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 811-05536

                               Capital One Funds
              (Exact name of registrant as specified in charter)

                  3435 Stelzer Road, Columbus, OH 43219-3035
              (Address of principal executive offices) (Zip code)

                                 Daniel J. Igo
                            c/o Citi Fund Services
                         100 Summer Street, Suite 1500
                               Boston, MA 02110
                    (Name and address of agent for service)

Registrant's telephone number, including area code: 614-470-8000

Date of fiscal year end: 8/31

Date of reporting period: 7/1/06 - 6/30/07

   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 ((S)(S) 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 (17CFR 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,
N.W., Washington, DC 20549-0609. The OMB has reviewed this collection of
information under the clearance requirements of 44 U.S.C. (S)3507.



                              PROXY VOTING RECORD
                   FOR PERIOD JULY 1, 2006 TO JUNE 30, 2007



                               FORM N-Px REPORT

ICA File Number: 811-05536
Reporting Period: 07/01/2006 - 06/30/2007
Hibernia Funds

                     CAPITAL ONE CAPITAL APPRECIATION FUND

AGILENT TECHNOLOGIES INC.

Ticker:       A            Security ID:  00846U101
Meeting Date: FEB 27, 2007 Meeting Type: Annual
Record Date:  JAN 2, 2007

#   Proposal                                     Mgt Rec Vote Cast Sponsor
- -   -------------------------------------------  ------- --------- ----------
1.1 Elect Director Paul N. Clark                 For     For       Management
1.2 Elect Director James G. Cullen               For     For       Management
1.3 Elect Director Robert L. Joss                For     For       Management
2   Ratify Auditors                              For     For       Management

ALTRIA GROUP, INC.

Ticker:       MO           Security ID:  02209S103
Meeting Date: APR 26, 2007 Meeting Type: Annual
Record Date:  MAR 5, 2007

#    Proposal                                     Mgt Rec Vote Cast Sponsor
- -    -------------------------------------------  ------- --------- -----------
1.1  Elect Director Elizabeth E. Bailey           For      For      Management
1.2  Elect Director Harold Brown                  For      For      Management
1.3  Elect Director Mathis Cabiallavetta          For      For      Management
1.4  Elect Director Louis C. Camilleri            For      For      Management
1.5  Elect Director J. Dudley Fishburn            For      For      Management
1.6  Elect Director Robert E. R. Huntley          For      For      Management
1.7  Elect Director Thomas W. Jones               For      For      Management
1.8  Elect Director George Munoz                  For      For      Management
1.9  Elect Director Lucio A. Noto                 For      For      Management
1.10 Elect Director John S. Reed                  For      For      Management
1.11 Elect Director Stephen M. Wolf               For      For      Management
2    Ratify Auditors                              For      For      Management
3    Provide for Cumulative Voting                Against  For      Shareholder
4    Disclose Information on Secondhand Smoke     Against  Against  Shareholder
5    Cease Add Campaigns Oriented to Prevent
     Youth Smoking                                Against  Against  Shareholder
6    Cease Production, Promotion, and Marketing
     of Tobacco Products                          Against  Against  Shareholder
7    Adopt Animal Welfare Policy                  Against  Against  Shareholder

                                    Page 1



AMERISOURCEBERGEN CORP

Ticker:       ABC          Security ID:  03073E105
Meeting Date: FEB 16, 2007 Meeting Type: Annual
Record Date:  DEC 20, 2006

#   Proposal                                     Mgt Rec Vote Cast Sponsor
- -   -------------------------------------------  ------- --------- ----------
1.1 Elect Director Edward E. Hagenlocker         For     For       Management
1.2 Elect Director Kurt J. Hilzinger             For     For       Management
1.3 Elect Director Henry W. McGee                For     For       Management
2   Ratify Auditors                              For     For       Management

AMGEN, INC.

Ticker:       AMGN         Security ID:  031162100
Meeting Date: MAY 9, 2007  Meeting Type: Annual
Record Date:  MAR 12, 2007

#   Proposal                                     Mgt Rec Vote Cast Sponsor
- -   -------------------------------------------  ------- --------- -----------
1   Elect Director Frank J. Biondi, Jr.          For      For      Management
2   Elect Director Jerry D. Choate               For      For      Management
3   Elect Director Frank C. Herringer            For      For      Management
4   Elect Director Gilbert S. Omenn              For      For      Management
5   Ratify Auditors                              For      For      Management
6   Declassify the Board of Directors            For      For      Management
7   Declassify the Board of Directors            For      For      Management
8   Develop an Animal Welfare Policy             Against  Against  Shareholder
9   Prepare a Sustainability Report              Against  Against  Shareholder

ANADARKO PETROLEUM CORP.

Ticker:       APC          Security ID:  032511107
Meeting Date: MAY 16, 2007 Meeting Type: Annual
Record Date:  MAR 21, 2007

#   Proposal                                     Mgt Rec Vote Cast Sponsor
- -   -------------------------------------------  ------- --------- ----------
1.1 Elect Director Larry Barcus                  For     For       Management
1.2 Elect Director James L. Bryan                For     For       Management
1.3 Elect Director H. Paulett Eberhart           For     For       Management
1.4 Elect Director James T. Hackett              For     For       Management
2   Ratify Auditors                              For     For       Management

APACHE CORP.

Ticker:       APA          Security ID:  037411105
Meeting Date: MAY 2, 2007  Meeting Type: Annual
Record Date:  MAR 13, 2007

#   Proposal                                     Mgt Rec Vote Cast Sponsor
- -   -------------------------------------------  ------- --------- -----------
1   Elect Director Eugene C. Fiedorek            For      For      Management
2   Elect Director Patricia Albjerg Graham       For      Against  Management
3   Elect Director F. H. Merelli                 For      For      Management
4   Elect Director Raymond Plank                 For      For      Management
5   Approve Omnibus Stock Plan                   For      For      Management
6   Company-Specific --Reimbursement of Proxy
    Expenses                                     Against  Against  Shareholder

                                    Page 2



APPLE, INC.

Ticker:       AAPL         Security ID:  037833100
Meeting Date: MAY 10, 2007 Meeting Type: Annual
Record Date:  MAR 20, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------- ------- --------- -----------
1.1 Elect Director William V. Campbell          For     Withhold  Management
1.2 Elect Director Millard S. Drexler           For     Withhold  Management
1.3 Elect Director Albert A. Gore, Jr.          For     Withhold  Management
1.4 Elect Director Steven P. Jobs               For     For       Management
1.5 Elect Director Arthur D. Levinson, Ph.D.    For     Withhold  Management
1.6 Elect Director Eric E. Schmidt, Ph.D.       For     Withhold  Management
1.7 Elect Director Jerome B. York               For     Withhold  Management
2   Amend Omnibus Stock Plan                    For     For       Management
3   Amend Qualified Employee Stock Purchase
    Plan                                        For     For       Management
4   Amend Non-Employee Director Stock Option
    Plan                                        For     For       Management
5   Ratify Auditors                             For     For       Management
6   Compensation Specific--Option Dating Policy Against For       Shareholder
7   Pay For Superior Performance                Against For       Shareholder
8   Report on Feasibility of Adopting a Toxic
    Chemical Elimination Policy                 Against Against   Shareholder
9   Stock Retention/Holding Period              Against For       Shareholder
10  Report on Computer Recycling Policy         Against Against   Shareholder
11  Advisory Vote to Ratify Named Executive
    Officers' Compensation                      Against For       Shareholder

ARCHER-DANIELS-MIDLAND COMPANY

Ticker:       ADM          Security ID:  039483102
Meeting Date: NOV 2, 2006  Meeting Type: Annual
Record Date:  SEP 15, 2006

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- -----------
1.1  Elect Director G.A. Andreas                 For     For       Management
1.2  Elect Director A.L. Boeckmann               For     For       Management
1.3  Elect Director M.H. Carter                  For     Withhold  Management
1.4  Elect Director R.S. Joslin                  For     For       Management
1.5  Elect Director A. Maciel                    For     For       Management
1.6  Elect Director P.J. Moore                   For     For       Management
1.7  Elect Director M.B. Mulroney                For     For       Management
1.8  Elect Director T.F. O'Neill                 For     For       Management
1.9  Elect Director O.G. Webb                    For     Withhold  Management
1.10 Elect Director K.R. Westbrook               For     For       Management
1.11 Elect Director P.A. Woertz                  For     For       Management
2    Report on Genetically Modified Organisms
     (GMO)                                       Against Against   Shareholder
3    Adopt ILO Standards                         Against For       Shareholder

                                    Page 3



AT&T INC

Ticker:       T            Security ID:  00206R102
Meeting Date: JUL 21, 2006 Meeting Type: Special
Record Date:  JUN 1, 2006

#   Proposal                                      Mgt Rec Vote Cast Sponsor
- -   --------------------------------------------  ------- --------- ----------
1   Approve Merger Agreement                      For     For       Management

AT&T INC

Ticker:       T            Security ID:  00206R102
Meeting Date: APR 27, 2007 Meeting Type: Annual
Record Date:  FEB 28, 2007

#   Proposal                                      Mgt Rec Vote Cast Sponsor
- -   --------------------------------------------  ------- --------- -----------
1   Elect Director William F. Aldinger III        For      For      Management
2   Elect Director Gilbert F. Amelio              For      For      Management
3   Elect Director Reuben V. Anderson             For      For      Management
4   Elect Director James H. Blanchard             For      For      Management
5   Elect Director August A. Busch III            For      For      Management
6   Elect Director James P. Kelly                 For      For      Management
7   Elect Director Charles F. Knight              For      For      Management
8   Elect Director Jon C. Madonna                 For      For      Management
9   Elect Director Lynn M. Martin                 For      For      Management
10  Elect Director John B. McCoy                  For      For      Management
11  Elect Director Mary S. Metz                   For      For      Management
12  Elect Director Toni Rembe                     For      For      Management
13  Elect Director Joyce M. Roche                 For      For      Management
14  Elect Director Randall L. Stephenson          For      For      Management
15  Elect Director Laura D' Andrea Tyson          For      For      Management
16  Elect Director Patricia P. Upton              For      For      Management
17  Elect Director Edward E. Whitacre, Jr.        For      For      Management
18  Ratify Auditors                               For      For      Management
19  Compensation Specific-Severance Payments to
    Executives                                    For      For      Management
20  Report on Political Contributions             Against  Against  Shareholder
21  Amend Articles/Bylaws/Charter - Call Special
    Meetings                                      Against  For      Shareholder
22  Pay For Superior Performance                  Against  For      Shareholder
23  Advisory Vote to Ratify Named Executive
    Officers' Compensation                        Against  For      Shareholder
24  Establish SERP Policy                         Against  For      Shareholder

                                    Page 4



BANK OF AMERICA CORP.

Ticker:       BAC          Security ID:  060505104
Meeting Date: APR 25, 2007 Meeting Type: Annual
Record Date:  MAR 2, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1   Elect Director William Barnet, III          For      For      Management
2   Elect Director Frank P. Bramble, Sr.        For      For      Management
3   Elect Director John T. Collins              For      For      Management
4   Elect Director Gary L. Countryman           For      For      Management
5   Elect Director Tommy R. Franks              For      For      Management
6   Elect Director Charles K. Gifford           For      For      Management
7   Elect Director W. Steven Jones              For      For      Management
8   Elect Director Kenneth D. Lewis             For      For      Management
9   Elect Director Monica C. Lozano             For      For      Management
10  Elect Director Walter E. Massey             For      For      Management
11  Elect Director Thomas J. May                For      For      Management
12  Elect Director Patricia E. Mitchell         For      For      Management
13  Elect Director Thomas M. Ryan               For      For      Management
14  Elect Director O. Temple Sloan, Jr.         For      For      Management
15  Elect Director Meredith R. Spangler         For      For      Management
16  Elect Director Robert L. Tillman            For      For      Management
17  Elect Director Jackie M. Ward               For      For      Management
18  Ratify Auditors                             For      For      Management
19  Prohibit Executive Stock-Based Awards       Against  Against  Shareholder
20  Change Size of Board of Directors           Against  Against  Shareholder
21  Separate Chairman and CEO Positions         Against  Against  Shareholder

BARR PHARMACEUTICALS INC

Ticker:       BRL          Security ID:  068306109
Meeting Date: NOV 9, 2006  Meeting Type: Annual
Record Date:  SEP 15, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Bruce L. Downey              For     For       Management
1.2 Elect Director Paul M. Bisaro               For     For       Management
1.3 Elect Director George P. Stephan            For     For       Management
1.4 Elect Director Harold N. Chefitz            For     For       Management
1.5 Elect Director Richard R. Frankovic         For     For       Management
1.6 Elect Director Peter R. Seaver              For     For       Management
1.7 Elect Director James S. Gilmore, III        For     Withhold  Management
2   Ratify Auditors                             For     For       Management

BEAR STEARNS COMPANIES INC., THE

Ticker:       BSC          Security ID:  073902108
Meeting Date: APR 18, 2007 Meeting Type: Annual
Record Date:  FEB 20, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- -----------
1.1  Elect Director James E. Cayne               For      For      Management
1.2  Elect Director Henry S. Bienen              For      For      Management
1.3  Elect Director Carl D. Glickman             For      For      Management
1.4  Elect Director Michael Goldstein            For      For      Management
1.5  Elect Director Alan C. Greenberg            For      For      Management
1.6  Elect Director Donald J. Harrington         For      For      Management
1.7  Elect Director Frank T. Nickell             For      For      Management
1.8  Elect Director Paul A. Novelly              For      For      Management
1.9  Elect Director Frederic V. Salerno          For      For      Management
1.10 Elect Director Alan D. Schwartz             For      For      Management
1.11 Elect Director Warren J. Spector            For      For      Management
1.12 Elect Director Vincent Tese                 For      For      Management
1.13 Elect Director Wesley S. Williams Jr.       For      For      Management
2    Amend Stock Option Plan                     For      Against  Management
3    Amend Restricted Stock Plan                 For      Against  Management
4    Amend Executive Incentive Bonus Plan        For      For      Management
5    Approve Executive Incentive Bonus Plan      For      For      Management
6    Ratify Auditors                             For      For      Management
7    Pay For Superior Performance                Against  For      Shareholder

                                    Page 5



BECTON, DICKINSON AND COMPANY

Ticker:       BDX          Security ID:  075887109
Meeting Date: JAN 30, 2007 Meeting Type: Annual
Record Date:  DEC 6, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1.1 Elect Director Claire Fraser-Liggett        For     For       Management
1.2 Elect Director Henry P. Becton, Jr.         For     For       Management
1.3 Elect Director Edward F. Degraan            For     For       Management
1.4 Elect Director Adel A.F. Mahmoud            For     For       Management
1.5 Elect Director James F. Orr                 For     For       Management
2   Ratify Auditors                             For     For       Management
3   Amend Omnibus Stock Plan                    For     For       Management
4   Restore or Provide for Cumulative Voting    Against For       Shareholder

BEST BUY CO., INC.

Ticker:       BBY          Security ID:  086516101
Meeting Date: JUN 27, 2007 Meeting Type: Annual
Record Date:  APR 30, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Ronald James                 For     For       Management
1.2 Elect Director Elliot S. Kaplan             For     For       Management
1.3 Elect Director Matthew H. Paul              For     For       Management
1.4 Elect Director James E. Press               For     For       Management
1.5 Elect Director Richard M. Schulze           For     For       Management
1.6 Elect Director Mary A. Tolan                For     For       Management
1.7 Elect Director Hatim A. Tyabji              For     For       Management
1.8 Elect Director Rogelio M. Rebolledo         For     For       Management
2   Ratify Auditors                             For     For       Management
3   Amend Omnibus Stock Plan                    For     For       Management

BOSTON PROPERTIES INC.

Ticker:       BXP          Security ID:  101121101
Meeting Date: MAY 15, 2007 Meeting Type: Annual
Record Date:  MAR 26, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1.1 Elect Director Mortimer B. Zuckerman        For     Withhold  Management
1.2 Elect Director Carol B. Einiger             For     Withhold  Management
1.3 Elect Director Richard E. Salomon           For     Withhold  Management
2   Approve Omnibus Stock Plan                  For     For       Management
3   Ratify Auditors                             For     For       Management
4   Declassify the Board of Directors           Against For       Shareholder
5   Report on Energy Efficiency                 Against For       Shareholder

                                    Page 6



CHUBB CORP., THE

Ticker:       CB           Security ID:  171232101
Meeting Date: APR 24, 2007 Meeting Type: Annual
Record Date:  MAR 5, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- -----------
1.1  Elect Director Zoe Bard                     For     For       Management
1.2  Elect Director Sheila P. Burke              For     For       Management
1.3  Elect Director James I. Cash, Jr.           For     For       Management
1.4  Elect Director Joel J. Cohen                For     For       Management
1.5  Elect Director John D. Finnegan             For     For       Management
1.6  Elect Director Klaus J. Mangold             For     For       Management
1.7  Elect Director David G. Scholey             For     For       Management
1.8  Elect Director Lawrence M. Small            For     For       Management
1.9  Elect Director Daniel E. Somers             For     For       Management
1.10 Elect Director Karen Hastie Williams        For     For       Management
1.11 Elect Director Alfred W. Zollar             For     For       Management
2    Ratify Auditors                             For     For       Management
3    Amend Articles/Bylaws/Charter General
     Matters--Adopt Majority Vote Standard for
     the Election of Directors                   For     For       Management
4    Report on Political Contributions           Against For       Shareholder

CISCO SYSTEMS, INC.

