UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORED OF REGISTERED MANAGEMENT
INVESTMENT COMPANY
Investment Company Act file number 811-08507
IRONWOOD ISABELLE SMALL COMPANY STOCK FUND
Two Portland Square
Portland, Maine 04101
207-879-1900
Margaret Gallardo-Cortez
Citigroup Fund Services, LLC
Two Portland Square
Portland, Maine 04101
Date of fiscal year end: December 31, 2006
Date of reporting period: July 1, 2005 - June 30, 2006
PROPOSED DID FUND HOW FOR/AGAINST
SECURITY TICKER CUSIP MTG DATE MATTER VOTED ON BY VOTE VOTED MGMT
- ---------------------- ------ --------- --------- ------------------------------------- ----------- -------- ------- -----------
Transpro, Inc. TPR 893885103 7/22/2005 1. Elect Board of Directors Management Yes For For
2. Appointment of BDO Seidman, LLP Management Yes For For
3. Approval of Transpro, Inc.
Equity Incentive Plan Management Yes For For
4. Adoption of agreement and plan Management Yes For For
5. Adjourn the annual meeting Management Yes For For
6. Increase in the numbrer of
authorized common shares Management Yes Against Against
Crompton Corp. CK 227116100 7/1/2005 1. Approval of the Issuance of
Crompton Corporation common Stock Management Yes For For
2. Approval of Amend. To
Crompton Corp.'s certificate of
incorporation Management Yes For For
Safenet, Inc. SFNT 78645R107 7/26/2005 1. Elect Board of Directors Management Yes For For
2. Ratify appointment of Ernst &
Young Management Yes For For
3. Increase number of shares Management Yes For For
Air Methods AIRM 9128307 8/3/2005 1. Elect Board of Directors Management Yes For For
2. 2005 Equity Compensation Plan Management Yes Against Against
McKesson Corporation MCK 58155Q103 7/27/2005 1. Elect Board of Directors Management Yes For For
2. 2005 Stock Plan Management Yes For For
3. 2005 Management Incentive Management Yes For For
4. Ratify appointment of Deloitte &
Touche LLP Management Yes For For
5. Proposal relating to
chairmanship of board Stockholder Yes Against For
Softbrands, Inc. SBN 83402A107 8/8/2005 1. Elect Board of Directors Management Yes For For
2. Grant discretionary authority to
Board of Directors Management Yes For For
3. Approve amendment to the 2001
Stock Incentive Plan Management Yes For For
American International
Group AIG 26874107 8/11/2005 1. Elect Board of Directors Management Yes Against Against
2. Ratify Independent Accountants Management Yes For For
Petrohawk Energy
Corp. HAWK 716495106 7/28/2005 1. Elect Board of Directors Management Yes For For
2. Approve Issuance of Shares of
Common Stock Management Yes For For
3. Amend the company's
certificate of incorporation Management Yes For For
4. Amend the company's 2004
employee incentive plan Management Yes For For
5. Amend the company's 2004 non-
employee director incentive plan Management Yes Against Against
6. Ratify appointment of Deloitte &
Touche LLP Management Yes For For
Catalina
Marketing
Corp. POS 148867104 8/9/2005 1. Elect Board of Directors Management Yes For For
2. Amend Company's 2002 Stock
Grant Plan Management Yes For For
3. Ratify appointment of
Pricewaterhousecoopers LLP Management Yes For For
Maytag Corp. 1. Adopt the agreement and
MYG 578592107 8/19/2005 plan of merger Management Yes Against Against
2. The proxies are authorized to
vote on such other matters Management Yes Against Against
Measurement
Specialities Inc. MEAS 583421102 9/13/2005 1. Elect Board of Directors Management Yes For For
2. Ratify apppointment of
KMPG LLP Management Yes For For
Medtronic, Inc. MDT 585055106 8/25/2005 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of
Pricewaterhoursecoopers LLP Management Yes X X
3. Approval of Employee Stock
Purchase Management Yes X X
4. Approve outside director stock
compensation plan Management Yes X X
Ballard Power 1. Resolution approving the
Systems Inc. BLDP 05858H104 8/29/2005 transaction, as described in circular Management Yes For For
Webmethods WEBM 94768C108 8/30/2005 1. Ratify Board of Directors Management Yes For For
Page 1
PROPOSED DID FUND HOW FOR/AGAINST
SECURITY TICKER CUSIP MTG DATE MATTER VOTED ON BY VOTE VOTED MGMT
