------------------------- OMB APPROVAL ------------------------- OMB Number: 3235-0582 Expires: April 30, 2009 Estimated average burden hours per response...14.4 ------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-21371 Phoenix Adviser Trust (Exact name of registrant as specified in charter) 101 Munson Street Greenfield, MA 01301 (Address of principal executive offices) (Zip code) John Beers, Esq. One American Row Hartford, CT 06102 (Name and address of agent for service) Registrant's telephone number, including area code: 800-243-1574 Date of fiscal year end: 2/28 Date of reporting period: 7/1/07-6/30/08 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 30bl-4 thereunder (17 CFR 270.30bl-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaldng roles. A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609: The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. (S) 3507. GENERAL INSTRUCTIONS A. Rule as to Use of Form N-PX. Form N-PX is to be used for reports pursuant to Section 30 of the Investment Company Act of 1940 (the "Act") and Rule 30bl-4 under the Act (17 CFR 270.30b1-4) by all registered management investment companies, other than small business investment companies registered on Form N-5 ((S) (S) 239.24 and 274.5 of this chapter), to file their complete proxy voting record not later than August 31 of each year for the most recent twelve-month period ended June 30. B. Application of General Rules and Regulations. The General Rules and Regulations under the Act contain certain general requirements that are applicable to reporting on any form under the Act. These general requirements should be carefully read and observed in the preparation and filing of reports on this form, except that any provision in the form or in these instructions shall be controlling. Persons who are to respond to the collection of information contained in this form are not required to respond unless SEC 2451 (4-03) the form displays a currently valid OMB control number. Instructions. 1. In the case of a registrant that offers multiple series of shares, provide the information required by this Item separately for each series. The term "series" means shares offered by & registrant that represent undivided interests in a portfolio of investments and that are preferred over all other series of shares for assets specifically allocated to that series in accordance with Rule 18f-2(a) under the Act (17 CFR 270.18f-2(a)). 2. The exchange ticker symbol or CUSIP number required by paragraph (b) or (c) of this Item may be omitted if it is not available through reasonably practicable means, e.g., in the case of certain securities of foreign issuers. <PRE> ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-21371 Reporting Period: 07/01/2007 - 06/30/2008 Phoenix Adviser Trust =========== PHOENIX FOCUSED VALUE FUND (FORMERLY JANUS FOCUSED VALUE =========== =========== FUND) =========== BED BATH & BEYOND INC. Ticker: BBBY Security ID: 075896100 Meeting Date: JUL 10, 2007 Meeting Type: Annual Record Date: MAY 14, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Warren Eisenberg For For Management 1.2 Elect Director Stanley F. Barshay For For Management 1.3 Elect Director Patrick R. Gaston For For Management 1.4 Elect Director Victoria A. Morrison For For Management 2 Ratify Auditors For For Management 3 Report on Climate Change Policies Against For Shareholder 4 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 5 Report on Product Safety Against For Shareholder - -------------------------------------------------------------------------------- COCA-COLA COMPANY, THE Ticker: KO Security ID: 191216100 Meeting Date: APR 16, 2008 Meeting Type: Annual Record Date: FEB 22, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Herbert A. Allen For For Management 2 Elect Director Ronald W. Allen For For Management 3 Elect Director Cathleen P. Black For For Management 4 Elect Director Barry Diller For Against Management 5 Elect Director Alexis M. Herman For For Management 6 Elect Director E. Neville Isdell For For Management 7 Elect Director Muhtar Kent For For Management 8 Elect Director Donald R. Keough For For Management 9 Elect Director Donald F. McHenry For For Management 10 