Ticker:       CSCO         Security ID:  17275R102
Meeting Date: NOV 15, 2006 Meeting Type: Annual
Record Date:  SEP 18, 2006

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- -----------
1.1  Elect Director Carol A. Bartz               For      For      Management
1.2  Elect Director M. Michele Burns             For      For      Management
1.3  Elect Director Michael D. Capellas          For      For      Management
1.4  Elect Director Larry R. Carter              For      For      Management
1.5  Elect Director John T. Chambers             For      For      Management
1.6  Elect Director Dr. John L. Hennessy         For      For      Management
1.7  Elect Director Richard M. Kovacevich        For      For      Management
1.8  Elect Director Roderick C. McGeary          For      For      Management
1.9  Elect Director Steven M. West               For      For      Management
1.10 Elect Director Jerry Yang                   For      For      Management
2    Ratify Auditors                             For      For      Management
3    Performance-Based and/or Time-Based Equity
     Awards                                      Against  For      Shareholder
4    Report on Pay Disparity                     Against  Against  Shareholder
5    Report on Internet Fragmentation            Against  For      Shareholder

                                    Page 7



CITIGROUP INC.

Ticker:       C            Security ID:  172967101
Meeting Date: APR 17, 2007 Meeting Type: Annual
Record Date:  FEB 21, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1   Elect Director C. Michael Armstrong         For      For      Management
2   Elect Director Alain J.P. Belda             For      For      Management
3   Elect Director George David                 For      For      Management
4   Elect Director Kenneth T. Derr              For      For      Management
5   Elect Director John M. Deutch               For      For      Management
6   Elect Director Roberto Hernandez Ramirez    For      For      Management
7   Elect Director Klaus Kleinfeld              For      For      Management
8   Elect Director Andrew N. Liveris            For      For      Management
9   Elect Director Anne Mulcahy                 For      For      Management
10  Elect Director Richard D. Parsons           For      For      Management
11  Elect Director Charles Prince               For      For      Management
12  Elect Director Judith Rodin                 For      For      Management
13  Elect Director Robert E. Rubin              For      For      Management
14  Elect Director Franklin A. Thomas           For      For      Management
15  Ratify Auditors                             For      For      Management
16  Report on Government Service of Employees   Against  Against  Shareholder
17  Report on Political Contributions           Against  For      Shareholder
18  Report on Charitable Contributions          Against  Against  Shareholder
19  Approve Report of the Compensation
    Committee                                   Against  For      Shareholder
20  Report on Pay Disparity                     Against  Against  Shareholder
21  Separate Chairman and CEO Positions         Against  Against  Shareholder
22  Stock Retention/Holding Period              Against  Against  Shareholder
23  Restore or Provide for Cumulative Voting    Against  Against  Shareholder
24  Amend Bylaws to Permit Shareholders to
    Call Special Meetings                       Against  For      Shareholder

COLGATE-PALMOLIVE CO.

Ticker:       CL          Security ID:  194162103
Meeting Date: MAY 3, 2007 Meeting Type: Annual
Record Date:  MAR 7, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1   Elect Director John T. Cahill               For     For       Management
2   Elect Director Jill K. Conway               For     For       Management
3   Elect Director Ellen M. Hancock             For     For       Management
4   Elect Director David W. Johnson             For     For       Management
5   Elect Director Richard J. Kogan             For     For       Management
6   Elect Director Delano E. Lewis              For     For       Management
7   Elect Director Reuben Mark                  For     For       Management
8   Elect Director J. Pedro Reinhard            For     For       Management
9   Ratify Auditors                             For     For       Management
10  Amend Articles/Bylaws/Charter -- Call
    Special Meetings                            Against For       Shareholder
11  Pay for Superior Performance                Against For       Shareholder

COMPUTER SCIENCES CORPORATION

Ticker:       CSC          Security ID:  205363104
Meeting Date: JUL 31, 2006 Meeting Type: Annual
Record Date:  JUN 2, 2006

#   Proposal                                    Mgt Rec Vote Cast   Sponsor
- -   ------------------------------------------  ------- --------- -----------
1.1 Elect Director Irving W. Bailey, II         For     For       Management
1.2 Elect Director David J. Barram              For     For       Management
1.3 Elect Director Stephen L. Baum              For     For       Management
1.4 Elect Director Rodney F. Chase              For     For       Management
1.5 Elect Director Van B. Honeycutt             For     For       Management
1.6 Elect Director F. Warren McFarlan           For     For       Management
1.7 Elect Director Thomas H. Patrick            For     For       Management
2   Approve Non-Employee Director Omnibus
    Stock Plan                                  For     For       Management
3   Ratify Auditors                             For     For       Management
4   Board Diversity                             Against For       Shareholder

                                    Page 8



CONOCOPHILLIPS

Ticker:       COP          Security ID:  20825C104
Meeting Date: MAY 9, 2007  Meeting Type: Annual
Record Date:  MAR 12, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1   Elect Director James E. Copeland, Jr.       For      For      Management
2   Elect Director Kenneth M. Duberstein        For      For      Management
3   Elect Director Ruth R. Harkin               For      For      Management
4   Elect Director William R. Rhodes            For      For      Management
5   Elect Director J. Stapleton Roy             For      For      Management
6   Elect Director William E. Wade, Jr.         For      For      Management
7   Ratify Auditors                             For      For      Management
8   Report on Political Contributions           Against  Against  Shareholder
9   Report on Renewable Energy Sources          Against  Against  Shareholder
10  Require Director Nominee Qualifications     Against  Against  Shareholder
11  Report on Environmental Damage from
    Drilling in the National Petroleum Reserve  Against  For      Shareholder
12  Report on Indigenous Peoples Rights
    Policies                                    Against  Against  Shareholder
13  Report on Community Impact of Operations    Against  Against  Shareholder

CVS CORPORATION

Ticker:       CVS          Security ID:  126650100
Meeting Date: MAR 15, 2007 Meeting Type: Special
Record Date:  JAN 19, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1   Amend Articles/Increase Common Stock and
    Change Company Name                         For     For       Management
2   Issue Shares in Connection with an
    Acquisition                                 For     For       Management
3   Adjourn Meeting                             For     For       Management

                                    Page 9



CVS/CAREMARK CORP

Ticker:       CVS          Security ID:  126650100
Meeting Date: MAY 9, 2007  Meeting Type: Annual
Record Date:  MAR 30, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1   Elect Director Edwin M. Banks               For      For      Management
2   Elect Director C. David Brown II            For      For      Management
3   Elect Director Edwin Mac Crawford           For      For      Management
4   Elect Director David W. Dorman              For      For      Management
5   Elect Director Kristen E. Gibney Williams   For      For      Management
6   Elect Director Roger L. Headrick            For      Against  Management
7   Elect Director Marian L. Heard              For      For      Management
8   Elect Director William H. Joyce             For      For      Management
9   Elect Director Jean-Pierre Million          For      For      Management
10  Elect Director Terrence Murray              For      For      Management
11  Elect Director C.A. Lance Piccolo           For      Against  Management
12  Elect Director Sheli Z. Rosenberg           For      For      Management
13  Elect Director Thomas M. Ryan               For      For      Management
14  Elect Director Richard J. Swift             For      For      Management
15  Ratify Auditors                             For      For      Management
16  Approve Qualified Employee Stock Purchase
    Plan                                        For      For      Management
17  Approve Executive Incentive Bonus Plan      For      For      Management
18  Limit Executive Compensation                Against  Against  Shareholder
19  Separate Chairman and CEO Positions         Against  For      Shareholder
20  Prepare Sustainability Report               Against  For      Shareholder
21  Disclose Information on Compensation
    Consultant                                  Against  For      Shareholder
22  Compensation Specific- Policy on Stock
    Option Grants/Option Backdating             Against  For      Shareholder

DOW CHEMICAL COMPANY, THE

Ticker:       DOW          Security ID:  260543103
Meeting Date: MAY 10, 2007 Meeting Type: Annual
Record Date:  MAR 12, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- -----------
1.1  Elect Director Arnold A. Allemang           For     For       Management
1.2  Elect Director Jacqueline K. Barton         For     For       Management
1.3  Elect Director James A. Bell                For     For       Management
1.4  Elect Director Jeff M. Fettig               For     For       Management
1.5  Elect Director Barbara H. Franklin          For     For       Management
1.6  Elect Director John B. Hess                 For     For       Management
1.7  Elect Director Andrew N. Liveris            For     For       Management
1.8  Elect Director Geoffery E. Merszei          For     For       Management
1.9  WITHDRAWN                                   None    Withhold  Management
1.10 Elect Director James M. Ringler             For     For       Management
1.11 Elect Director Ruth G. Shaw                 For     For       Management
1.12 Elect Director Paul G. Stern                For     For       Management
2    Ratify Auditors                             For     For       Management
3    Reduce Supermajority Vote Requirement       For     For       Management
4    Report on Remediation Policies in Bhopal    Against Against   Shareholder
5    Report on Genetically Modified Organisms    Against Against   Shareholder
6    Report on Environmental Remediation         Against For       Shareholder
7    Evaluate Potential Links Between Company
     Products and Asthma                         Against Against   Shareholder

                                    Page 10



EMERSON ELECTRIC CO.

Ticker:       EMR          Security ID:  291011104
Meeting Date: FEB 6, 2007  Meeting Type: Annual
Record Date:  NOV 28, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director C. Fernandez G               For     Withhold  Management
1.2 Elect Director W. J. Galvin                 For     For       Management
1.3 Elect Director R. L. Ridgway                For     For       Management
1.4 Elect Director R. L. Stephenson             For     For       Management
2   Ratify Auditors                             For     For       Management

EXXON MOBIL CORP.

Ticker:       XOM          Security ID:  30231G102
Meeting Date: MAY 30, 2007 Meeting Type: Annual
Record Date:  APR 5, 2007

#    Proposal                                   Mgt Rec Vote Cast Sponsor
- -    -----------------------------------------  ------- --------- -----------
1.1  Elect Director Michael J. Boskin           For      For      Management
1.2  Elect Director William W. George           For      For      Management
1.3  Elect Director James R. Houghton           For      For      Management
1.4  Elect Director William R. Howell           For      For      Management
1.5  Elect Director Reatha Clark King           For      For      Management
1.6  Elect Director Philip E. Lippincott        For      For      Management
1.7  Elect Director Marilyn Carlson Nelson      For      For      Management
1.8  Elect Director Samuel J. Palmisano         For      For      Management
1.9  Elect Director Steven S Reinemund          For      For      Management
1.10 Elect Director Walter V. Shipley           For      For      Management
1.11 Elect Director J. Stephen Simon            For      For      Management
1.12 Elect Director Rex W. Tillerson            For      For      Management
2    Ratify Auditors                            For      For      Management
3    Restore or Provide for Cumulative Voting   Against  For      Shareholder
4    Amend Articles/Bylaws/Charter -- Call
     Special Meetings                           Against  For      Shareholder
5    Separate Chairman and CEO Positions        Against  For      Shareholder
6    Initiate Payment of Cash Dividend          Against  Against  Shareholder
7    Advisory Vote to Ratify Named Executive
     Officers' Compensation                     Against  For      Shareholder
8    Company-Specific- Amend Article IX of the
     Corporation's by-laws                      Against  Against  Shareholder
9    Review Executive Compensation              Against  Against  Shareholder
10   Limit Executive Compensation               Against  Against  Shareholder
11   Claw-back of Payments under Restatements   Against  For      Shareholder
12   Report on Political Contributions          Against  For      Shareholder
13   Amend Equal Employment Opportunity Policy
     to Prohibit Discrimination Based on
     Sexual Orientation                         Against  For      Shareholder
14   Report on Environmental Accountability     Against  Against  Shareholder
15   Report on Emission Reduction Goals         Against  For      Shareholder
16   Report on Carbon Dioxide Emissions
     Information at Gas Stations                Against  Against  Shareholder
17   Adopt Policy to Increase Renewable Energy
     Portfolio                                  Against  Against  Shareholder

                                    Page 11



FEDEX CORPORATION

Ticker:       FDX          Security ID:  31428X106
Meeting Date: SEP 25, 2006 Meeting Type: Annual
Record Date:  JUL 31, 2006

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- -----------
1.1  Elect Director James L. Barksdale           For      For      Management
1.2  Elect Director August A. Busch, IV          For      For      Management
1.3  Elect Director John A. Edwardson            For      For      Management
1.4  Elect Director Judith L. Estrin             For      For      Management
1.5  Elect Director J. Kenneth Glass             For      For      Management
1.6  Elect Director Philip Greer                 For      For      Management
1.7  Elect Director J.R. Hyde, III               For      For      Management
1.8  Elect Director Shirley A. Jackson           For      For      Management
1.9  Elect Director Steven R. Loranger           For      For      Management
1.10 Elect Director Charles T. Manatt            For      For      Management
1.11 Elect Director Frederick W. Smith           For      For      Management
1.12 Elect Director Joshua I. Smith              For      For      Management
1.13 Elect Director Paul S. Walsh                For      For      Management
1.14 Elect Director Peter S. Willmott            For      For      Management
2    Reduce Supermajority Vote Requirement       For      For      Management
3    Ratify Auditors                             For      For      Management
4    Report on Environmental Policy              Against  Against  Shareholder
5    Require a Majority Vote for the Election
     of Directors                                Against  For      Shareholder

FIRST AMERICAN CORP.

Ticker:       FAF          Security ID:  318522307
Meeting Date: MAY 24, 2007 Meeting Type: Annual
Record Date:  MAR 30, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- ----------
1.1  Elect Director George L. Argyros            For     For       Management
1.2  Elect Director Gary J. Beban                For     For       Management
1.3  Elect Director J. David Chatham             For     For       Management
1.4  Elect Director William G. Davis             For     For       Management
1.5  Elect Director James L. Doti                For     For       Management
1.6  Elect Director Lewis W. Douglas, Jr.        For     For       Management
1.7  Elect Director D.P. Kennedy                 For     For       Management
1.8  Elect Director Parker S. Kennedy            For     For       Management
1.9  Elect Director Frank E. O'Bryan             For     For       Management
1.10 Elect Director Roslyn B. Payne              For     For       Management
1.11 Elect Director D. Van Skilling              For     For       Management
1.12 Elect Director Herbert B. Tasker            For     For       Management
1.13 Elect Director Virginia M. Ueberroth        For     For       Management
1.14 Elect Director Mary Lee Widener             For     For       Management
2    Ratify Auditors                             For     For       Management

                                    Page 12



FIRSTENERGY CORPORATION

Ticker:       FE           Security ID:  337932107
Meeting Date: MAY 15, 2007 Meeting Type: Annual
Record Date:  MAR 21, 2007

#    Proposal                                   Mgt Rec Vote Cast Sponsor
- -    -----------------------------------------  ------- --------- -----------
1.1  Elect Director Paul T. Addison             For     Withhold  Management
1.2  Elect Director Anthony J. Alexander        For     Withhold  Management
1.3  Elect Director Michael J. Anderson         For     For       Management
1.4  Elect Director Carol A. Cartwright         For     Withhold  Management
1.5  Elect Director William T. Cottle           For     Withhold  Management
1.6  Elect Director Robert B. Heisler, Jr.      For     Withhold  Management
1.7  Elect Director Ernest J. Novak, Jr.        For     Withhold  Management
1.8  Elect Director Catherine A. Rein           For     Withhold  Management
1.9  Elect Director George M. Smart             For     Withhold  Management
1.10 Elect Director Wes M. Taylor               For     Withhold  Management
1.11 Elect Director Jesse T. Williams, Sr.      For     Withhold  Management
2    Ratify Auditors                            For     For       Management
3    Approve Omnibus Stock Plan                 For     For       Management
4    Reincorporate in Another State [Ohio to
     Delaware ]                                 Against For       Shareholder
5    Adopt a Policy Establishing an Engagement
     Process to Shareholder Proposals           Against For       Shareholder
6    Adopt Simple Majority Vote                 Against For       Shareholder

FORD MOTOR COMPANY

Ticker:       F            Security ID:  345370860
Meeting Date: MAY 10, 2007 Meeting Type: Annual
Record Date:  MAR 14, 2007

#    Proposal                                   Mgt Rec Vote Cast Sponsor
- -    -----------------------------------------  ------- --------- -----------
1.1  Elect Director John R. H. Bond             For      For      Management
1.2  Elect Director Stephen G. Butler           For      For      Management
1.3  Elect Director Kimberly A. Casiano         For      For      Management
1.4  Elect Director Edsel B. Ford, II           For      For      Management
1.5  Elect Director William Clay Ford, Jr.      For      For      Management
1.6  Elect Director Irvine O. Hockaday, Jr.     For      For      Management
1.7  Elect Director Richard A. Manoogian        For      For      Management
1.8  Elect Director Ellen R. Marram             For      For      Management
1.9  Elect Director Alan Mulally                For      For      Management
1.10 Elect Director Homer A. Neal               For      For      Management
1.11 Elect Director Jorma Ollila                For      For      Management
1.12 Elect Director John L. Thornton            For      For      Management
2    Ratify Auditor                             For      For      Management
3    Increase Disclosure of Executive
     Compensation                               Against  Against  Shareholder
4    Adopt Greenhouse Gas Emissions Goals       Against  For      Shareholder
5    Amend Articles/Bylaws/Charter -- Call
     Special Meetings                           Against  For      Shareholder
6    Company-Specific -- Adopt
     Recapitalization Plan                      Against  For      Shareholder
7    Report on Global Warming                   Against  Against  Shareholder
8    Amend EEO Policy to Exclude Reference to
     Sexual Orientation                         Against  Against  Shareholder
9    Performance-Based Awards                   Against  Against  Shareholder
10   Report on Implications of Rising Health
     Care Costs                                 Against  Against  Shareholder

                                    Page 13



GENERAL ELECTRIC CO.

