109 5/22/2008 Election of Directors: Richard A. Collato Management Yes For With Wilford D. Godbold, Jr. Management Yes For With Richard G. Newman Management Yes For With Carlos Ruiz Sacristan Management Yes For With William C. Rusnack Management Yes For With William P. Rutledge Management Yes For With Lynn Schenk Management Yes For With Neal E. Schmale Management Yes For With SRE Ratify Independent Accounting firm Management Yes For With SRE 2008 Long-term Incentive Plan Management Yes For With SRE Approval Amended/Restated Management Yes For With Articles of Incorporation SRE Shareholder say on pay Shareholder Yes Against With Spectra Energy SE 847560109 10/31/2007 Election of Directors: Corp Pamela L. Carter Management Yes For With William T. Esrey Management Yes For With Fred J. Fowler Management Yes For With Dennis R. Hendrix Management Yes For With SE Ratify Selection-Deloitte & Touche LLP Management Yes For With SE 6/8/2008 Election of Directors: Paul M. Anderson Management Yes For With Auston A. Adams Management Yes For With F. Anthony Comper Management Yes For With Michael McShane Management Yes For With SE 2007 Long-term Incentive Plan Management Yes For With SE Executive Short-term Incentive Plan Management Yes For With SE Ratify Appt-Deloitte & Touche LLP Management Yes For With The PNC Financial PNC 693475105 4/22/2008 Election of Directors: Services Mr. Berndt Management Yes For With Group, Inc. Mr. Bunch Management Yes For With Mr. Chellgren Management Yes For With Mr. Clay Management Yes For With Mr. Davidson Management Yes For With Ms. James Management Yes For With Mr. Kelson Management Yes For With Mr. Lindsay Management Yes For With Mr. Massaro Management Yes For With Ms. Pepper Management Yes For With Mr. Rohr Management Yes For With Mr. Shepard Management Yes For With Ms. Steffes Management Yes For With Mr. Strigl Management Yes For With Mr. Thieke Management Yes For With Mr. Usher Management Yes For With Mr. Walls Management Yes For With Mr. Wehmeier Management Yes For With PNC Ratify PriceWaterHouseCoopers LLP Management Yes For With The Southern SO 842587107 5/28/2008 Election of Directors: Company J.P. Baranco Management Yes For With D.J. Bern Management Yes For With F.S. Blake Management Yes For With J.A. Boscia Management Yes For With T.F. Chapman Management Yes For With H.W. Habermeyer Management Yes For With W.A. Hood, Jr. Management Yes For With D.M. James Management Yes For With J.N. Purcell Management Yes For With D.M. Ratcliffe Management Yes For With W.G. Smith, Jr. Management Yes For With G.J. St Pe Management Yes For With SO Ratify Appt-Deloitte & Touche LLP Management Yes For With SO Amendment of Company Bylaws Management Yes For With Re: Majority/Cumulative Voting SO Amendment of Certificate of Management Yes For With Incorporation Re: Cumulative voting SO Environmental Report Shareholder Yes Against With Verizon VZ 92343V104 5/1/2008 Election of Directors: Communications Richard L. Carrion Management Yes For With Inc. M. Frances Keeth Management Yes For With Robert W. Lane Management Yes For With Sandra O. Moose Management Yes For With Joseph Neubauer Management Yes For With Donald T. Nicolalsen Management Yes For With Thomas H. O'Brien Management Yes For With Clarence Otis, Jr. Management Yes For With Hugh B. Price Management Yes For With Ivan G. Seidenberg Management Yes For With John W. Snow Management Yes For With John R. Stafford Management Yes For With VZ Ratify Ind Accounting Firm Management Yes For With VZ Eliminate stock options Shareholder Yes Against With VZ Gender ID nondiscrimination policy Shareholder Yes Against With VZ Separate offices of Chairman & CEO Shareholder Yes Against With Wal-Mart WMT 931142103 6/6/2008 Election of Directors: Stores, Inc. Aida M. Alvarez Management Yes For With James W. Breyer Management Yes For With M. Michele Burns Management Yes For With James I. Cash, Jr. Management Yes For With Roger C. Corbett Management Yes For With Douglas N. Dall Management Yes For With David D. Glass Management Yes For With Gregory B. Penner Management Yes For With Allen I. Questrom Management Yes For With H. Lee Scott, Jr. Management Yes For With Arne M. Sorenson Management Yes For With Jim C. Walton Management Yes For With S. Robson Walton Management Yes For With Christopher J. Williams Management Yes For With Linda S. Wolf Management Yes For With Amended/Restated Mgmt Incentive Plan Management Yes For With Ratify Ind Acct-Ernst & Young LLP Management Yes For With Amend EEO Policy Shareholder Yes Against With Pay-for-superior-performance Shareholder Yes Against With Recoupment-Sr Exec Comp Policy Shareholder Yes Against With Establish Human Rights Committee Shareholder Yes Against With Advisory Vote on Executive Comp Shareholder Yes Against With Political Contributions Report Shareholder Yes Against With Social and Reputation Impact Report Shareholder Yes Against With Special Shareholders' Meetings Shareholder Yes Against With WGL Holdings, Inc. WGL 92924F106 3/6/2008 Election of Directors: Michael D. Barnes Management Yes For With George P. Clancy, Jr. Management Yes For With J.H. Degraffenreidt, Jr. Management Yes For With James W. Dyke, Jr. Management Yes For With Melvyn J. Estrin Management Yes For With James F. Lafond Management Yes For With Debra L. Lee Management Yes For With Karen Hastie Williams Management Yes For With Ratify Appt-Deloitte & Touche LLP Management Yes For With Cumulative Voting (Election of Directors) Shareholder Yes Against With Zimmer Holdings, ZMH 98956P102 5/5/2008 Election of Directors: Inc. David C. Dvorak Management Yes For With Robert A. Hagemann Management Yes For With Arthur J. Higgins Management Yes For With Cecil B. Pickett, Ph.D. Management Yes For With ZMH Auditor Ratification Management Yes For With ZMH Amended Exec Performance Incentive Management Yes For With Plan ZMH Amend Restated Cert of Incorporation Management Yes For With to eliminate supermajority voting req 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. Copley Fund, Inc. By: /s/ Irving Levine President Date: August 28, 2008