- ------------------- ------ --------- ---------- --------------------------------------- ------------ -------- ------- -----------
2. Ratify appointment of
Pricewaterhoursecoopers LLP Management X X X
Sirna Therapeutics RNAI 82966910 8/23/2005 1. Approve issuance and sale to
investors Management Yes Against Against
Material Sciences MSC 576674105 8/18/2005 1. Ratify Board of Directors Management Yes For For
2. Approve2005 Long Term
Incentive plan Management Yes For For
3. Ratify appointment of Deloitte &
Touche LLP Management Yes For For
4. Authorize proxies to vote upon
such other business before meeting Management Yes For For
Capstone Turbine
Corp. CPST 14067D102 9/16/2005 1. Ratify Board of Directors Management Yes For For
Sonus Networks SONS 835916107 10/12/2005 1. Ratify Board of Directors Management Yes For For
E. Piphany, Inc. 26881V100 9/28/2005 1. Adopt plan to merger Management Yes Against Against
2. Proposal to approve the sale of
substantially all intellectual property
assets Management Yes Against Against
Brooks Automation 1. Issuance of shares of Brooks
Inc. BRKS 114340102 10/26/2005 Automation, Inc. Management Yes For For
2. Proposal to amend Brooks'
certificate of incorporation Management Yes For For
3. To permit Brooks' Board of
Directos to adjourn or postpone
meetings Management Yes For For
Affiliated Computer
Services ACS 8190100 10/27/2005 1. Ratify Board of Directors Management Yes For For
2. Approve performance
based incentive compensation Management Yes Against Against
3. Ratify appointment of
Pricewaterhousecoopers LLP Management Yes For For
4. Retain investment banker to
develop recapitalization plan Management Yes Against Against
Praecis 1. Restated certificate of
Pharmaceuticals PRCS 739421105 10/27/2005 incorporation Management Yes Against Against
Automatic Data
Processing, Inc ADP 53015103 11/8/2005 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Deloitte &
Touche LLP Management Yes For For
Microsoft
Corporation MSFT 594918104 11/9/2005 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Deloitte &
Touche LLP Management Yes For For
Magnetek MAG 559424106 11/9/2005 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Ernst &
Young Management Yes For For
LTX Corporation LTXX 502392102 11/9/2005 1. Ratify Board of Directors Management Yes For For
2. Increase authorization number of
shares of common stock Management Yes For For
3. Ratify appointment of Ernst &
Young Management Yes For For
Moldflow MFLO 608507109 11/18/2005 1. Ratify Board of Directors Management Yes For For
Cisco Systems Inc. CSCO 17275R102 11/15/2005 1. Ratify Board of Directors Management Yes For For
2. Approve the adoption of the 2005
stock incentive plan Management Yes For For
3. Ratify appointment of
Pricewaterhousecoopers LLP Management Yes For For
4. Urging Board of directors to adopt
a policy that future
equity grant to senior executives Shareholders Yes Against For
5. Boards initiate a review of
Cisco's executive compensation policies Shareholders Yes Against For
6. Board to prepare a report on
human rights policy Shareholders Yes Against For
Sysco Corporation SYY 871829107 11/11/2005 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Ernst &
Young Management Yes For For
3. Approval of 2005
Management Incentive plan Management Yes For For
4. Payment of compensation to
certain executive officers Management Yes For For
5. Approval of 2005 non-employee
directors stock plan Management Yes For For
The Korea Fund KF 500631400 12/14/2005 1. Ratify Board of Directors Management Yes For For
Page 2
PROPOSED DID FUND HOW FOR/AGAINST
SECURITY TICKER CUSIP MTG DATE MATTER VOTED ON BY VOTE VOTED MGMT
- ---------------- ------ ---------- ---------- ------------------------------------- ------------ -------- ------- -----------
Methylgene MYG 578592107 12/22/2005 1. Proposal to adopt merger Management Yes For For
2. Proxies are authorized to vote on
such matter other matters before
meetings Stockholders Yes For For
Sycamore
networks SCMR 871206108 12/19/2005 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of
Pricewaterhousecoopers LLP Management Yes For For