Ticker:       GE           Security ID:  369604103
Meeting Date: APR 25, 2007 Meeting Type: Annual
Record Date:  FEB 26, 2007

#    Proposal                                   Mgt Rec Vote Cast Sponsor
- -    -----------------------------------------  ------- --------- -----------
1.1  Elect Director James I. Cash, Jr.          For     For       Management
1.2  Elect Director William M. Castell          For     For       Management
1.3  Elect Director Ann M. Fudge                For     For       Management
1.4  Elect Director Claudio X. Gonzalez         For     Withhold  Management
1.5  Elect Director Susan Hockfield             For     For       Management
1.6  Elect Director Jerry R. Immelt             For     For       Management
1.7  Elect Director Andrea Jung                 For     For       Management
1.8  Elect Director Alan G. Lafley              For     For       Management
1.9  Elect Director Robert W. Lane              For     For       Management
1.10 Elect Director Ralph S. Larsen             For     For       Management
1.11 Elect Director Rochelle B. Lazarus         For     For       Management
1.12 Elect Director Sam Nunn                    For     For       Management
1.13 Elect Director Roger S. Penske             For     For       Management
1.14 Elect Director Robert J. Swieringa         For     For       Management
1.15 Elect Director Douglas A. Warner III       For     For       Management
1.16 Elect Director Robert C. Wright            For     For       Management
2    Ratify Auditors                            For     For       Management
3    Adopt Majority Vote Standard in Director
     Elections                                  For     For       Management
4    Approve Omnibus Stock Plan                 For     For       Management
5    Company-Specific-Approve Material Terms
     of Senior Officer Performance Goals        For     For       Management
6    Provide for Cumulative Voting              Against For       Shareholder
7    Company-Specific -- Adopt Policy on
     Overboarded Directors                      Against For       Shareholder
8    Company-Specific -- One Director from the
     Ranks of Retirees                          Against Against   Shareholder
9    Separate Chairman and CEO Positions        Against For       Shareholder
10   Limit Dividend and Dividend Equivalent
     Payments to Executives                     Against For       Shareholder
11   Report on Charitable Contributions         Against Against   Shareholder
12   Report on Global Warming                   Against Against   Shareholder
13   Adopt Ethical Criteria for Military
     Contracts                                  Against Against   Shareholder
14   Report on Pay Disparity                    Against Against   Shareholder

GENLYTE GROUP, INC. (THE)

Ticker:       GLYT         Security ID:  372302109
Meeting Date: APR 19, 2007 Meeting Type: Annual
Record Date:  FEB 27, 2007

#   Proposal                                   Mgt Rec Vote Cast Sponsor
- -   -----------------------------------------  ------- --------- ----------
1.1 Elect Director Larry K. Powers             For     Withhold  Management
1.2 Elect Director Zia Eftekhar                For     Withhold  Management
1.3 Elect Director William A. Trotman          For     For       Management

GOLDMAN SACHS GROUP, INC., THE

Ticker:       GS           Security ID:  38141G104
Meeting Date: APR 11, 2007 Meeting Type: Annual
Record Date:  JAN 26, 2007

#   Proposal                                   Mgt Rec Vote Cast Sponsor
- -   -----------------------------------------  ------- --------- -----------
1   Elect Director Lloyd C. Blankfein          For      For      Management
2   Elect Director Lord Browne of Madingley    For      For      Management
3   Elect Director John H. Bryan               For      For      Management
4   Elect Director Gary D. Cohn                For      For      Management
5   Elect Director Claes Dahlback              For      For      Management
6   Elect Director Stephen Friedman            For      For      Management
7   Elect Director William W. George           For      For      Management
8   Elect Director Rajat K. Gupta              For      For      Management
9   Elect Director James A. Johnson            For      For      Management
10  Elect Director Lois D. Juliber             For      For      Management
11  Elect Director Edward M. Liddy             For      For      Management
12  Elect Director Ruth J. Simmons             For      For      Management
13  Elect Director Jon Winkelried              For      For      Management
14  Ratify Auditors                            For      For      Management
15  Report on Charitable Contributions         Against  Against  Shareholder
16  Sustainability Report                      Against  Against  Shareholder
17  Prohibit Executive Stock-Based Awards      Against  Against  Shareholder

                                    Page 14



GOOGLE INC

Ticker:       GOOG         Security ID:  38259P508
Meeting Date: MAY 10, 2007 Meeting Type: Annual
Record Date:  MAR 22, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- -----------
1.1  Elect Director Eric Schmidt                 For      For      Management
1.2  Elect Director Sergey Brin                  For      For      Management
1.3  Elect Director Larry Page                   For      For      Management
1.4  Elect Director L. John Doerr                For      For      Management
1.5  Elect Director John L. Hennessy             For      For      Management
1.6  Elect Director Arthur D. Levinson           For      For      Management
1.7  Elect Director Ann Mather                   For      For      Management
1.8  Elect Director Paul S. Otellini             For      For      Management
1.9  Elect Director K. Ram Shriram               For      For      Management
1.10 Elect Director Shirley M. Tilghman          For      For      Management
2    Ratify Auditors                             For      For      Management
3    Amend Omnibus Stock Plan                    For      Against  Management
4    Approve Executive Incentive Bonus Plan      For      For      Management
5    Adopt Policies to Protect Freedom of
     Access to the Internet                      Against  For      Shareholder

HEWLETT-PACKARD CO.

Ticker:       HPQ          Security ID:  428236103
Meeting Date: MAR 14, 2007 Meeting Type: Annual
Record Date:  JAN 16, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1   Elect Director L.T. Babbio, Jr.             For      For      Management
2   Elect Director S.M. Baldauf                 For      For      Management
3   Elect Director R.A. Hackborn                For      For      Management
4   Elect Director J.H. Hammergren              For      For      Management
5   Elect Director M.V. Hurd                    For      For      Management
6   Elect Director R.L. Ryan                    For      For      Management
7   Elect Director L.S. Salhany                 For      For      Management
8   Elect Director G.K.Thompson                 For      For      Management
9   Ratify Auditors                             For      For      Management
10  Require Director Nominee Qualifications     Against  For      Shareholder
11  Separate Chairman and CEO Positions         Against  Against  Shareholder
12  Submit Shareholder Rights Plan (Poison
    Pill) to Shareholder Vote                   Against  For      Shareholder
13  Performance-Based Equity Awards             Against  For      Shareholder

                                    Page 15



INTUIT INC.

Ticker:       INTU         Security ID:  461202103
Meeting Date: DEC 15, 2006 Meeting Type: Annual
Record Date:  OCT 20, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Stephen M. Bennett           For     For       Management
1.2 Elect Director Christopher W. Brody         For     For       Management
1.3 Elect Director William V. Campbell          For     For       Management
1.4 Elect Director Scott D. Cook                For     For       Management
1.5 Elect Director L. John Doerr                For     For       Management
1.6 Elect Director Diane B. Greene              For     For       Management
1.7 Elect Director Michael R. Hallman           For     For       Management
1.8 Elect Director Dennis D. Powell             For     For       Management
1.9 Elect Director Stratton D. Sclavos          For     Withhold  Management
2   Ratify Auditors                             For     For       Management
3   Approve Omnibus Stock Plan                  For     For       Management
4   Amend Qualified Employee Stock Purchase
    Plan                                        For     For       Management

J. C. PENNEY CO., INC (HLDG CO)

Ticker:       JCP          Security ID:  708160106
Meeting Date: MAY 18, 2007 Meeting Type: Annual
Record Date:  MAR 19, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1.1 Elect Director Colleen C. Barrett           For     For       Management
1.2 Elect Director M. Anthony Burns             For     For       Management
1.3 Elect Director Maxine K. Clark              For     For       Management
1.4 Elect Director Anne Marie Tallman           For     For       Management
2   Ratify Auditors                             For     For       Management
3   Submit Severance Agreement (Change in
    Control) to shareholder Vote                Against For       Shareholder
4   Require a Majority Vote for the Election
    of Directors                                Against For       Shareholder

JOHNSON & JOHNSON

Ticker:       JNJ          Security ID:  478160104
Meeting Date: APR 26, 2007 Meeting Type: Annual
Record Date:  FEB 27, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- -----------
1.1  Elect Director Mary Sue Coleman             For     For       Management
1.2  Elect Director James G. Cullen              For     For       Management
1.3  Elect Director Michael M.E. Johns           For     For       Management
1.4  Elect Director Arnold G. Langbo             For     For       Management
1.5  Elect Director Susan L. Lindquist           For     For       Management
1.6  Elect Director Leo F. Mullin                For     For       Management
1.7  Elect Director Christine A. Poon            For     For       Management
1.8  Elect Director Charles Prince               For     For       Management
1.9  Elect Director Steven S Reinemund           For     For       Management
1.10 Elect Director David Satcher                For     For       Management
1.11 Elect Director William C. Weldon            For     For       Management
2    Ratify Auditors                             For     For       Management
3    Require a Majority Vote for the Election
     of Directors                                Against For       Shareholder
4    Submit Supplemental Executive Retirement
     Plans to Shareholder vote                   Against For       Shareholder

                                    Page 16



JPMORGAN CHASE & CO.

Ticker:       JPM          Security ID:  46625H100
Meeting Date: MAY 15, 2007 Meeting Type: Annual
Record Date:  MAR 16, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- -----------
1.1  Elect Director Crandall C. Bowles           For      For      Management
1.2  Elect Director Stephen B. Burke             For      For      Management
1.3  Elect Director James S. Crown               For      For      Management
1.4  Elect Director James Dimon                  For      For      Management
1.5  Elect Director Ellen V. Futter              For      For      Management
1.6  Elect Director William H. Gray, III         For      For      Management
1.7  Elect Director Laban P. Jackson, Jr.        For      For      Management
1.8  Elect Director Robert I. Lipp               For      For      Management
1.9  Elect Director David C. Novak               For      For      Management
1.10 Elect Director Lee R. Raymond               For      For      Management
1.11 Elect Director William C. Weldon            For      For      Management
2    Ratify Auditors                             For      For      Management
3    Put Repricing of Stock Options to
     Shareholder Vote                            Against  Against  Shareholder
4    Performance-Based and/or Time-Based Equity
     Awards                                      Against  For      Shareholder
5    Advisory Vote to Ratify Named Executive
     Officers' Compensation                      Against  For      Shareholder
6    Separate Chairman and CEO Positions         Against  Against  Shareholder
7    Provide for Cumulative Voting               Against  For      Shareholder
8    Require a Majority Vote for the Election
     of Directors                                Against  For      Shareholder
9    Report on Political Contributions           Against  Against  Shareholder
10   Report on Management Initiatives to
     Address Links to Slavery and Human Rights
     Abuse                                       Against  Against  Shareholder

KOHL'S CORP.

Ticker:       KSS         Security ID:  500255104
Meeting Date: MAY 2, 2007 Meeting Type: Annual
Record Date:  MAR 7, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- -----------
1.1  Elect Director Steven A. Burd               For      For      Management
1.2  Elect Director Wayne Embry                  For      For      Management
1.3  Elect Director James D. Ericson             For      For      Management
1.4  Elect Director John F. Herma                For      For      Management
1.5  Elect Director William S. Kellogg           For      For      Management
1.6  Elect Director Kevin Mansell                For      For      Management
1.7  Elect Director R. Lawrence Montgomery       For      For      Management
1.8  Elect Director Frank V. Sica                For      For      Management
1.9  Elect Director Peter M. Sommerhauser        For      For      Management
1.10 Elect Director Stephen E. Watson            For      For      Management
1.11 Elect Director R. Elton White               For      For      Management
2    Ratify Auditors                             For      For      Management
3    Amend Omnibus Stock Plan                    For      For      Management
4    Approve Executive Incentive Bonus Plan      For      For      Management
5    Company Specific-Adopt Majority Vote for
     Election of Directors                       For      For      Management
6    Require a Majority Vote for the Election
     of Directors                                Against  Against  Shareholder

                                    Page 17



KRAFT FOODS INC

Ticker:       KFT          Security ID:  50075N104
Meeting Date: APR 24, 2007 Meeting Type: Annual
Record Date:  FEB 28, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Ajay Banga                   For     For       Management
1.2 Elect Director Jan Bennink                  For     For       Management
1.3 Elect Director Louis C. Camilleri           For     For       Management
1.4 Elect Director Mark D. Ketchum              For     For       Management
1.5 Elect Director Richard A. Lemer             For     For       Management
1.6 Elect Director John C. Pope                 For     For       Management
1.7 Elect Director Irene B. Rosenfeld           For     For       Management
1.8 Elect Director Mary L. Shapiro              For     For       Management
1.9 Elect Director Deborah C. Wright            For     For       Management
2   Ratify Auditors                             For     For       Management

MANPOWER INC.

Ticker:       MAN          Security ID:  56418H100
Meeting Date: MAY 2, 2007  Meeting Type: Annual
Record Date:  FEB 21, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1.1 Elect Director Gina R. Boswell              For      For      Management
1.2 Elect Director Willie D. Davis              For      For      Management
1.3 Elect Director Jack M. Greenberg            For      For      Management
1.4 Elect Director Terry A. Hueneke             For      For      Management
2   Ratify Auditors                             For      For      Management
3   Approve Executive Incentive Bonus Plan      For      For      Management
4   MacBride Principles                         Against  Against  Shareholder

MCDERMOTT INTERNATIONAL, INC.

Ticker:       MDR          Security ID:  580037109
Meeting Date: MAY 4, 2007  Meeting Type: Annual
Record Date:  MAR 26, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------- ------- --------- ----------
1.1 Elect Director John F. Bookout III          For     For       Management
1.2 Elect Director Ronald C. Cambre             For     For       Management
1.3 Elect Director Bruce DeMars                 For     For       Management
1.4 Elect Director Robert W. Goldman            For     For       Management
2   APPROVE AMENDMENT TO ARTICLES OF
    INCORPORATION TO DECLASSIFY BOARD OF
    DIRECTORS.                                  For     For       Management
3   APPROVE AMENDMENT TO ARTICLES OF
    INCORPORATION TO INCREASE NUMBER OF
    AUTHORIZED SHARES OF COMMON STOCK.          For     For       Management
4   RATIFICATION OF APPOINTMENT OF MCDERMOTT S
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING
    FIRM FOR THE YEAR ENDING DECEMBER 31, 2007. For     For       Management

                                    Page 18



MCDONALD'S CORP.

Ticker:       MCD          Security ID:  580135101
Meeting Date: MAY 24, 2007 Meeting Type: Annual
Record Date:  MAR 26, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1   Elect Director Edward A. Brennan            For      For      Management
2   Elect Director Walter E. Massey             For      For      Management
3   Elect Director John W. Rogers, Jr.          For      For      Management
4   Elect Director Roger W. Stone               For      For      Management
5   Ratify Auditors                             For      For      Management
6   Label Genetically Modified Organisms        Against  Against  Shareholder
7   Adopt and Implement ILO Based Code of
    Conduct                                     Against  Against  Shareholder

MCKESSON CORPORATION

Ticker:       MCK          Security ID:  58155Q103
Meeting Date: JUL 26, 2006 Meeting Type: Annual
Record Date:  MAY 31, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1.1 Elect Director Wayne A. Budd                For     For       Management
1.2 Elect Director Alton F. Irby III            For     For       Management
1.3 Elect Director David M. Lawrence, M.D.      For     For       Management
1.4 Elect Director James V. Napier              For     For       Management
2   Ratify Auditors                             For     For       Management
3   Declassify the Board of Directors           Against For       Shareholder

MEMC ELECTRONIC MATERIALS, INC.

Ticker:       WFR          Security ID:  552715104
Meeting Date: OCT 25, 2006 Meeting Type: Annual
Record Date:  SEP 13, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Robert J. Boehlke            For     For       Management
1.2 Elect Director C. Douglas Marsh             For     For       Management

                                    Page 19



MEMC ELECTRONIC MATERIALS, INC.

Ticker:       WFR          Security ID:  552715104
Meeting Date: APR 25, 2007 Meeting Type: Annual
Record Date:  MAR 1, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director John Marren                    For   Withhold  Management
1.2 Elect Director William E. Stevens             For   For       Management
1.3 Elect Director James B. Williams              For   For       Management
2   Amend Omnibus Stock Plan                      For   For       Management

MERCK & CO., INC.

Ticker:       MRK          Security ID:  589331107
Meeting Date: APR 24, 2007 Meeting Type: Annual
Record Date:  FEB 23, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- -----------
1.1  Elect Director Richard T. Clark             For      For      Management
1.2  Elect Director Johnnetta B. Cole, Ph.D.     For      For      Management
1.3  Elect Director William B. Harrison, Jr.     For      For      Management
1.4  Elect Director William N. Kelley, M.D.      For      For      Management
1.5  Elect Director Rochelle B. Lazarus          For      For      Management
1.6  Elect Director Thomas E. Shenk, Ph.D.       For      For      Management
1.7  Elect Director Anne M. Tatlock              For      For      Management
1.8  Elect Director Samuel O. Thier, M.D.        For      For      Management
1.9  Elect Director Wendell P. Weeks             For      For      Management
1.10 Elect Director Peter C. Wendell             For      For      Management
2    Ratify Auditors                             For      For      Management
3    Reduce Supermajority Vote Requirement       For      For      Management
4    Reduce Supermajority Vote Requirement       For      For      Management
5    Establish Range For Board Size              For      For      Management
6    Replace Cumulative Voting to Majority Vote
     Standard for the Election of Directors      For      For      Management
7    Publish Political Contributions             Against  Against  Shareholder
8    Advisory Vote to Ratify Named Executive
     Officers' Compensation                      Against  For      Shareholder

MERRILL LYNCH & CO., INC.