Elect Director Sam Nunn For For Management 11 Elect Director James D. Robinson III For For Management 12 Elect Director Peter V. Ueberroth For For Management 13 Elect Director Jacob Wallenberg For For Management 14 Elect Director James B. Williams For For Management 15 Ratify Auditors For For Management 16 Approve Stock Option Plan For For Management 17 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 18 Require Independent Board Chairman Against For Shareholder 19 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights - -------------------------------------------------------------------------------- DIAGEO PLC Ticker: DEO Security ID: 25243Q205 Meeting Date: OCT 16, 2007 Meeting Type: Annual Record Date: SEP 7, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 REPORTS AND ACCOUNTS 2007 For For Management 2 DIRECTORS REMUNERATION REPORT 2007 For For Management 3 DECLARATION OF FINAL DIVIDEND For For Management 4 RE-ELECTION OF MS M LILJA (MEMBER OF For For Management AUDIT, NOMINATION, REMUNERATION COMMITTEE) 5 RE-ELECTION OF MR NC ROSE (MEMBER OF For For Management EXECUTIVE COMMITTEE) 6 RE-ELECTION OF MR PA WALKER (MEMBER OF For For Management AUDIT, NOMINATION, AND REMUNERATION COMMITTEE) 7 Ratify Auditors For For Management 8 AUTHORITY TO ALLOT RELEVANT SECURITIES For For Management 9 DISAPPLICATION OF PRE-EMPTION RIGHTS For For Management 10 AUTHORITY TO PURCHASE OWN ORDINARY SHARES For For Management 11 AUTHORITY TO MAKE POLITICAL DONATIONS For For Management AND/OR TO INCUR POLITICAL EXPENDITURE 12 ADOPTION OF DIAGEO PLC 2007 UNITED STATES For For Management EMPLOYEE STOCK PURCHASE PLAN 13 AMENDMENTS TO THE ARTICLES OF ASSOCIATION For For Management - -------------------------------------------------------------------------------- FANNIE MAE Ticker: FNM Security ID: 313586109 Meeting Date: DEC 14, 2007 Meeting Type: Annual Record Date: OCT 22, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Stephen B. Ashley For For Management 1.2 Elect Director Dennis R. Beresford For For Management 1.3 Elect Director Louis J. Freeh For For Management 1.4 Elect Director Brenda J. Gaines For For Management 1.5 Elect Director Karen N. Horn, Ph.D. For For Management 1.6 Elect Director Bridget A. Macaskill For For Management 1.7 Elect Director Daniel H. Mudd For For Management 1.8 Elect Director Leslie Rahl For For Management 1.9 Elect Director John C. Sites, Jr. For For Management 1.10 Elect Director Greg C. Smith For For Management 1.11 Elect Director H. Patrick Swygert For For Management 1.12 Elect Director John K. Wulff For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 5 Restore or Provide for Cumulative Voting Against Against Shareholder - -------------------------------------------------------------------------------- GENERAL MILLS, INC. Ticker: GIS Security ID: 370334104 Meeting Date: SEP 24, 2007 Meeting Type: Annual Record Date: JUL 26, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Paul Danos For For Management 2 Elect Director William T. Esrey For For Management 3 Elect Director Raymond V. Gilmartin For For Management 4 Elect Director Judith Richards Hope For For Management 5 Elect Director Heidi G. Miller For Against Management 6 Elect Director Hilda Ochoa-Brillemberg For For Management 7 Elect Director Steve Odland For For Management 8 Elect Director Kendall J. Powell For For Management 9 Elect Director Michael D. Rose For For Management 10 Elect Director Robert L. Ryan For For Management 11 Elect Director Stephen W. Sanger For For Management 12 Elect Director A. Michael Spence For For Management 13 Elect Director Dorothy A. Terrell For For Management 14 Ratify Auditors For For Management 15 Approve Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- H&R BLOCK, INC. Ticker: HRB Security ID: 093671105 Meeting Date: SEP 6, 2007 Meeting Type: Proxy Contest Record Date: JUL 5, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Donna R. Ecton For Did Not Management Vote 2 Elect Director Louis W. Smith For Did Not Management Vote 3 Elect Director Rayford Wilkins, Jr. For Did Not Management Vote 4 Ratify Auditors For Did Not Management Vote 5 Separate Chairman and CEO Positions Against Did Not Shareholder Vote 1 Elect Director Richard