Captiva CPTV 14073T 109 12/22/2005 1. Approve agreement of merger Management Yes For For
2. Grant the persons named proxies
authority to vote to adjourn or
postpone meetings Management Yes For For
CMGI Inc. CMGI 125750109 12/7/2005 1. Ratify Board of Directors Management Yes For For
2. Approve 2005 Non-Employee
director plan Management Yes For For
3. Authorize Board of Directos to
effect a 1 for 5 reverse stock spilt Management Yes For For
4. Authorize Board of Directos to
effect a 1 for 10 reverse stock spilt Management Yes For For
5. Authorize Board of Directos to
effect a 1 for 15 reverse stock spilt Management Yes For For
6. Authorize Board of Directos to
effect a 1 for 20 reverse stock spilt Management Yes For For
7. Ratify apppointment of KMPG LLP Management Yes For For
McData Corp. MCDTA 580031201 12/6/2005 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Deloitte &
Touche LLP Management Yes For For
Walgreens WAG 931422109 1/11/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Deloitte &
Touche LLP X X X X
3. Approval of amended and restated
executive stock option plan X X X X
RDSA 780257804 12/16/2005 1. Approval of transaction in the
merger proposal of the company and
Shell petroleum Management Yes For For
2. First Amendment of the articles of
association of the company Management Yes For For
3. Issue shares by the company Management Yes For For
4. Second Amendment of the Articles
of Assocation of the company Management Yes For For
5. Merger of company w/ Shell
Petroleum and amendment of articles
of association of Shell Management Yes For For
6. Appointment of authorised
representatives of the company Management Yes For For
7. Award of engagement to the auditor
to examine the annual accounts for
2005 Management Yes For For
Gateway GATEX 367829207 12/15/2005 1. Approve new investment
management agreement between the
fund & Gateway Fund Management Yes For For
2. Ratify appointment of Ernst &
Young Management Yes For For
Woodhead
Industrials WDHD 979438108 2/2/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Ernst &
Young Management Yes For For
Analogic ALOG 32657207 1/27/2006 1. Ratify Board of Directors Management Yes For For
2. To act upon the shareholder
proposal to declassification of the
company's Board Management Yes Against Against
Varian
Semiconductors VSEA 922207105 2/9/2006 1. Ratify Board of Directors Management Yes For For
2. Approve 2006 Stock Incentive Plan Management Yes Against Against
3. Approve 2006 Management
incentive plan Management Yes Against Against
4. Approve amendment to Employee
Stock Purchase Plan to Increase
shares Management Yes Against Against
5. Ratify appointment of
Pricewaterhousecoopers LLP Management Yes For For
Charlotte Rousse CHIC 161048103 2/7/2006 1. Ratify Board of Directors Management Yes For For
2. Increase 1,000,000 Shares the
aggregate number of shares under
1999 Equity Plan Management Yes Against Against
Emerson Electric EMR 391011104 2/7/2006 1. Ratify Board of Directors Management Yes For For
2. Approve 2006 Stock Incentive Plan Management Yes For For
3. Ratification of independent
registered public accounting firm Management Yes For For
4. Proposal on severance agreements
described in the Proxy Statement Stockholder Yes Against For
Page 3
PROPOSED DID FUND HOW FOR/AGAINST
SECURITY TICKER CUSIP MTG DATE MATTER VOTED ON BY VOTE VOTED MGMT
- ---------------- ------ --------- --------- ------------------------------------- ----------- -------- ------- -----------
CDNR 12738N103 2/8/2006 1. Approval of name change to Aurora Management Yes For For
Oil & Gas Corporation
2. Approval of ratification of Management Yes For For
Article II, Section 6 of bylaws
3. Approval of an increase in the Management Yes For For
Company's authorized shares to
250,000,000 shares
Cadence SYNO 87162G105 2/27/2006 1. Approval of name change to Management Yes For For
Aurora Oil & Gas Corporation
2. Approve 2006 Stock Incentive Management Yes For For
Plan
Lucent LU 549463107 2/15/2006 1. Ratify Board of Directors Management Yes For For
Technologies
2. Ratify appointment of Management Yes For For
Pricewaterhousecoopers LLP
3. Approv amendment to approve an Management Yes For For