Ticker:       MER          Security ID:  590188108
Meeting Date: APR 27, 2007 Meeting Type: Annual
Record Date:  FEB 28, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1.1 Elect Director John D. Finnegan             For     For       Management
1.2 Elect Director Joseph W. Prueher            For     For       Management
1.3 Elect Director Ann N. Reese                 For     For       Management
2   Ratify Auditors                             For     For       Management
3   Restore or Provide for Cumulative Voting    Against For       Shareholder
4   Advisory Vote to Ratify Named Executive
    Officers' Compensation                      Against For       Shareholder
5   Performance-Based and/or Time-Based Equity
    Awards                                      Against For       Shareholder

                                    Page 20



MICROSOFT CORP.

Ticker:       MSFT         Security ID:  594918104
Meeting Date: NOV 14, 2006 Meeting Type: Annual
Record Date:  SEP 8, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1   Elect Director William H. Gates, III        For      For      Management
2   Elect Director Steven A. Ballmer            For      For      Management
3   Elect Director James I. Cash, Jr., Ph.D.    For      For      Management
4   Elect Director Dina Dublon                  For      For      Management
5   Elect Director Raymond V. Gilmartin         For      For      Management
6   Elect Director David F. Marquardt           For      For      Management
7   Elect Director Charles H. Noski             For      For      Management
8   Elect Director Helmut Panke                 For      For      Management
9   Elect Director Jon A. Shirley               For      For      Management
10  Ratify Auditors                             For      For      Management
11  Cease Product Sales that Can Be Used to
    Violate Human Rights                        Against  Against  Shareholder
12  Amend EEO Statement to Not Reference
    Sexual Orientation                          Against  Against  Shareholder
13  Establish Shareholder Advisory Committee    Against  Against  Shareholder

MONSANTO CO.

Ticker:       MON          Security ID:  61166W101
Meeting Date: JAN 17, 2007 Meeting Type: Annual
Record Date:  NOV 20, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1.1 Elect Director Frank V. Atlee III           For      For      Management
1.2 Elect Director Arthur H. Harper             For      For      Management
1.3 Elect Director Gwendolyn S. King            For      For      Management
1.4 Elect Director Sharon R. Long, Ph.D.        For      For      Management
2   Ratify Auditors                             For      For      Management
3   Separate Chairman and CEO Positions         Against  Against  Shareholder

NATIONAL SEMICONDUCTOR CORP.

Ticker:       NSM          Security ID:  637640103
Meeting Date: OCT 6, 2006  Meeting Type: Annual
Record Date:  AUG 18, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1   Elect Director Brian L. Halla               For     For       Management
2   Elect Director Steven R. Appleton           For     For       Management
3   Elect Director Gary P. Arnold               For     For       Management
4   Elect Director Richard J. Danzig            For     For       Management
5   Elect Director John T. Dickson              For     For       Management
6   Elect Director Robert J. Frankenberg        For     For       Management
7   Elect Director E. Floyd Kvamme              For     For       Management
8   Elect Director Modesto A. Maidique          For     For       Management
9   Elect Director Edward McCracken             For     For       Management
10  Ratify Auditors                             For     For       Management

                                    Page 21



NORFOLK SOUTHERN CORP.

Ticker:       NSC          Security ID:  655844108
Meeting Date: MAY 10, 2007 Meeting Type: Annual
Record Date:  MAR 5, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Alston D. Correll            For     For       Management
1.2 Elect Director Landon Hilliard              For     For       Management
1.3 Elect Director Burton M. Joyce              For     For       Management
1.4 Elect Director Jane Margaret O' Brien       For     For       Management
2   Ratify Auditors                             For     For       Management

NORTHROP GRUMMAN CORP.

Ticker:       NOC          Security ID:  666807102
Meeting Date: MAY 16, 2007 Meeting Type: Annual
Record Date:  MAR 20, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1   Elect Director Lewis W. Coleman             For      For      Management
2   Elect Director Victor H. Fazio              For      For      Management
3   Elect Director Donald E. Felsinger          For      For      Management
4   Elect Director Stephen E. Frank             For      For      Management
5   Elect Director Charles R. Larson            For      For      Management
6   Elect Director Richard B. Myers             For      For      Management
7   Elect Director Philip A. Odeen              For      For      Management
8   Elect Director Aulana L. Peters             For      For      Management
9   Elect Director Kevin W. Sharer              For      For      Management
10  Elect Director Ronald D. Sugar              For      For      Management
11  Ratify Auditors                             For      For      Management
12  Approve Non-Employee Director Omnibus
    Stock Plan                                  For      For      Management
13  Report on Foreign Arms Sales                Against  Against  Shareholder
14  Advisory Vote to Ratify Named Executive
    Officers' Compensation                      Against  For      Shareholder
15  Separate Chairman and CEO Positions         Against  Against  Shareholder

ONEOK, INC.

Ticker:       OKE          Security ID: 682680103
Meeting Date: MAY 17, 2007 Meeting Type : Annual
Record Date:  MAR 19, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1.1 Elect Director William M. Bell              For      For      Management
1.2 Elect Director John W. Gibson               For      For      Management
1.3 Elect Director Pattye L. Moore              For      For      Management
1.4 Elect Director David J. Tippeconnic         For      For      Management
2   Separate Chairman and CEO Positions         Against  Against  Shareholder

                                    Page 22



ORACLE CORP.

Ticker:       ORCL         Security ID:  68389X105
Meeting Date: OCT 9, 2006  Meeting Type: Annual
Record Date:  AUG 14, 2006

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- ----------
1.1  Elect Director Jeffrey O. Henley            For     For       Management
1.2  Elect Director Lawrence J. Ellison          For     For       Management
1.3  Elect Director Donald L. Lucas              For     For       Management
1.4  Elect Director Michael J. Boskin            For     For       Management
1.5  Elect Director Jack F. Kemp                 For     Withhold  Management
1.6  Elect Director Jeffrey S. Berg              For     For       Management
1.7  Elect Director Safra A. Catz                For     For       Management
1.8  Elect Director Hector Garcia-Molina         For     For       Management
1.9  Elect Director H. Raymond Bingham           For     For       Management
1.10 Elect Director Charles E Phillips, Jr.      For     For       Management
1.11 Elect Director Naomi O. Seligman            For     For       Management
2    Approve Executive Incentive Bonus Plan      For     For       Management
3    Ratify Auditors                             For     For       Management
4    Amend Non-Employee Director Omnibus Stock
     Plan                                        For     For       Management

PACCAR INC.

Ticker:       PCAR         Security ID:  693718108
Meeting Date: APR 24, 2007 Meeting Type: Annual
Record Date:  FEB 26, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1.1 Elect Director Alison J. Carnwath           For     For       Management
1.2 Elect Director Robert T. Parry              For     For       Management
1.3 Elect Director Harold A. Wagner             For     For       Management
2   Submit Shareholder Rights Plan (Poison
    Pill) to Shareholder Vote                   Against For       Shareholder
3   Require a Majority Vote for the Election
    of Directors                                Against For       Shareholder

PEPSICO, INC.

Ticker:       PEP         Security ID:  713448108
Meeting Date: MAY 2, 2007 Meeting Type: Annual
Record Date:  MAR 9, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1   Elect Director Dina Dublon                  For      For      Management
2   Elect Director Victor J. Dzau, M.D.         For      For      Management
3   Elect Director Ray L. Hunt                  For      For      Management
4   Elect Director Alberto Ibarguen             For      For      Management
5   Elect Director Arthur C. Martinez           For      For      Management
6   Elect Director Indra K. Nooyi               For      For      Management
7   Elect Director Sharon Percy Rockefeller     For      For      Management
8   Elect Director James J. Schiro              For      For      Management
9   Elect Director Daniel Vasella               For      For      Management
10  Elect Director Michael D. White             For      For      Management
11  Ratify Auditors                             For      For      Management
12  Approve Omnibus Stock Plan                  For      For      Management
13  Report on Charitable Contributions          Against  Against  Shareholder

                                    Page 23



PFIZER INC.

Ticker:       PFE          Security ID:  717081103
Meeting Date: APR 26, 2007 Meeting Type: Annual
Record Date:  MAR 1, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- -----------
1.1  Elect Director Dennis A. Ausiello           For      For      Management
1.2  Elect Director Michael S. Brown             For      For      Management
1.3  Elect Director M. Anthony Burns             For      For      Management
1.4  Elect Director Robert N. Burt               For      For      Management
1.5  Elect Director W. Don Cornwell              For      For      Management
1.6  Elect Director William H. Gray, III         For      For      Management
1.7  Elect Director Constance J. Horner          For      For      Management
1.8  Elect Director William R. Howell            For      For      Management
1.9  Elect Director Jeffrey B. Kindler           For      For      Management
1.10 Elect Director George A. Lorch              For      For      Management
1.11 Elect Director Dana G. Mead                 For      For      Management
1.12 Elect Director William C. Steere, Jr.       For      For      Management
2    Ratify Auditors                             For      For      Management
3    Restore or Provide for Cumulative Voting    Against  For      Shareholder
4    Report on Animal Testing Policies           Against  Against  Shareholder
5    Amend Animal Welfare Policy                 Against  Against  Shareholder
6    Require Director Nominee Qualifications     Against  Against  Shareholder

PHELPS DODGE CORP.

Ticker:       PD           Security ID:  717265102
Meeting Date: MAR 14, 2007 Meeting Type: Special
Record Date:  FEB 12, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1   Approve Merger Agreement                    For     For       Management
2   Adjourn Meeting                             For     For       Management

PROCTER & GAMBLE COMPANY, THE

Ticker:       PG           Security ID:  742718109
Meeting Date: OCT 10, 2006 Meeting Type: Annual
Record Date:  AUG 11, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1.1 Elect Director Norman R. Augustine          For      For      Management
1.2 Elect Director A.G. Lafley                  For      For      Management
1.3 Elect Director Johnathan A. Rodgers         For      For      Management
1.4 Elect Director John F. Smith, Jr.           For      For      Management
1.5 Elect Director Margaret C. Whitman          For      For      Management
2   Approve Decrease in Size of Board           For      For      Management
3   Ratify Auditors                             For      For      Management
4   Amend Omnibus Stock Plan                    For      For      Management
5   Put Repricing of Stock Options to
    Shareholder Vote                            Against  Against  Shareholder

                                    Page 24



PRUDENTIAL FINANCIAL INC

Ticker:       PRU         Security ID:  744320102
Meeting Date: MAY 8, 2007 Meeting Type: Annual
Record Date:  MAR 9, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- ----------
1.1  Elect Director Frederic K. Becker           For     For       Management
1.2  Elect Director Gordon M. Bethune            For     For       Management
1.3  Elect Director Gaston Caperton              For     For       Management
1.4  Elect Director Gilbert F. Casellas          For     For       Management
1.5  Elect Director James G. Cullen              For     For       Management
1.6  Elect Director William H. Gray, III         For     For       Management
1.7  Elect Director Jon F. Hanson                For     For       Management
1.8  Elect Director Constance J. Horner          For     For       Management
1.9  Elect Director Karl J. Krapek               For     For       Management
1.10 Elect Director Christine A. Poon            For     For       Management
1.11 Elect Director Arthur F. Ryan               For     For       Management
1.12 Elect Director James A. Unruh               For     For       Management
2    Ratify Auditors                             For     For       Management

PUBLIC SERVICE ENTERPRISE GROUP INC.

Ticker:       PEG          Security ID:  744573106
Meeting Date: APR 17, 2007 Meeting Type: Annual
Record Date:  FEB 19, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Ernest H. Drew               For     For       Management
1.2 Elect Director William V. Hickey            For     For       Management
1.3 Elect Director Ralph Izzo                   For     For       Management
1.4 Elect Director Richard J. Swift             For     For       Management
2   Increase Authorized Common Stock            For     For       Management
3   Approve Non-Employee Director Stock Option
    Plan                                        For     For       Management
4   Declassify the Board of Directors           For     For       Management
5   Eliminate Cumulative Voting                 For     For       Management
6   Eliminate Preemptive Rights                 For     For       Management
7   Ratify Auditors                             For     For       Management

R. R. DONNELLEY & SONS CO.

Ticker:       RRD          Security ID:  257867101
Meeting Date: MAY 24, 2007 Meeting Type: Annual
Record Date:  APR 5, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1   Elect Director Thomas J. Quinlan, III       For      For      Management
2   Elect Director Oliver R. Sockwell           For      For      Management
3   Elect Director Stephen M. Wolf              For      For      Management
4   Ratify Auditors                             For      For      Management
5   Declassify the Board of Directors           For      For      Management
6   Reduce Supermajority Vote Requirement       For      For      Management
7   Prepare a Sustainability Report             Against  For      Shareholder
8   Declassify the Board of Directors           Against  Against  Shareholder

                                    Page 25



SUNTRUST BANKS, INC.

Ticker:       STI          Security ID:  867914103
Meeting Date: APR 17, 2007 Meeting Type: Annual
Record Date:  FEB 27, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1.1 Elect Director Robert M. Beall, II          For     For       Management
1.2 Elect Director Jeffrey C. Crowe             For     For       Management
1.3 Elect Director J. Hicks Lanier              For     Withhold  Management
1.4 Elect Director Larry L. Prince              For     For       Management
1.5 Elect Director Frank S. Royal, M.D.         For     For       Management
1.6 Elect Director Phail Wynn, Jr.              For     For       Management
1.7 Elect Director James M. Wells, III          For     For       Management
2   Amend Rights and Preferences of Preferred
    Stock                                       For     For       Management
3   Declassify the Board of Directors           For     For       Management
4   Require a Majority Vote for the Election
    of Directors                                Against For       Shareholder
5   Ratify Auditors                             For     For       Management

TEXAS INSTRUMENTS INC.

Ticker:       TXN          Security ID:  882508104
Meeting Date: APR 19, 2007 Meeting Type: Annual
Record Date:  FEB 20, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1   Elect Director James R. Adams               For      For      Management
2   Elect Director David L. Boren               For      For      Management
3   Elect Director Daniel A. Carp               For      Against  Management
4   Elect Director Carrie S. Cox                For      For      Management
5   Elect Director Thomas J. Engibous           For      For      Management
6   Elect Director David R. Goode               For      For      Management
7   Elect Director Pamela H. Patsley            For      For      Management
8   Elect Director Wayne R. Sanders             For      For      Management
9   Elect Director Ruth J. Simmons              For      Against  Management
10  Elect Director Richard K. Templeton         For      For      Management
11  Elect Director Christine Todd Whitman       For      Against  Management
12  Ratify Auditors                             For      For      Management

TIDEWATER INC.

Ticker:       TDW          Security ID:  886423102
Meeting Date: JUL 20, 2006 Meeting Type: Annual
Record Date:  MAY 24, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Arthur R. Carlson            For     For       Management
1.2 Elect Director Jon C. Madonna               For     For       Management
1.3 Elect Director William C. O'Malley          For     For       Management
2   Ratify Auditors                             For     For       Management
3   Declassify the Board of Directors           For     For       Management
4   Approve Omnibus Stock Plan                  For     For       Management

                                    Page 26



TJX COMPANIES, INC., THE

Ticker:       TJX          Security ID:  872540109
Meeting Date: JUN 5, 2007  Meeting Type: Annual
Record Date:  APR 16, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- -----------
1.1  Elect Director David A. Brandon             For     Withhold  Management
1.2  Elect Director Bernard Cammarata            For     For       Management
1.3  Elect Director David T. Ching               For     For       Management
1.4  Elect Director Michael F. Hines             For     For       Management
1.5  Elect Director Amy B. Lane                  For     For       Management
1.6  Elect Director Carol Meyrowitz              For     For       Management
1.7  Elect Director John F. O'Brien              For     For       Management
1.8  Elect Director Robert F. Shapiro            For     For       Management
1.9  Elect Director Willow B. Shire              For     For       Management
1.10 Elect Director Fletcher H. Wiley            For     For       Management
2    Approve Executive Incentive Bonus Plan      For     For       Management
3    Ratify Auditors                             For     For       Management
4    Require a Majority Vote for the Election
     of Directors                                Against For       Shareholder

TRAVELERS COMPANIES, INC., THE

Ticker:       TRV         Security ID:  89417E109
Meeting Date: MAY 1, 2007 Meeting Type: Annual
Record Date:  MAR 5, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- ----------
1.1  Elect Director Alan L. Beller               For     For       Management
1.2  Elect Director John H. Dasburg              For     For       Management
1.3  Elect Director Janet M. Dolan               For     For       Management
1.4  Elect Director Kenneth M. Duberstein        For     For       Management
1.5  Elect Director Jay S. Fishman               For     For       Management
1.6  Elect Director Lawrence G. Graev            For     For       Management
1.7  Elect Director Patricia L. Higgins          For     For       Management
1.8  Elect Director Thomas R. Hodgson            For     For       Management
1.9  Elect Director Cleve L. Killingsworth, Jr.  For     For       Management
1.10 Elect Director Robert I. Lipp               For     For       Management
1.11 Elect Director Blythe J. McGarvie           For     For       Management
1.12 Elect Director Glen D. Nelson, M.D.         For     For       Management
1.13 Elect Director Laurie J. Thomsen            For     For       Management
2    Ratify Auditors                             For     For       Management
3    Company Specific- Majority Vote for the
     Election of Directors                       For     For       Management

                                    Page 27



VALERO ENERGY CORP.