C. Breeden For For Management 2 Elect Director Robert A. Gerard For For Management 3 Elect Director L. Edward Shaw, Jr. For For Management 4 Ratify Auditors For For Management 5 Separate Chairman and CEO Positions For For Shareholder - -------------------------------------------------------------------------------- H&R BLOCK, INC. Ticker: HRB Security ID: 093671105 Meeting Date: DEC 14, 2007 Meeting Type: Special Record Date: NOV 2, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Declassify the Board of Directors For For Management - -------------------------------------------------------------------------------- PROCTER & GAMBLE COMPANY, THE Ticker: PG Security ID: 742718109 Meeting Date: OCT 9, 2007 Meeting Type: Annual Record Date: AUG 10, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Rajat K. Gupta For For Management 1.2 Elect Director A. G. Lafley For For Management 1.3 Elect Director Lynn M. Martin For For Management 1.4 Elect Director Johnathan A. Rodgers For For Management 1.5 Elect Director John F. Smith, Jr. For For Management 1.6 Elect Director Ralph Snyderman, M.D. For For Management 1.7 Elect Director Margaret C. Whitman For For Management 2 Ratify Auditor For For Management 3 Prohibit Executive Stock-Based Awards Against Against Shareholder 4 Report on Free Enterprise Initiatives Against Against Shareholder 5 Report on Animal Welfare Against Against Shareholder - -------------------------------------------------------------------------------- WACHOVIA CORP. Ticker: WB Security ID: 929903102 Meeting Date: APR 22, 2008 Meeting Type: Annual Record Date: FEB 14, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director John D. Baker, II For For Management 2 Elect Director Peter C. Browning For For Management 3 Elect Director John T. Casteen, III For For Management 4 Elect Director Jerry Gitt For For Management 5 Elect Director William H. Goodwin, Jr. For For Management 6 Elect Director Maryellen C. Herringer For For Management 7 Elect Director Robert A. Ingram For For Management 8 Elect Director Donald M. James For For Management 9 Elect Director Mackey J. McDonald For For Management 10 Elect Director Joseph Neubauer For For Management 11 Elect Director Timothy D. Proctor For For Management 12 Elect Director Ernest S. Rady For For Management 13 Elect Director Van L. Richey For For Management 14 Elect Director Ruth G. Shaw For For Management 15 Elect Director Lanty L. Smith For For Management 16 Elect Director G. Kennedy Thompson For For Management 17 Elect Director Dona Davis Young For For Management 18 Ratify Auditors For For Management 19 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 20 Report on Political Contributions Against For Shareholder 21 Require Two Candidates for Each Board Against Against Shareholder Seat - -------------------------------------------------------------------------------- WALGREEN CO. Ticker: WAG Security ID: 931422109 Meeting Date: JAN 9, 2008 Meeting Type: Annual Record Date: NOV 12, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William C. Foote For For Management 1.2 Elect Director Alan G. McNally For For Management 1.3 Elect Director Cordell Reed For For Management 1.4 Elect Director Jeffrey A. Rein For For Management 1.5 Elect Director Nancy M. Schlichting For For Management 1.6 Elect Director David Y. Schwartz For For Management 1.7 Elect Director Alejandro Silva For For Management 1.8 Elect Director James A. Skinner For For Management 1.9 Elect Director Marilou M. von Ferstel For For Management 1.10 Elect Director Charles R. Walgreen III For For Management 2 Ratify Auditors For For Management 3 Report on Charitable Contributions Against Against Shareholder 4 Submit Shareholder Rights Plan (Poison Against Against Shareholder Pill) to Shareholder Vote 5 Separate Chairman and CEO Positions Against For Shareholder ========== END NPX REPORT </PRE> SIGNATURES [See General Instruction F] Pursuant to the requirements of the; Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) Phoenix Adviser Trust By (Signature and Title)* /s/ George Aylward -------------------------------- George Aylward, President Date July 31, 2008 * Print the name and title of each signing officer under his or her signature. 3