amendment restated certificate of
incorporation
4. Proposal regarding disclosure of Stockholder Yes Against For
political contributions
5. Proposal requesting future cash Stockholder Yes Against For
bonus contingent of restoration of
retiree benefits
6. Proposal regarding performance Stockholder Yes Against For
based equity compensation
7. Proposal to exclude non-cash Stockholder Yes Against For
pension credit from earnings for
executive officers
Sunterra SNRR 86787D208 2/22/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Grant Management Yes For For
Thornton LLP
ICO Inc. ICOC 449293109 3/14/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of the amendment Management Yes For For
1998 Stock Option plan
3. Ratification of the amendment to Management Yes Against Against
1993 Stock option plan
Plato Learning TUTR 72764Y100 3/2/2006 1. Ratify Board of Directors Management Yes For For
2. Approve 2006 Stock Incentive Management Yes For For
Plan
3. Ratify appointment of Management Yes For For
Pricewaterhousecoopers LLP
Isabelle Small IZZY 44928J105 4/18/2006 1. Ratify Board of Directors Management Yes For For
Company Fund
2. Approval of new investment Management Yes For For
advisory agreement between the
Fund and Ironwood
Hewlette Packard HPQ 428236103 3/15/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of independent Management Yes For For
registered public accounting firm for
fiscal year
3. Proposal to approve company Management Yes Against For
2005 pay for results plan
4. Proposal entitled "recoup Stockholder Yes Against For
unearned management bonuses"
Analogic ALOG 32654105 3/14/2006 1. Ratify Board of Directors Management Yes For For
2. Approve 2006 Stock incentive Management Yes For For
plan
3. Ratify appointment of Ernst & Management Yes Against For
Young
4. Initiate the appropriate Stockholder Yes Against For
process to amend the company's
governance document
Datastream DSTM 238124101 3/28/2006 1. Adopt the agreement and plan of Management Yes For For
merger
2. Grant discretionary authority to Management Yes For For
adjourn special meeting if necessary
Westaff WSTF 957070105 4/19/2006 1. Ratify Board of Directors Management Yes For For
2. Approval of 2006 Stock Incentive Management Yes Against Against
Navigant FLYR 63935R108 4/18/2006 1. Ratify Board of Directors Management Yes For For
International
Progress PRGS 743312100 4/20/2006 1. Ratify Board of Directors Management Yes For For
Softweare
2. Fix the numbers of directors Management Yes For For
constituting a full board at five
3. Act upon proposal to amend the Management Yes For For
Company's 1997 Stock Incentive
plan to increase shares
Borland Software BORL 815807102 4/19/2006 1. Approve merger as of Feb. 07, Management Yes For For
2006 with Borland Software
2. Approve one or more Management Yes For For
adjournments to permit further
solicitation of proxies
Tempur-pedic TPX 88023U101 4/28/2006 1. Ratify Board of Directors Management Yes For For
Page 4
PROPOSED DID FUND HOW FOR/AGAINST
SECURITY TICKER CUSIP MTG DATE MATTER VOTED ON BY VOTE VOTED MGMT
- ---------------- ------ --------- --------- ------------------------------------ ----------- -------- ------- -----------
2. Ratify appointment of Ernst & Management Yes For For
Young
Gannett Co. GCI 364730101 4/18/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Ernst & Management Yes For For
Young
3. Reapprove the material terms of Management Yes For For
performance measures in 2001
Omnibus Incentive plan
4. Shareholder proposal concerning Shareholder Yes Against For
election of directors
5. Shareholder proposal concerning Shareholder Yes Against For
independent board chairman
State Street STT 957477103 4/19/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Ernst & Management Yes For For
Young
3. Approve the 2006 Equity Management Yes For For
Incentive Plan
4. Approve materials terms of the Management Yes For For
2006 restated senior executive
annual incentive plan
5. Shareholder proposal to request Shareholder Yes Against For
the directors to redeem the
outstanding rights