Ticker:       VLO          Security ID:  91913Y100
Meeting Date: APR 26, 2007 Meeting Type: Annual
Record Date:  MAR 1, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1.1 Elect Director Ruben M. Escobedo            For     For       Management
1.2 Elect Director Bob Marbut                   For     Withhold  Management
1.3 Elect Director Robert A. Profusek           For     For       Management
2   Ratify Auditors                             For     For       Management
3   Require a Majority Vote for the Election
    of Directors                                Against For       Shareholder
4   Advisory Vote to Ratify Named Executive
    Officers' Compensation                      Against For       Shareholder
5   Establish SERP Policy                       Against For       Shareholder

VERIZON COMMUNICATIONS

Ticker:       VZ          Security ID:  92343V104
Meeting Date: MAY 3, 2007 Meeting Type: Annual
Record Date:  MAR 5, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1   Elect Director James R. Barker              For      For      Management
2   Elect Director Richard L. Carrion           For      For      Management
3   Elect Director M. Frances Keeth             For      For      Management
4   Elect Director Robert W. Lane               For      For      Management
5   Elect Director Sandra O. Moose              For      For      Management
6   Elect Director Joseph Neubauer              For      For      Management
7   Elect Director Donald T. Nicolaisen         For      For      Management
8   Elect Director Thomas H. O'Brien            For      For      Management
9   Elect Director Clarence Otis, Jr.           For      For      Management
10  Elect Director Hugh B. Price                For      For      Management
11  Elect Director Ivan G. Seidenberg           For      For      Management
12  Elect Director Walter V. Shipley            For      For      Management
13  Elect Director John W. Snow                 For      For      Management
14  Elect Director John R. Stafford             For      For      Management
15  Elect Director Robert D. Storey             For      For      Management
16  Ratify Auditors                             For      For      Management
17  Limit Executive Compensation                Against  Against  Shareholder
18  Eliminate or Restrict Severance Agreements
    (Change-in-Control)                         Against  For      Shareholder
19  Disclose Information on Compensation
    Consultant                                  Against  For      Shareholder
20  Advisory Vote to Ratify Named Executive
    Officer's Compensation                      Against  For      Shareholder
21  Adopt Policy on Overboarded Director        Against  Against  Shareholder
22  Approve Terms of Existing Poison Pill       Against  Against  Shareholder
23  Report on Charitable Contributions          Against  Against  Shareholder

VF CORP.

Ticker:       VFC          Security ID:  918204108
Meeting Date: APR 24, 2007 Meeting Type: Annual
Record Date:  MAR 6, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Edward E. Crutchfield        For     For       Management
1.2 Elect Director George Fellows               For     For       Management
1.3 Elect Director Daniel R. Hesse              For     For       Management
1.4 Elect Director Clarence Otis, Jr.           For     For       Management
2   Amend Omnibus Stock Plan                    For     For       Management
3   Ratify Auditors                             For     For       Management

                                    Page 28



W.W. GRAINGER, INC.

Ticker:       GWW          Security ID:  384802104
Meeting Date: APR 25, 2007 Meeting Type: Annual
Record Date:  MAR 5, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- ----------
1.1  Elect Director Brian P. Anderson            For     For       Management
1.2  Elect Director Wilbur H. Gantz              For     For       Management
1.3  Elect Director V. Ann Hailey                For     For       Management
1.4  Elect Director William K. Hall              For     For       Management
1.5  Elect Director Richard L. Keyser            For     For       Management
1.6  Elect Director Stuart L. Levenick           For     For       Management
1.7  Elect Director John W. Mccarter, Jr.        For     For       Management
1.8  Elect Director Neil S. Novich               For     For       Management
1.9  Elect Director Michael J. Roberts           For     For       Management
1.10 Elect Director Gary L. Rogers               For     For       Management
1.11 Elect Director James T. Ryan                For     For       Management
1.12 Elect Director James D. Slavik              For     For       Management
1.13 Elect Director Harold B. Smith              For     For       Management
2    Ratify Auditors                             For     For       Management

WACHOVIA CORP.

Ticker:       WB           Security ID:  929903102
Meeting Date: AUG 31, 2006 Meeting Type: Special
Record Date:  JUL 11, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1   Issue Shares in Connection with an
    Acquisition                                 For     For       Management
2   Amend Omnibus Stock Plan                    For     For       Management

WALT DISNEY COMPANY, THE

Ticker:       DIS         Security ID:  254687106
Meeting Date: MAR 8, 2007 Meeting Type: Annual
Record Date:  JAN 8, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------- ------- --------- -----------
1.1  Elect Director John E. Bryson               For      For      Management
1.2  Elect Director John S. Chen                 For      For      Management
1.3  Elect Director Judith L. Estrin             For      For      Management
1.4  Elect Director Robert A. Iger               For      For      Management
1.5  Elect Director Steven P. Jobs               For      For      Management
1.6  Elect Director Fred H. Langhammer           For      For      Management
1.7  Elect Director Aylwin B. Lewis              For      For      Management
1.8  Elect Director Monica C. Lozano             For      For      Management
1.9  Elect Director Robert W. Matschullat        For      For      Management
1.10 Elect Director John E. Pepper, Jr.          For      For      Management
1.11 Elect Director Orin C. Smith                For      For      Management
2    Ratify Auditors                             For      For      Management
3    Amend Omnibus Stock Plan                    For      For      Management
4    Amend Executive Incentive Bonus Plan        For      For      Management
5    Company-Specific--Governance-Related - No
     Greenmail payments                          Against  Against  Shareholder
6    Approve/Amend Terms of Existing Poison Pill Against  For      Shareholder

                                    Page 29



WELLPOINT INC

Ticker:       WLP          Security ID:  94973V107
Meeting Date: MAY 16, 2007 Meeting Type: Annual
Record Date:  MAR 15, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Sheila P. Burke              For     For       Management
1.2 Elect Director Victor S. Liss               For     For       Management
1.3 Elect Director Jane G. Pisano, Ph.D.        For     For       Management
1.4 Elect Director George A. Schaefer, Jr.      For     For       Management
1.5 Elect Director Jackie M. Ward               For     For       Management
1.6 Elect Director John E. Zuccotti             For     For       Management
2   Company Specific--Approve Majority Voting
    for the Non- Contested Election of
    Directors                                   For     For       Management
3   Ratify Auditors                             For     For       Management

                        CAPITAL ONE MID-CAP EQUITY FUND

A.G. EDWARDS, INC.

Ticker:       AGE          Security ID:  281760108
Meeting Date: JUN 21, 2007 Meeting Type: Annual
Record Date:  MAY 1, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Robert L. Bagby              For     For       Management
1.2 Elect Director E. Eugene Carter             For     For       Management
1.3 Elect Director Peter B. Madoff              For     For       Management
2   Ratify Auditors                             For     For       Management

ABERCROMBIE & FITCH CO.

Ticker:       ANF          Security ID:  002896207
Meeting Date: JUN 13, 2007 Meeting Type: Annual
Record Date:  APR 17, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director John A. Golden               For      For      Management
1.2 Elect Director Edward F. Limato             For      For      Management
2   Amend Executive Incentive Bonus Plan        For      For      Management
3   Approve Omnibus Stock Plan                  For      Against  Management
4   Ratify Auditors                             For      For      Management

                                    Page 30



AIRGAS, INC.

Ticker:       ARG          Security ID:  009363102
Meeting Date: AUG 9, 2006  Meeting Type: Annual
Record Date:  JUN 21, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director James W. Hovey               For      For      Management
1.2 Elect Director Paula A. Sneed               For      For      Management
1.3 Elect Director David M. Stout               For      For      Management
2   Approve Omnibus Stock Plan                  For      Against  Management
3   Amend Qualified Employee Stock Purchase
    Plan                                        For      For      Management
4   Ratify Auditors                             For      For      Management

AKAMAI TECHNOLOGIES, INC.

Ticker:       AKAM         Security ID:  00971T101
Meeting Date: MAY 15, 2007 Meeting Type: Annual
Record Date:  APR 2, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Ronald Graham                For     For       Management
1.2 Elect Director F. Thomson Leighton          For     For       Management
1.3 Elect Director Paul Sagan                   For     For       Management
1.4 Elect Director Naomi Seligman               For     For       Management
2   Ratify Auditors                             For     For       Management

ALLETE INC.

Ticker:       ALE         Security ID:  018522300
Meeting Date: MAY 8, 2007 Meeting Type: Annual
Record Date:  MAR 9, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- ----------
1.1  Elect Director Kathleen A. Brekken          For     For       Management
1.2  Elect Director Heidi J. Eddins              For     For       Management
1.3  Elect Director Sidney W. Emery, Jr.         For     For       Management
1.4  Elect Director James J. Hoolihan            For     For       Management
1.5  Elect Director Madeleine W. Ludlow          For     For       Management
1.6  Elect Director George L. Mayer              For     For       Management
1.7  Elect Director Roger D. Peirce              For     For       Management
1.8  Elect Director Jack I. Rajala               For     For       Management
1.9  Elect Director Donald J. Shippar            For     For       Management
1.10 Elect Director Bruce W. Stender             For     For       Management
2    Ratify Auditors                             For     For       Management

                                    Page 31



ALLIED WASTE INDUSTRIES, INC.

Ticker:       AW           Security ID:  019589308
Meeting Date: MAY 17, 2007 Meeting Type: Annual
Record Date:  MAR 20, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- -----------
1.1  Elect Director Robert M. Agate              For     For       Management
1.2  Elect Director Charles H. Cotros            For     For       Management
1.3  Elect Director James W. Crownover           For     For       Management
1.4  Elect Director Stephanie Drescher           For     For       Management
1.5  Elect Director William J. Flynn             For     For       Management
1.6  Elect Director David I. Foley               For     For       Management
1.7  Elect Director Nolan Lehmann                For     For       Management
1.8  Elect Director Steven Martinez              For     For       Management
1.9  Elect Director James A. Quella              For     For       Management
1.10 Elect Director John M. Trani                For     For       Management
1.11 Elect Director John J. Zillmer              For     For       Management
2    Ratify Auditors                             For     For       Management
3    Require a Majority Vote for the Election
     of Directors                                Against For       Shareholder

AMERICAN CAPITAL STRATEGIES, LTD.

Ticker:       ACAS         Security ID:  024937104
Meeting Date: MAY 4, 2007  Meeting Type: Annual
Record Date:  MAR 16, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Mary C. Baskin               For      For      Management
1.2 Elect Director John A. Koskinen             For      For      Management
1.3 Elect Director Alvin N. Puryear             For      For      Management
2   Approve Stock Option Plan                   For      Against  Management
3   Declassify the Board of Directors           For      For      Management
4   Increase Authorized Common Stock            For      Against  Management
5   Amend Executive Incentive Bonus Plan        For      Against  Management
6   Ratify Auditors                             For      For      Management
7   Other Business                              For      Against  Management

AMERICAN EAGLE OUTFITTERS, INC.

Ticker:       AEO          Security ID:  02553E106
Meeting Date: JUN 12, 2007 Meeting Type: Annual
Record Date:  APR 16, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Jon P. Diamond               For     For       Management
1.2 Elect Director Alan T. Kane                 For     For       Management
1.3 Elect Director Cary D. Mcmillan             For     For       Management
1.4 Elect Director James V. O'Donnell           For     For       Management
2   Increase Authorized Common Stock            For     For       Management
3   Ratify Auditors                             For     For       Management

                                    Page 32



AMERICAN FINANCIAL GROUP, INC.

Ticker:       AFG          Security ID:  025932104
Meeting Date: MAY 17, 2007 Meeting Type: Annual
Record Date:  MAR 30, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Carl H. Lindner              For     For       Management
1.2 Elect Director Carl H. Lindner, III         For     For       Management
1.3 Elect Director S. Craig Lindner             For     For       Management
1.4 Elect Director Kenneth C. Ambrecht          For     For       Management
1.5 Elect Director Theodore H. Emmerich         For     For       Management
1.6 Elect Director James E. Evans               For     For       Management
1.7 Elect Director Terry S. Jacobs              For     For       Management
1.8 Elect Director William R. Martin            For     For       Management
1.9 Elect Director William W. Verity            For     For       Management
2   Ratify Auditors                             For     For       Management
3   Approve Executive Incentive Bonus Plan      For     For       Management

AMERICAN GREETINGS CORP.

Ticker:       AM           Security ID:  026375105
Meeting Date: JUN 22, 2007 Meeting Type: Annual
Record Date:  MAY 1, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Dr. Scott S. Cowen           For     For       Management
1.2 Elect Director William E MacDonald, III     For     For       Management
1.3 Elect Director Charles A. Ratner            For     For       Management
1.4 Elect Director Zev Weiss                    For     Withhold  Management
2   Approve Omnibus Stock Plan                  For     For       Management

AMERIGROUP CORP.

Ticker:       AGP          Security ID:  03073T102
Meeting Date: MAY 10, 2007 Meeting Type: Annual
Record Date:  MAR 28, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Kay Coles James              For     For       Management
1.2 Elect Director Jeffrey L. McWaters          For     For       Management
1.3 Elect Director Uwe E. Reinhardt, Ph.D.      For     For       Management
2   Approve Executive Incentive Bonus Plan      For     For       Management
3   Ratify Auditors                             For     For       Management

AMERUS GROUP CO.

Ticker:       AMH          Security ID:  03072M108
Meeting Date: OCT 19, 2006 Meeting Type: Special
Record Date:  SEP 8, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1   Approve Merger Agreement                    For     For       Management

                                    Page 33



APPLERA CORP

Ticker:       ABI          Security ID:  038020103
Meeting Date: OCT 19, 2006 Meeting Type: Annual
Record Date:  AUG 30, 2006

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- ----------
1.1  Elect Director Richard H. Ayers             For     For       Management
1.2  Elect Director Jean-Luc Belingard           For     Withhold  Management
1.3  Elect Director Robert H. Hayes              For     For       Management
1.4  Elect Director Arnold J. Levine             For     For       Management
1.5  Elect Director William H. Longfield         For     For       Management
1.6  Elect Director Theodore E. Martin           For     For       Management
1.7  Elect Director Carolyn W. Slayman           For     For       Management
1.8  Elect Director Orin R. Smith                For     For       Management
1.9  Elect Director James R. Tobin               For     Withhold  Management
1.10 Elect Director Tony L. White                For     For       Management
2    Ratify Auditors                             For     For       Management
3    Change Company Name                         For     For       Management
4    Amend Omnibus Stock Plan                    For     For       Management
5    Amend Omnibus Stock Plan                    For     For       Management

ASSURANT INC

Ticker:       AIZ          Security ID:  04621X108
Meeting Date: MAY 17, 2007 Meeting Type: Annual
Record Date:  MAR 30, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Michel Baise                 For     For       Management
1.2 Elect Director Howard L. Carver             For     For       Management
1.3 Elect Director Juan N. Cento                For     For       Management
1.4 Elect Director Allen R. Freedman            For     For       Management
2   Ratify Auditors                             For     For       Management

AVNET, INC.

Ticker:       AVT          Security ID:  053807103
Meeting Date: NOV 9, 2006  Meeting Type: Annual
Record Date:  SEP 12, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1.1 Elect Director Eleanor Baum                 For      For      Management
1.2 Elect Director J. Veronica Biggins          For      For      Management
1.3 Elect Director Lawrence W. Clarkson         For      For      Management
1.4 Elect Director Ehud Houminer                For      For      Management
1.5 Elect Director James A. Lawrence            For      For      Management
1.6 Elect Director Frank R. Noonan              For      For      Management
1.7 Elect Director Ray M. Robinson              For      For      Management
1.8 Elect Director Gary L. Tooker               For      For      Management
1.9 Elect Director Roy Vallee                   For      For      Management
2   Approve Omnibus Stock Plan                  For      For      Management
3   Ratify Auditors                             For      For      Management
4   Separate Chairman and CEO Positions         Against  Against  Shareholder

                                    Page 34



BANK OF HAWAII CORP.

Ticker:       BOH          Security ID:  062540109
Meeting Date: APR 27, 2007 Meeting Type: Annual
Record Date:  FEB 28, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Mary G.F. Bitterman          For     For       Management
1.2 Elect Director Martin A. Stein              For     For       Management
1.3 Elect Director Barbara J. Tanabe            For     For       Management
1.4 Elect Director Robert W. Wo, Jr.            For     For       Management
2   Ratify Auditors                             For     For       Management

BARR PHARMACEUTICALS INC

Ticker:       BRL          Security ID:  068306109
Meeting Date: NOV 9, 2006  Meeting Type: Annual
Record Date:  SEP 15, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Bruce L. Downey              For     For       Management
1.2 Elect Director Paul M. Bisaro               For     For       Management
1.3 Elect Director George P. Stephan            For     For       Management
1.4 Elect Director Harold N. Chefitz            For     For       Management
1.5 Elect Director Richard R. Frankovic         For     For       Management
1.6 Elect Director Peter R. Seaver              For     For       Management
1.7 Elect Director James S. Gilmore, III        For     Withhold  Management
2   Ratify Auditors                             For     For       Management

BJ SERVICES COMPANY

Ticker:       BJS          Security ID:  055482103
Meeting Date: JAN 30, 2007 Meeting Type: Annual
Record Date:  DEC 8, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Don D. Jordan                For     For       Management
1.2 Elect Director William H. White             For     For       Management

BMC SOFTWARE, INC.

Ticker:       BMC          Security ID:  055921100
Meeting Date: AUG 22, 2006 Meeting Type: Annual
Record Date:  JUL 5, 2006

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- ----------
1.1  Elect Director B. Garland Cupp              For     For       Management
1.2  Elect Director Robert E. Beauchamp          For     For       Management
1.3  Elect Director Jon E. Barfield              For     For       Management
1.4  Elect Director John W. Barter               For     For       Management
1.5  Elect Director Meldon K. Gafner             For     For       Management
1.6  Elect Director Lew W. Gray                  For     For       Management
1.7  Elect Director P. Thomas Jenkins            For     For       Management
1.8  Elect Director Louis J. Lavigne, Jr.        For     For       Management
1.9  Elect Director Kathleen A. O'Neil           For     For       Management
1.10 Elect Director George F. Raymond            For     For       Management
1.11 Elect Director Tom C. Tinsley               For     For       Management
2    Ratify Auditors                             For     For       Management
3    Approve Qualified Employee Stock Purchase
     Plan                                        For     For       Management

                                    Page 35



BOB EVANS FARMS, INC.

Ticker:       BOBE         Security ID:  096761101
Meeting Date: SEP 11, 2006 Meeting Type: Annual
Record Date:  JUL 14, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1.1 Elect Director Larry C. Corbin              For     For       Management
1.2 Elect Director Steven A. Davis              For     For       Management
1.3 Elect Director Robert E.H. Rabold           For     For       Management
2   Approve Stock Option Plan                   For     For       Management
3   Ratify Auditors                             For     For       Management
4   Declassify the Board of Directors           Against For       Shareholder
5   Require a Majority Vote for the Election
    of Directors                                Against For       Shareholder

CB RICHARD ELLIS GROUP INC

Ticker:       CBG         Security ID:  12497T101
Meeting Date: JUN 1, 2007 Meeting Type: Annual
Record Date:  APR 4, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- ----------
1.1  Elect Director Richard C. Blum              For     For       Management
1.2  Elect Director Patrice Marie Daniels        For     For       Management
1.3  Elect Director Thomas A. Daschle            For     For       Management
1.4  Elect Director Curtis F. Feeny              For     For       Management
1.5  Elect Director Bradford M. Freeman          For     For       Management
1.6  Elect Director Michael Kantor               For     For       Management
1.7  Elect Director Frederic V. Malek            For     For       Management
1.8  Elect Director Robert E. Sulentic           For     For       Management
1.9  Elect Director Jane J. Su                   For     For       Management
1.10 Elect Director Brett White                  For     For       Management
1.11 Elect Director Gary L. Wilson               For     For       Management
1.12 Elect Director Ray Wirta                    For     For       Management
2    Ratify Auditors                             For     For       Management
3    Approve Executive Incentive Bonus Plan      For     For       Management

                                    Page 36



CDW CORP.

Ticker:       CDWC        Security ID:  12512N105
Meeting Date: JUN 5, 2007 Meeting Type: Annual
Record Date:  APR 9, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1   Elect Director Michelle L. Collins          For     For       Management
2   Elect Director Casey G. Cowell              For     For       Management
3   Elect Director John A. Edwardson            For     For       Management
4   Elect Director Daniel S. Goldin             For     For       Management
5   Elect Director Thomas J. Hansen             For     For       Management
6   Elect Director Donald P. Jacobs             For     For       Management
7   Elect Director Stephan A. James             For     For       Management
8   Elect Director Michael P. Krasny            For     For       Management
9   Elect Director Terry L. Lengfelder          For     For       Management
10  Elect Director Susan D. Wellington          For     For       Management
11  Elect Director Brian E. Williams            For     For       Management
12  Ratify Auditors                             For     For       Management

CELANESE CORP.

Ticker:       CE           Security ID:  150870103
Meeting Date: AUG 14, 2006 Meeting Type: Special
Record Date:  JUL 10, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Martin G. McGuinn            For     For       Management
1.2 Elect Director John K. Wulff                For     For       Management

CELANESE CORP.

Ticker:       CE           Security ID:  150870103
Meeting Date: APR 26, 2007 Meeting Type: Annual
Record Date:  MAR 1, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Chinh E. Chu                 For     For       Management
1.2 Elect Director Mark C. Rohr                 For     For       Management
1.3 Elect Director David N. Weidman             For     For       Management
2   Ratify Auditors                             For     For       Management

CENTURYTEL, INC.

Ticker:       CTL          Security ID:  156700106
Meeting Date: MAY 10, 2007 Meeting Type: Annual
Record Date:  MAR 23, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1.1 Elect Director William R. Boles, Jr.        For      For      Management
1.2 Elect Director W. Bruce Hanks               For      For      Management
1.3 Elect Director C.G. Melville, Jr.           For      For      Management
1.4 Elect Director Glen F. Post, III            For      For      Management
2   Ratify Auditors                             For      For      Management
3   Approve Report of the Compensation
    Committee                                   Against  Against  Shareholder

                                    Page 37



CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

Ticker:       CRL          Security ID:  159864107
Meeting Date: MAY 8, 2007  Meeting Type: Annual
Record Date:  MAR 20, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director James C. Foster              For     For       Management
1.2 Elect Director Stephen D. Chubb             For     For       Management
1.3 Elect Director George E. Massaro            For     For       Management
1.4 Elect Director George M. Milne, Jr.         For     For       Management
1.5 Elect Director Douglas E. Rogers            For     For       Management
1.6 Elect Director Samuel O. Thier              For     For       Management
1.7 Elect Director William H. Waltrip           For     For       Management
2   Approve Omnibus Stock Plan                  For     For       Management
3   Ratify Auditors                             For     For       Management

COACH, INC.

Ticker:       COH          Security ID:  189754104
Meeting Date: NOV 2, 2006  Meeting Type: Annual
Record Date:  SEP 14, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Lew Frankfort                For     For       Management
1.2 Elect Director Susan Kropf                  For     For       Management
1.3 Elect Director Gary Loveman                 For     For       Management
1.4 Elect Director Ivan Menezes                 For     For       Management
1.5 Elect Director Irene Miller                 For     For       Management
1.6 Elect Director Keith Monda                  For     For       Management
1.7 Elect Director Michael Murphy               For     For       Management
1.8 Elect Director Jide Zeitlin                 For     For       Management

COMERICA INC.

Ticker:       CMA          Security ID:  200340107
Meeting Date: MAY 15, 2007 Meeting Type: Annual
Record Date:  MAR 16, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1   Elect Director Ralph W. Babb, Jr.           For     For       Management
2   Elect Director James F. Cordes              For     For       Management
3   Elect Director Peter D. Cummings            For     For       Management
4   Elect Director William P. Vititoe           For     For       Management
5   Elect Director Kenneth L. Way               For     For       Management
6   Ratify Auditors                             For     For       Management
7   Prepare Sustainability Report               Against For       Shareholder

CON-WAY INC

Ticker:       CNW          Security ID:  205944101
Meeting Date: APR 17, 2007 Meeting Type: Annual
Record Date:  MAR 1, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director John J. Anton                For     For       Management
1.2 Elect Director W. Keith Kennedy, Jr.        For     For       Management
1.3 Elect Director John C. Pope                 For     For       Management
1.4 Elect Director Douglas W. Stotlar           For     For       Management
1.5 Elect Director Peter W. Stott               For     For       Management
2   Ratify Auditors                             For     For       Management

                                    Page 38



CONTINENTAL AIRLINES, INC.

Ticker:       CAL          Security ID:  210795308
Meeting Date: JUN 12, 2007 Meeting Type: Annual
Record Date:  APR 16, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- -----------
1.1  Elect Director Thomas J. Barrack, Jr.       For      For      Management
1.2  Elect Director Kirbyjon H. Caldwell         For      For      Management
1.3  Elect Director Lawrence W. Kellner          For      For      Management
1.4  Elect Director Douglas H. McCorkindale      For      For      Management
1.5  Elect Director Henry L. Meyer, III          For      For      Management
1.6  Elect Director Oscar Munoz                  For      For      Management
1.7  Elect Director George G.C. Parker           For      For      Management
1.8  Elect Director Jeffery A. Smisek            For      For      Management
1.9  Elect Director Karen Hastie Williams        For      For      Management
1.10 Elect Director Ronald B. Woodard            For      For      Management
1.11 Elect Director Charles A. Yamarone          For      For      Management
2    Ratify Auditors                             For      For      Management
3    Publish Political Contributions             Against  Against  Shareholder
4    Performance-Based and/or Time-Based Equity
     Awards                                      Against  Against  Shareholder
5    Other Business                              None     Against  Management

CUMMINS , INC.

Ticker:       CMI          Security ID:  231021106
Meeting Date: MAY 8, 2007  Meeting Type: Annual
Record Date:  MAR 19, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1   Elect Director Robert J. Darnall            For     For       Management
2   Elect Director John M. Deutch               For     For       Management
3   Elect Director Alexis M. Herman             For     For       Management
4   Elect Director F. Joseph Loughrey           For     For       Management
5   Elect Director William I. Miller            For     For       Management
6   Elect Director Georgia R. Nelson            For     For       Management
7   Elect Director Theodore M. Solso            For     For       Management
8   Elect Director Carl Ware                    For     For       Management
9   Elect Director J. Lawrence Wilson           For     For       Management
10  Ratify Auditors                             For     For       Management
11  Amend Omnibus Stock Plan                    For     For       Management
12  Increase Authorized Common Stock            For     For       Management

                                    Page 39



DUN & BRADSTREET CORP, THE

Ticker:       DNB          Security ID:  26483E100
Meeting Date: MAY 2, 2007  Meeting Type: Annual
Record Date:  MAR 12, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director John W. Alden                For     For       Management
1.2 Elect Director Christopher J. Coughlin      For     For       Management
1.3 Elect Director Victor A. Pelson             For     For       Management
2   Ratify Auditors                             For     For       Management
3   Amend Non-Employee Director Omnibus Stock
    Plan                                        For     For       Management

ENERGEN CORP.

Ticker:       EGN          Security ID:  29265N108
Meeting Date: APR 25, 2007 Meeting Type: Annual
Record Date:  MAR 2, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Stephen D. Ban               For     For       Management
1.2 Elect Director Julian W. Banton             For     For       Management
1.3 Elect Director T. Michael Goodrich          For     For       Management
1.4 Elect Director Wm. Michael Warren, Jr.      For     For       Management
1.5 Elect Director James T. McManus, II         For     For       Management
2   Amend Omnibus Stock Plan                    For     For       Management
3   Approve Executive Incentive Bonus Plan      For     For       Management
4   Ratify Auditors                             For     For       Management

ENERGIZER HOLDINGS, INC.

Ticker:       ENR          Security ID:  29266R108
Meeting Date: JAN 22, 2007 Meeting Type: Annual
Record Date:  NOV 17, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director R. David Hoover              For     Withhold  Management
1.2 Elect Director John C. Hunter               For     For       Management
1.3 Elect Director John E. Klein                For     For       Management
1.4 Elect Director John R. Roberts              For     For       Management

FLORIDA ROCK INDUSTRIES, INC.

Ticker:       FRK          Security ID:  341140101
Meeting Date: FEB 7, 2007  Meeting Type: Annual
Record Date:  DEC 11, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Thompson S. Baker Ii         For     For       Management
1.2 Elect Director John A. Delaney              For     For       Management
1.3 Elect Director Luke E. Fichthorn III        For     For       Management
1.4 Elect Director Francis X. Knott             For     For       Management
2   Ratify Auditors                             For     For       Management

                                    Page 40



FLUOR CORP.

Ticker:       FLR         Security ID:  343412102
Meeting Date: MAY 2, 2007 Meeting Type: Annual
Record Date:  MAR 7, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1   Elect Director James T. Hackett             For     For       Management
2   Elect Director Kent Kresa                   For     For       Management
3   Elect Director Lord Robin W. Renwick        For     For       Management
4   Elect Director Peter S. Watson              For     For       Management
5   Ratify Auditors                             For     For       Management

GLOBAL PAYMENTS, INC.

Ticker:       GPN          Security ID:  37940X102
Meeting Date: SEP 27, 2006 Meeting Type: Annual
Record Date:  AUG 11, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Alex W. Hart                 For     For       Management
1.2 Elect Director William I Jacobs             For     For       Management
1.3 Elect Director Alan M. Silberstein          For     For       Management
1.4 Elect Director Ruth Ann Marshall            For     For       Management

GRANITE CONSTRUCTION INC.

Ticker:       GVA          Security ID:  387328107
Meeting Date: MAY 21, 2007 Meeting Type: Annual
Record Date:  MAR 23, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director William G. Dorey             For     For       Management
1.2 Elect Director Rebecca A. McDonald          For     For       Management
1.3 Elect Director William H. Powell            For     For       Management
1.4 Elect Director Claes G. Bjork               For     For       Management
2   Company Specific- Majority Vote for the
    Election of Directors                       For     For       Management
3   Ratify Auditors                             For     For       Management

HARRIS CORP.

Ticker:       HRS          Security ID:  413875105
Meeting Date: OCT 27, 2006 Meeting Type: Annual
Record Date:  SEP 1, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Terry D. Growcock            For     For       Management
1.2 Elect Director Leslie F. Kenne              For     For       Management
1.3 Elect Director David B. Rickard             For     For       Management
1.4 Elect Director Gregory T. Swienton          For     For       Management
2   Ratify Auditors                             For     For       Management

                                    Page 41



HILLENBRAND INDUSTRIES, INC.

Ticker:       HB           Security ID:  431573104
Meeting Date: FEB 8, 2007  Meeting Type: Annual
Record Date:  DEC 15, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Ray J. Hillenbrand           For     For       Management
1.2 Elect Director Mark D. Ketchum              For     For       Management
1.3 Elect Director Peter H. Soderberg           For     For       Management
2   Ratify Auditors                             For     For       Management

HORMEL FOODS CORP.

Ticker:       HRL          Security ID:  440452100
Meeting Date: JAN 30, 2007 Meeting Type: Annual
Record Date:  DEC 4, 2006

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- -----------
1.1  Elect Director John R. Block                For      For      Management
1.2  Elect Director Jeffrey M. Ettinger          For      For      Management
1.3  Elect Director E. Peter Gillette, Jr.       For      For      Management
1.4  Elect Director Luella G. Goldberg           For      For      Management
1.5  Elect Director Susan I. Marvin              For      For      Management
1.6  Elect Director Michael J. Mccoy             For      For      Management
1.7  Elect Director John L. Morrison             For      For      Management
1.8  Elect Director Elsa A. Murano               For      For      Management
1.9  Elect Director Robert C. Nakasone           For      For      Management
1.10 Elect Director Dakota A. Pippins            For      For      Management
1.11 Elect Director Gary J. Ray                  For      For      Management
1.12 Elect Director Hugh C. Smith, M.D.          For      For      Management
1.13 Elect Director John G. Turner               For      For      Management
2    Ratify Auditors                             For      For      Management
3    Report on Feasibility of Improving Animal
     Welfare Standards                           Against  Against  Shareholder

HOSPITALITY PROPERTIES TRUST

Ticker:       HPT          Security ID:  44106M102
Meeting Date: MAY 15, 2007 Meeting Type: Annual
Record Date:  MAR 20, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1   Elect Director William A. Lamkin            For      For      Management
2   Amend Declaration of Trust--Election of
    Trustees                                    For      Against  Management
3   Amend Declaration of Trust--Amend           For      Against  Management
    Declaration of Trust-(a)Amend
    Trust(i)Qualification of
    Trustees,(ii)Policies(iii)Restrictions,
    (iv)Special voting rights,business
    combinations(v)Provisions governing
    amendments to trust(b)Termination of Trust
4   Amend Declaration of Trust--Authorize       For      Against  Management
    Board to divide or combine the oustanding
    shares, any class or series without
    shareholder vote.
5   Amend Declaration of Trust--Any             For      For      Management
    shareholder violating Declaration of Trust
    will indemnify and hold us harmless from
    all costs, expense, penalties and fines,
    together with interest on such amounts.
6   Adjourn Meeting                             For      Against  Management

                                    Page 42



HRPT PROPERTIES TRUST

Ticker:       HRP          Security ID:  40426W101
Meeting Date: MAY 15, 2007 Meeting Type: Annual
Record Date:  MAR 20, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Patrick F. Donelan           For      For      Management
2   Amend Declaration of Trust - Election of
    Trustees                                    For      Against  Management
3   Amend Declaration of Trust-(a)Amend         For      Against  Management
    Trust(i)Qualification of
    Trustees,(ii)Policies(iii)Restrictions,
    (iv)Special voting rights,business
    combinations(v)Provisions governing
    amendments to trust(b)Termination of Trust
4   Amend Declaration of Trust--Authorize       For      Against  Management
    Board to Divide or Combine Outstanding
    Shares, any class or series, without
    shareholder vote to the extent permitted
    by Maryland Law.
5   Amend Declaration of Trust--Any             For      For      Management
    shareholder violating Declaration of Trust
    will indemnify and hold us harmless from
    all costs, expense, penalties and fines,
    together with interest on such amounts.
6   Amend Declaration of Trust--Permit          For      For      Management
    Issuance of Securities redeemable at the
    option of holders.
7   Adjourn Meeting                             For      Against  Management

HUMANA INC.

Ticker:       HUM          Security ID:  444859102
Meeting Date: APR 26, 2007 Meeting Type: Annual
Record Date:  MAR 5, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1   Elect Director David A. Jones, Jr.          For     For       Management
2   Elect Director Frank A. D'Amelio            For     For       Management
3   Elect Director W. Roy Dunbar                For     For       Management
4   Elect Director Kurt J. Hilzinger            For     For       Management
5   Elect Director Michael B. McCallister       For     For       Management
6   Elect Director James J. O'Brien             For     For       Management
7   Elect Director W. Ann Reynolds              For     For       Management
8   Elect Director James O. Robbins             For     For       Management
9   Ratify Auditors                             For     For       Management

                                    Page 43



IKON OFFICE SOLUTIONS, INC.

Ticker:       IKN          Security ID:  451713101
Meeting Date: FEB 21, 2007 Meeting Type: Annual
Record Date:  DEC 29, 2006

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- ----------
1.1  Elect Director Philip E. Cushing            For     For       Management
1.2  Elect Director Matthew J. Espe              For     For       Management
1.3  Elect Director Thomas R. Gibson             For     For       Management
1.4  Elect Director Richard A. Jalkut            For     For       Management
1.5  Elect Director Arthur E. Johnson            For     For       Management
1.6  Elect Director Kurt M. Landgraf             For     For       Management
1.7  Elect Director Gerald Luterman              For     For       Management
1.8  Elect Director William E. Mccracken         For     For       Management
1.9  Elect Director William L. Meddaugh          For     For       Management
1.10 Elect Director Hellene S. Runtagh           For     For       Management
1.11 Elect Director Anthony P. Terracciano       For     For       Management
2    Ratify Auditors                             For     For       Management

IMATION CORP.

Ticker:       IMN          Security ID:  45245A107
Meeting Date: MAY 2, 2007  Meeting Type: Annual
Record Date:  MAR 12, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Charles A. Haggerty          For     For       Management
1.2 Elect Director Glen A. Taylor               For     For       Management
1.3 Elect Director Daryl J. White               For     For       Management
2   Ratify Auditors                             For     For       Management

INDYMAC BANCORP, INC.

Ticker:       NDE          Security ID:  456607100
Meeting Date: APR 26, 2007 Meeting Type: Annual
Record Date:  MAR 1, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- ----------
1.1  Elect Director Michael W. Perry             For     For       Management
1.2  Elect Director Louis E. Caldera             For     For       Management
1.3  Elect Director Lyle E. Gramley              For     For       Management
1.4  Elect Director Lyle E. Gramley              For     For       Management
1.5  Elect Director Patrick C. Haden             For     For       Management
1.6  Elect Director Terrance G. Hodel            For     For       Management
1.7  Elect Director Robert L. Hunt II            For     For       Management
1.8  Elect Director Lydia H. Kennard             For     For       Management
1.9  Elect Director Senator John Seymour         For     For       Management
1.10 Elect Director Bruce G. Willison            For     For       Management
2    Ratify Auditors                             For     For       Management

                                    Page 44



INGRAM MICRO, INC.

Ticker:       IM           Security ID:  457153104
Meeting Date: JUN 6, 2007  Meeting Type: Annual
Record Date:  APR 11, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Orrin H. Ingram, Ii          For     For       Management
1.2 Elect Director Michael T. Smith             For     For       Management
1.3 Elect Director Gregory M.E. Spierkel        For     For       Management
1.4 Elect Director Joe B. Wyatt                 For     For       Management
1.5 Elect Director Leslie S. Heisz              For     For       Management

INTERNATIONAL FLAVORS & FRAGRANCES INC.

Ticker:       IFF          Security ID:  459506101
Meeting Date: MAY 8, 2007  Meeting Type: Annual
Record Date:  MAR 15, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Margaret Hayes Adame         For     For       Management
1.2 Elect Director Robert M. Amen               For     For       Management
1.3 Elect Director GA?A 1/4nter Blobel          For     For       Management
1.4 Elect Director J. Michael Cook              For     For       Management
1.5 Elect Director Peter A. Georgescu           For     For       Management
1.6 Elect Director Alexandra A. Herzan          For     For       Management
1.7 Elect Director Henry W. Howell, Jr.         For     For       Management
1.8 Elect Director Arthur C. Martinez           For     For       Management
1.9 Elect Director Burton M. Tansky             For     For       Management
2   Ratify Auditors                             For     For       Management
3   Amend Omnibus Stock Plan                    For     For       Management

JOHNSON CONTROLS, INC.

Ticker:       JCI          Security ID:  478366107
Meeting Date: JAN 24, 2007 Meeting Type: Annual
Record Date:  NOV 16, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Robert L. Barnett            For     For       Management
1.2 Elect Director Eugenio C. Reyes-Retana      For     For       Management
1.3 Elect Director Jeffrey A. Joerres           For     For       Management
1.4 Elect Director Richard F. Teerlink          For     For       Management
2   Ratify Auditors                             For     For       Management
3   Approve Stock Option Plan                   For     For       Management

                                    Page 45



JONES LANG LASALLE, INC.

Ticker:       JLL          Security ID:  48020Q107
Meeting Date: MAY 30, 2007 Meeting Type: Annual
Record Date:  MAR 23, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Henri-Claude De Bettignies   For     For       Management
1.2 Elect Director Darryl Hartley-Leonard       For     For       Management
1.3 Elect Director Sir Derek Higgs              For     For       Management
1.4 Elect Director Lauralee E. Martin           For     For       Management
1.5 Elect Director Alain Monie                  For     For       Management
1.6 Elect Director Thomas C. Theobald           For     For       Management
2   Ratify Auditors                             For     For       Management
3   Amend Omnibus Stock Plan                    For     For       Management

JOY GLOBAL, INC.

Ticker:       JOYG         Security ID:  481165108
Meeting Date: FEB 22, 2007 Meeting Type: Annual
Record Date:  JAN 9, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Steven L. Gerard             For      For      Management
1.2 Elect Director John Nils Hanson             For      For      Management
1.3 Elect Director Ken C. Johnsen               For      For      Management
1.4 Elect Director Gale E. Klappa               For      For      Management
1.5 Elect Director Richard B. Loynd             For      For      Management
1.6 Elect Director P. Eric Siegert              For      For      Management
1.7 Elect Director Michael W. Sutherlin         For      For      Management
1.8 Elect Director James H. Tate                For      For      Management
2   Approve Omnibus Stock Plan                  For      Against  Management
3   Increase Authorized Common Stock            For      Against  Management

LOUISIANA-PACIFIC CORP

Ticker:       LPX         Security ID:  546347105
Meeting Date: MAY 3, 2007 Meeting Type: Annual
Record Date:  MAR 6, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Lizanne C. Gottung           For     For       Management
1.2 Elect Director Dustan E. McCoy              For     For       Management
1.3 Elect Director Colin D. Watson              For     For       Management
2   Ratify Auditors                             For     For       Management

                                    Page 46



MATTEL, INC.

Ticker:       MAT          Security ID:  577081102
Meeting Date: MAY 18, 2007 Meeting Type: Annual
Record Date:  MAR 30, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- -----------
1.1  Elect Director Michael J. Dolan             For      For      Management
1.2  Elect Director Robert A. Eckert             For      For      Management
1.3  Elect Director Frances D. Fergusson         For      For      Management
1.4  Elect Director Tully M. Friedman            For      For      Management
1.5  Elect Director Dominic Ng                   For      For      Management
1.6  Elect Director Andrea L. Rich               For      For      Management
1.7  Elect Director Ronald L. Sargent            For      For      Management
1.8  Elect Director Dean A. Scarborough          For      For      Management
1.9  Elect Director Christopher A. Sinclair      For      For      Management
1.10 Elect Director G. Craig Sullivan            For      For      Management
1.11 Elect Director Kathy Brittain White         For      For      Management
2    Ratify Auditors                             For      For      Management
3    Company Specific- Approve Majority Vote
     and Eliminate Cumulative Voting             For      For      Management
4    Approve Executive Incentive Bonus Plan      For      For      Management
5    Limit Executive Compensation                Against  Against  Shareholder
6    Separate Chairman and CEO Positions         Against  Against  Shareholder
7    Report Progress on Improving Work and
     Living Conditions                           Against  Against  Shareholder
8    Pay for Superior Performance                Against  For      Shareholder

MDU RESOURCES GROUP, INC.

Ticker:       MDU          Security ID:  552690109
Meeting Date: APR 24, 2007 Meeting Type: Annual
Record Date:  FEB 26, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1.1 Elect Director Terry D. Hildestad           For     For       Management
1.2 Elect Director Dennis W. Johnson            For     For       Management
1.3 Elect Director John L. Olson                For     For       Management
1.4 Elect Director John K. Wilson               For     For       Management
2   Increase Authorized Common Stock            For     For       Management
3   Declassify the Board of Directors           For     For       Management
4   Ratify Auditors                             For     For       Management
5   Sustainability Report                       Against For       Shareholder

MEMC ELECTRONIC MATERIALS, INC.

Ticker:       WFR          Security ID:  552715104
Meeting Date: OCT 25, 2006 Meeting Type: Annual
Record Date:  SEP 13, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Robert J. Boehlke            For     For       Management
1.2 Elect Director C. Douglas Marsh             For     For       Management

MEMC ELECTRONIC MATERIALS, INC.

Ticker:       WFR          Security ID:  552715104
Meeting Date: APR 25, 2007 Meeting Type: Annual
Record Date:  MAR 1, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director John Marren                  For     Withhold  Management
1.2 Elect Director William E. Stevens           For     For       Management
1.3 Elect Director James B. Williams            For     For       Management
2   Amend Omnibus Stock Plan                    For     For       Management

                                    Page 47



MENS WEARHOUSE, INC., THE

Ticker:       MW           Security ID:  587118100
Meeting Date: JUN 13, 2007 Meeting Type: Annual
Record Date:  APR 25, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director George Zimmer                For     For       Management
1.2 Elect Director David H. Edwab               For     For       Management
1.3 Elect Director Rinaldo S. Brutoco           For     For       Management
1.4 Elect Director Michael L. Ray               For     For       Management
1.5 Elect Director Sheldon I. Stein             For     For       Management
1.6 Elect Director Deepak Chopra                For     Withhold  Management
1.7 Elect Director William B. Sechrest          For     For       Management
1.8 Elect Director Larry R. Katzen              For     For       Management

MICREL, INC.

Ticker:       MCRL         Security ID:  594793101
Meeting Date: MAY 24, 2007 Meeting Type: Annual
Record Date:  MAR 30, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Raymond D. Zinn              For      For      Management
1.2 Elect Director Michael J. Callahan          For      For      Management
1.3 Elect Director David W. Conrath             For      For      Management
1.4 Elect Director Neil J. Miotto               For      For      Management
1.5 Elect Director Frank W. Schneider           For      For      Management
2   Ratify Auditors                             For      For      Management
3   Other Business                              For      Against  Management

MICROCHIP TECHNOLOGY, INC.

Ticker:       MCHP         Security ID:  595017104
Meeting Date: AUG 18, 2006 Meeting Type: Annual
Record Date:  JUN 22, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Steve Sanghi                 For     For       Management
1.2 Elect Director Albert J. Hugo-Martinez      For     For       Management
1.3 Elect Director L.B. Day                     For     For       Management
1.4 Elect Director Matthew W. Chapman           For     For       Management
1.5 Elect Director Wade F. Meyercord            For     For       Management
2   Amend Omnibus Stock Plan                    For     For       Management
3   Approve Executive Incentive Bonus Plan      For     For       Management
4   Ratify Auditors                             For     For       Management

                                    Page 48



MOLSON COORS BREWING CO

Ticker:       TAP          Security ID:  60871R209
Meeting Date: MAY 16, 2007 Meeting Type: Annual
Record Date:  MAR 20, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director John E. Cleghorn             For     For       Management
1.2 Elect Director Charles M. Herington         For     For       Management
1.3 Elect Director David P. O'Brien             For     For       Management

MPS GROUP INC

Ticker:       MPS          Security ID:  553409103
Meeting Date: MAY 17, 2007 Meeting Type: Annual
Record Date:  MAR 30, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Derek E. Dewan               For     For       Management
1.2 Elect Director Timothy D. Payne             For     For       Management
1.3 Elect Director Peter J. Tanous              For     For       Management
1.4 Elect Director T. Wayne Davis               For     For       Management
1.5 Elect Director John R. Kennedy              For     For       Management
1.6 Elect Director Michael D. Abney             For     For       Management
1.7 Elect Director William M. Isaac             For     For       Management
1.8 Elect Director Darla D. Moore               For     For       Management
1.9 Elect Director Arthur B. Laffer, Ph.D.      For     For       Management

MYLAN LABORATORIES INC.

Ticker:       MYL          Security ID:  628530107
Meeting Date: JUL 28, 2006 Meeting Type: Annual
Record Date:  JUN 5, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Milan Puskar                 For     For       Management
1.2 Elect Director Robert J. Coury              For     For       Management
1.3 Elect Director Wendy Cameron                For     For       Management
1.4 Elect Director Neil Dimick, CPA             For     For       Management
1.5 Elect Director Douglas J. Leech, CPA        For     For       Management
1.6 Elect Director Joseph C. Maroon, Md         For     For       Management
1.7 Elect Director Rodney L. Piatt, CPA         For     For       Management
1.8 Elect Director C.B. Todd                    For     For       Management
1.9 Elect Director Rl Vanderveen, Ph.D, Rph     For     For       Management
2   Amend Omnibus Stock Plan                    For     For       Management
3   Ratify Auditors                             For     For       Management

NETFLIX. INC

Ticker:       NFLX         Security ID:  64110L106
Meeting Date: MAY 17, 2007 Meeting Type: Annual
Record Date:  MAR 21, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Timothy M. Haley             For     For       Management
1.2 Elect Director Michael N. Schuh             For     For       Management
1.3 Elect Director Gregory S. Stanger           For     For       Management
2   Ratify Auditors                             For     For       Management

                                    Page 49



NEWELL RUBBERMAID INC.

Ticker:       NWL          Security ID:  651229106
Meeting Date: MAY 8, 2007  Meeting Type: Annual
Record Date:  MAR 15, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1.1 Elect Director Scott S. Cowen               For     Withhold  Management
1.2 Elect Director Cynthia A. Montgomery        For     Withhold  Management
1.3 Elect Director Gordon R. Sullivan           For     Withhold  Management
1.4 Elect Director Michael A. Todman            For     For       Management
2   Ratify Auditors                             For     For       Management
3   Adopt Simple Majority Vote                  Against For       Shareholder
4   Require a Majority Vote for the Election
    of Directors                                Against For       Shareholder

NEWFIELD EXPLORATION CO.

Ticker:       NFX         Security ID:  651290108
Meeting Date: MAY 3, 2007 Meeting Type: Annual
Record Date:  MAR 5, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- ----------
1.1  Elect Director David A. Trice               For     For       Management
1.2  Elect Director David F. Schaible            For     For       Management
1.3  Elect Director Howard H. Newman             For     For       Management
1.4  Elect Director Thomas G. Ricks              For     For       Management
1.5  Elect Director C.E. (chuck) Shultz          For     For       Management
1.6  Elect Director Dennis R. Hendrix            For     For       Management
1.7  Elect Director Philip J. Burguieres         For     For       Management
1.8  Elect Director John Randolph Kemp III       For     For       Management
1.9  Elect Director J. Michael Lacey             For     For       Management
1.10 Elect Director Joseph H. Netherland         For     For       Management
1.11 Elect Director J. Terry Strange             For     For       Management
1.12 Elect Director Pamela J. Gardner            For     For       Management
1.13 Elect Director Juanita F. Romans            For     Withhold  Management
2    Approve Omnibus Stock Plan                  For     For       Management
3    Amend Non-Employee Director Restricted
     Stock Plan                                  For     For       Management
4    Ratify Auditors                             For     For       Management

NRG ENERGY INC

Ticker:       NRG          Security ID:  629377508
Meeting Date: APR 25, 2007 Meeting Type: Annual
Record Date:  MAR 12, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director David Crane                  For     For       Management
1.2 Elect Director Stephen L. Cropper           For     For       Management
1.3 Elect Director Maureen Miskovic             For     For       Management
1.4 Elect Director Thomas H. Weidemeyer         For     For       Management
2   Ratify Auditors                             For     For       Management

                                    Page 50



OHIO CASUALTY CORP.

Ticker:       OCAS         Security ID:  677240103
Meeting Date: MAY 16, 2007 Meeting Type: Annual
Record Date:  MAR 1, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Terrence J. Baehr            For     For       Management
1.2 Elect Director Stanley N. Pontius           For     For       Management
1.3 Elect Director Ronald W. Tysoe              For     For       Management
2   Approve Executive Incentive Bonus Plan      For     For       Management
3   Ratify Auditors                             For     For       Management

OMI CORPORATION - NEW

Ticker:       OMM          Security ID:  Y6476W104
Meeting Date: JUN 28, 2007 Meeting Type: Annual
Record Date:  MAR 9, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Michael Klabanoff            For     For       Management
1.2 Elect Director Donald C. Trauscht           For     For       Management
2   Ratify Auditors                             For     For       Management

PINNACLE WEST CAPITAL CORP.

Ticker:       PNW          Security ID:  723484101
Meeting Date: MAY 23, 2007 Meeting Type: Annual
Record Date:  MAR 26, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- ----------
1    Declassify the Board of Directors           For     For       Management
2.1  Elect Director Roy A. Herberger, Jr.        For     For       Management
2.2  Elect Director Humberto S. Lopez            For     For       Management
2.3  Elect Director Kathryn L. Munro             For     For       Management
2.4  Elect Director William L. Stewart           For     For       Management
2.5  Elect Director Edward N. Basha, Jr.         For     For       Management
2.6  Elect Director Jack E. Davis                For     For       Management
2.7  Elect Director Michael L. Gallagher         For     For       Management
2.8  Elect Director Pamela Grant                 For     For       Management
2.9  Elect Director William S. Jamieson, Jr.     For     For       Management
2.10 Elect Director Bruce J. Nordstrom           For     For       Management
2.11 Elect Director William J. Post              For     For       Management
3    Approve Omnibus Stock Plan                  For     For       Management
4    Ratify Auditors                             For     For       Management

                                    Page 51



PLUM CREEK TIMBER COMPANY, INC.

Ticker:       PCL         Security ID:  729251108
Meeting Date: MAY 2, 2007 Meeting Type: Annual
Record Date:  MAR 9, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- -----------
1   Elect Director Rick R. Holley               For      For      Management
2   Elect Director Ian B. Davidson              For      For      Management
3   Elect Director Robin Josephs                For      For      Management
4   Elect Director John G. McDonald             For      For      Management
5   Elect Director Robert B. McLeod             For      For      Management
6   Elect Director John F. Morgan, Sr.          For      For      Management
7   Elect Director John H. Scully               For      For      Management
8   Elect Director Stephen C. Tobias            For      For      Management
9   Elect Director Carl B. Webb                 For      For      Management
10  Elect Director Martin A. White              For      For      Management
11  Ratify Auditors                             For      For      Management
12  Report on Political Contributions           Against  For      Shareholder
13  Pay For Superior Performance                Against  Against  Shareholder

PMI GROUP, INC., THE

Ticker:       PMI          Security ID:  69344M101
Meeting Date: MAY 17, 2007 Meeting Type: Annual
Record Date:  MAR 30, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- ----------
1.1  Elect Director Mariann Byerwalter           For     For       Management
1.2  Elect Director James C. Castle              For     For       Management
1.3  Elect Director Carmine Guerro               For     For       Management
1.4  Elect Director Wayne E. Hedien              For     For       Management
1.5  Elect Director Louis G. Lower Ii            For     For       Management
1.6  Elect Director Raymond L. Ocampo Jr.        For     For       Management
1.7  Elect Director John D. Roach                For     For       Management
1.8  Elect Director Kenneth T. Rosen             For     For       Management
1.9  Elect Director Steven L. Scheid             For     For       Management
1.10 Elect Director L. Stephen Smith             For     For       Management
1.11 Elect Director Jose H. Villarreal           For     For       Management
1.12 Elect Director Mary Lee Widener             For     For       Management
1.13 Elect Director Ronald H. Zech               For     For       Management
2    Ratify Auditors                             For     For       Management

PRECISION CASTPARTS CORP.

Ticker:       PCP          Security ID:  740189105
Meeting Date: AUG 16, 2006 Meeting Type: Annual
Record Date:  JUN 23, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Mark Donegan                 For     For       Management
1.2 Elect Director Vernon E. Oechsle            For     For       Management
2   Increase Authorized Common Stock            For     For       Management
3   Approve Omnibus Stock Plan                  For     For       Management

                                    Page 52



QUESTAR CORP.

Ticker:       STR          Security ID:  748356102
Meeting Date: MAY 15, 2007 Meeting Type: Annual
Record Date:  MAR 19, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Teresa Beck                  For     For       Management
1.2 Elect Director R.D. Cash                    For     For       Management
1.3 Elect Director Robert E. McKee              For     For       Management
1.4 Elect Director Gary G. Michael              For     For       Management
1.5 Elect Director Charles B. Stanley           For     For       Management

RADIAN GROUP INC.

Ticker:       RDN          Security ID:  750236101
Meeting Date: MAY 9, 2007  Meeting Type: Annual
Record Date:  MAR 19, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- ----------
1    Approve Merger Agreement                    For     For       Management
2.1  Elect Directors Herbert Wender              For     For       Management
2.2  Elect Directors David C. Carney             For     For       Management
2.3  Elect Directors Howard B. Culang            For     For       Management
2.4  Elect Directors Stephen T. Hopkins          For     For       Management
2.5  Elect Directors Sanford A. Ibrahim          For     For       Management
2.6  Elect Directors James W. Jennings           For     For       Management
2.7  Elect Directors Ronald W. Moore             For     For       Management
2.8  Elect Directors Jan Nicholson               For     For       Management
2.9  Elect Directors Robert W. Richards          For     For       Management
2.10 Elect Directors Anthony W. Schweiger        For     For       Management
3    Ratify Auditors                             For     For       Management
4    Adjourn Meeting                             For     For       Management

REINSURANCE GROUP OF AMERICA, INCORPORATED

Ticker:       RGA          Security ID:  759351109
Meeting Date: MAY 23, 2007 Meeting Type: Annual
Record Date:  MAR 23, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director William J. Bartlett          For     For       Management
1.2 Elect Director Alan C. Henderson            For     For       Management
1.3 Elect Director A. Greig Woodring            For     Withhold  Management
2   Amend Omnibus Stock Plan                    For     Against   Management
3   Company Specific - Sales of Securities      For     Against   Management

RESPIRONICS, INC.

Ticker:       RESP         Security ID:  761230101
Meeting Date: NOV 14, 2006 Meeting Type: Annual
Record Date:  SEP 29, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Joseph C. Lawyer             For     For       Management
1.2 Elect Director Sean C. Mcdonald             For     For       Management
1.3 Elect Director Mylle H. Mangum              For     For       Management
1.4 Elect Director John C. Miles Ii             For     For       Management
2   Ratify Auditors                             For     For       Management
3   Approve Qualified Employee Stock Purchase
    Plan                                        For     For       Management

                                    Page 53



ROSS STORES, INC.

Ticker:       ROST         Security ID:  778296103
Meeting Date: MAY 24, 2007 Meeting Type: Annual
Record Date:  MAR 30, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Michael J. Bush              For     For       Management
1.2 Elect Director Norman A. Ferber             For     For       Management
2   Ratify Auditors                             For     For       Management

RUDDICK CORP.

Ticker:       RDK          Security ID:  781258108
Meeting Date: FEB 15, 2007 Meeting Type: Annual
Record Date:  DEC 8, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Alan T. Dickson              For     For       Management
1.2 Elect Director Anna Spangler Nelson         For     For       Management
1.3 Elect Director Bailey W. Patrick            For     For       Management
1.4 Elect Director Robert H. Spilman, Jr.       For     For       Management
2   Approve/Amend Executive Incentive Bonus
    Plan                                        For     For       Management
3   Amend Omnibus Stock Plan                    For     For       Management

RYDER SYSTEM, INC.

Ticker:       R           Security ID:  783549108
Meeting Date: MAY 4, 2007 Meeting Type: Annual
Record Date:  MAR 9, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Luis P. Nieto, Jr            For     For       Management
1.2 Elect Director David I. Fuente              For     For       Management
1.3 Elect Director Eugene A. Renna              For     For       Management
1.4 Elect Director Abbie J. Smith               For     For       Management
1.5 Elect Director Christine A. Varney          For     For       Management
2   Ratify Auditors                             For     For       Management

                                    Page 54



SEI INVESTMENT COMPANY

Ticker:       SEIC         Security ID:  784117103
Meeting Date: MAY 23, 2007 Meeting Type: Annual
Record Date:  APR 4, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Alfred P. West, Jr.          For     Withhold  Management
1.2 Elect Director William M. Doran             For     Withhold  Management
1.3 Elect Director Howard D. Ross               For     For       Management
2   Approve Stock Option Plan                   For     Against   Management
3   Ratify Auditors                             For     For       Management

SEQUA CORP.

Ticker:       SQA.A        Security ID:  817320104
Meeting Date: MAY 3, 2007  Meeting Type: Annual
Record Date:  MAR 14, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Edward E. Barr               For     For       Management
1.2 Elect Director Gail Binderman               For     For       Management
1.3 Elect Director Richard S. LeFrak            For     For       Management
1.4 Elect Director Michael I. Sovern            For     For       Management
1.5 Elect Director Fred R. Sullivan             For     For       Management
1.6 Elect Director Gerald Tsai, Jr.             For     For       Management
1.7 Elect Director Robert E. Weinberg           For     For       Management
1.8 Elect Director Martin Weinstein             For     Withhold  Management
1.9 Elect Director Stanley R. Zax               For     For       Management
2   Ratify Auditors                             For     For       Management
3   Approve Omnibus Stock Plan                  For     For       Management
4   Increase Authorized Common Stock            For     For       Management
5   Amend Executive Incentive Bonus Plan        For     For       Management
6   Amend Non-Employee Director Omnibus Stock
    Plan                                        For     For       Management

SERVICE CORPORATION INTERNATIONAL

Ticker:       SCI          Security ID:  817565104
Meeting Date: MAY 9, 2007  Meeting Type: Annual
Record Date:  MAR 15, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Alan R. Buckwalter, III      For     For       Management
1.2 Elect Director Victor L. Lund               For     For       Management
1.3 Elect Director John W. Mecom, Jr.           For     For       Management
2   Ratify Auditors                             For     For       Management
3   Amend Omnibus Stock Plan                    For     For       Management

STEEL DYNAMICS, INC.

Ticker:       STLD         Security ID:  858119100
Meeting Date: MAY 17, 2007 Meeting Type: Annual
Record Date:  MAR 26, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- ----------
1.1  Elect Director Keith E. Busse               For     For       Management
1.2  Elect Director Mark D. Millett              For     For       Management
1.3  Elect Director Richard P. Teets, Jr.        For     For       Management
1.4  Elect Director John C. Bates                For     For       Management
1.5  Elect Director Frank D. Byrne, M.D.         For     For       Management
1.6  Elect Director Paul B. Edgerley             For     For       Management
1.7  Elect Director Richard J. Freeland          For     For       Management
1.8  Elect Director Jurgen Kolb                  For     For       Management
1.9  Elect Director James C. Marcuccilli         For     For       Management
1.10 Elect Director Joseph D. Ruffolo            For     For       Management
2    Ratify Auditors                             For     For       Management

                                    Page 55



STEELCASE INC.

Ticker:       SCS          Security ID:  858155203
Meeting Date: JUN 21, 2007 Meeting Type: Annual
Record Date:  APR 25, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director James P. Hackett             For     For       Management
1.2 Elect Director David W. Joos                For     For       Management
1.3 Elect Director P. Craig Welch, Jr.          For     For       Management
2   Approve Executive Incentive Bonus Plan      For     For       Management
3   Amend Omnibus Stock Plan                    For     For       Management

SYBASE, INC.

Ticker:       SY           Security ID:  871130100
Meeting Date: MAY 29, 2007 Meeting Type: Annual
Record Date:  APR 3, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Cecilia Claudio              For     For       Management
1.2 Elect Director L. William Krause            For     For       Management
1.3 Elect Director Robert P. Wayman             For     For       Management
2   Ratify Auditors                             For     For       Management
3   Declassify the Board of Directors           For     For       Management
4   Amend Omnibus Stock Plan                    For     For       Management

TECHNE CORP.

Ticker:       TECH         Security ID:  878377100
Meeting Date: OCT 26, 2006 Meeting Type: Annual
Record Date:  SEP 15, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1   Fix Number of Directors                     For     For       Management
2.1 Elect Director Thomas E. Oland              For     For       Management
2.2 Elect Director Roger C. Lucas, Ph.D.        For     For       Management
2.3 Elect Director Howard V. O'Connell          For     For       Management
2.4 Elect Director G. Arthur Herbert            For     For       Management
2.5 Elect Director R.C. Steer, M.D., Ph.D.      For     For       Management
2.6 Elect Director Robert V. Baumgartner        For     For       Management
2.7 Elect Director C.A. Dinarello, M.D.         For     For       Management

                                    Page 56



TELEPHONE AND DATA SYSTEMS, INC.

Ticker:       TDS          Security ID:  879433100
Meeting Date: SEP 12, 2006 Meeting Type: Annual
Record Date:  AUG 7, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director C.D. O'Leary                 For     For       Management
1.2 Elect Director M.H. Saranow                 For     For       Management
1.3 Elect Director M.L. Solomon                 For     For       Management
1.4 Elect Director H.S. Wander                  For     For       Management
2   Ratify Auditors                             For     For       Management

TESORO CORP.

Ticker:       TSO          Security ID:  881609101
Meeting Date: MAY 1, 2007  Meeting Type: Annual
Record Date:  MAR 13, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director John F. Bookout, III         For     For       Management
1.2 Elect Director Rodney F. Chase              For     For       Management
1.3 Elect Director Robert W. Goldman            For     For       Management
1.4 Elect Director Steven H. Grapstein          For     For       Management
1.5 Elect Director William J. Johnson           For     For       Management
1.6 Elect Director J.W. (jim) Nokes             For     For       Management
1.7 Elect Director Donald H. Schmude            For     For       Management
1.8 Elect Director Bruce A. Smith               For     For       Management
1.9 Elect Director Michael E. Wiley             For     For       Management
2   Ratify Auditors                             For     For       Management

TIDEWATER INC.

Ticker:       TDW          Security ID:  886423102
Meeting Date: JUL 20, 2006 Meeting Type: Annual
Record Date:  MAY 24, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Arthur R. Carlson            For     For       Management
1.2 Elect Director Jon C. Madonna               For     For       Management
1.3 Elect Director William C. O'Malley          For     For       Management
2   Ratify Auditors                             For     For       Management
3   Declassify the Board of Directors           For     For       Management
4   Approve Omnibus Stock Plan                  For     For       Management

TRW AUTOMOTIVE HOLDINGS CORP

Ticker:       TRW          Security ID:  87264S106
Meeting Date: MAY 14, 2007 Meeting Type: Annual
Record Date:  MAR 16, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director John C. Plant                For     Withhold  Management
1.2 Elect Director Neil P. Simpkins             For     Withhold  Management
1.3 Elect Director Jody G. Miller               For     For       Management
2   Ratify Auditors                             For     For       Management

                                    Page 57



UNIT CORPORATION

Ticker:       UNT         Security ID:  909218109
Meeting Date: MAY 2, 2007 Meeting Type: Annual
Record Date:  MAR 5, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director Larry D. Pinkston            For     For       Management
1.2 Elect Director William B. Morgan            For     For       Management
1.3 Elect Director John H. Williams             For     For       Management
2   Ratify Auditors                             For     For       Management

VARIAN MEDICAL SYSTEMS INC

Ticker:       VAR          Security ID:  92220P105
Meeting Date: FEB 15, 2007 Meeting Type: Annual
Record Date:  DEC 18, 2006

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director John Seely Brown             For     For       Management
1.2 Elect Director R. Andrew Eckert             For     For       Management
1.3 Elect Director Mark R. Laret                For     For       Management
1.4 Elect Director Kent J. Thiry                For     For       Management
2   Amend Omnibus Stock Plan                    For     For       Management
3   Amend Executive Incentive Bonus Plan        For     For       Management
4   Ratify Auditors                             For     For       Management

W.W. GRAINGER, INC.

Ticker:       GWW          Security ID:  384802104
Meeting Date: APR 25, 2007 Meeting Type: Annual
Record Date:  MAR 5, 2007

#    Proposal                                    Mgt Rec Vote Cast Sponsor
- -    ------------------------------------------  ------- --------- ----------
1.1  Elect Director Brian P. Anderson            For     For       Management
1.2  Elect Director Wilbur H. Gantz              For     For       Management
1.3  Elect Director V. Ann Hailey                For     For       Management
1.4  Elect Director William K. Hall              For     For       Management
1.5  Elect Director Richard L. Keyser            For     For       Management
1.6  Elect Director Stuart L. Levenick           For     For       Management
1.7  Elect Director John W. Mccarter, Jr.        For     For       Management
1.8  Elect Director Neil S. Novich               For     For       Management
1.9  Elect Director Michael J. Roberts           For     For       Management
1.10 Elect Director Gary L. Rogers               For     For       Management
1.11 Elect Director James T. Ryan                For     For       Management
1.12 Elect Director James D. Slavik              For     For       Management
1.13 Elect Director Harold B. Smith              For     For       Management
2    Ratify Auditors                             For     For       Management

                                    Page 58



WILMINGTON TRUST CORP.

Ticker:       WL           Security ID:  971807102
Meeting Date: APR 19, 2007 Meeting Type: Annual
Record Date:  FEB 20, 2007

#   Proposal                                    Mgt Rec Vote Cast Sponsor
- -   ------------------------------------------  ------- --------- ----------
1.1 Elect Director R. Keith Elliott             For     For       Management
1.2 Elect Director Gailen Krug                  For     For       Management
1.3 Elect Director Stacey J. Mobley             For     For       Management

                                END NPX REPORT

                                    Page 59



                                  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) Capital One Funds

By (Signatures and Title)* /s/ Richard L. Chauvin
                           ------------------------------
                           Richard L. Chauvin, President

Date: August 8, 2007

* Print the name and title of each signing officer under his or her signature.