General Electric GE 369604103 4/26/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of independent Management Yes For For
auditors
3. Cumulative voting Shareholder Yes Against For
4. Curb over extended directos Shareholder Yes Against For
5. Independent Board Chairman Shareholder Yes Against For
Director election majority vote Shareholder Yes Against For
standard
6. Report global warming science
Unisys UIS 909214108 4/20/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of independent CPA Management Yes For For
firm
Bank of America BAC 60505104 4/26/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of independent CPA Management Yes For For
firm
3. Adopt an amendment to 2003 Key Management Yes For For
Associate Stock Plan
4. Stockholder proposal - political Shareholder Yes For Against
contributions
5. Sotckholder proposal - majority Shareholder Yes Against For
voting in director elections
6. Stockholder proposal for Shareholder Yes Against For
independent board chairman
7. Sotckholder proposal - equal Shareholder Yes Against For
opportunity policy
The Stanley SWK 854616109 4/26/2006 1. Ratify Board of Directors Management Yes For For
Works
2. Ratify appointment of Ernst & Management Yes For For
Young
3. Approve Stanley Works 2006 Management Yes For For
Management Incentive Plan
4. Approve Amendments to the Management Yes For For
Stanley works 2001 Long term
incentive plan
5. To vote on a shareholder proposal Shareholder Yes Against For
urging board of directors elected
annually
AT&T T 00206R102 4/28/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of independent Management Yes For For
auditors
3. Approve 2006 Incentive Plan Management Yes For For
4. Amendment to restated ceritifcate Management Yes For For
of incorporation
5. Stockholder proposal A Shareholder Yes Against For
6. Stockholder proposal B Shareholder Yes Against For
7. Sotckholder proposal C Shareholder Yes Against For
8. Stockholder proposal D Shareholder Yes Against For
9. Stockholder proposal E Shareholder Yes Against For
10. Stockholder proposal F Shareholder Yes Against For
Wyeth WYE 983024100 4/27/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of registered public Management Yes For For
accouting firm
3. Adopt non-employee director Management Yes For For
stock incentive plan
4. Limiting supply of prescription Shareholder Yes Against For
drugs in canada
5. Disclosure of political Shareholder Yes Against For
contributions
6. Disclosure of animal welfare Shareholder Yes Against For
policy
Page 5
MATTER PROPOSED DID FUND HOW FOR/AGAINST
SECURITY TICKER CUSIP MTG DATE VOTED ON BY VOTE VOTED MGMT
- ----------------------- ------ --------- --------- ----------------------------- ----------- -------- ------- -----------
7. Election of Directors of
Majority vote Shareholder Yes Against For
8. Separating roles of
chairman
and CEO Shareholder Yes Against For
9. Adoption of simple
majority
vote Shareholder Yes Against For
Freescale
semiconductor FSL 35687M206 4/21/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of registered
public accouting firm Management Yes For For
Dupont DD 263534109 4/26/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of registered
public accouting firm Management Yes For For
3. Executive compensation Shareholder Yes Against For
4. Genetically modified food Shareholder Yes Against For
5. Performance based
compensation Shareholder Yes Against For
6. PFOA Shareholder Yes Against For
7. Chemical Facility security Shareholder Yes Against For
International
Business Machine IBM 459200101 4/25/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of
independent auditors Management Yes For For
3. Cumulative voting Shareholder Yes Against For
4. Pension and retirement
medical Shareholder Yes Against For
5. Executive compensation Shareholder Yes Against For
6. Disclosure of executive
compensation Shareholder Yes Against For
7. Offshoring Shareholder Yes Against For
8. Chna business principles Shareholder Yes Against For
9. Political contributions Shareholder Yes Against For
10. Majority voting directors Shareholder Yes Against For
11. Simple majority vote Shareholder Yes Against For
Edison International EIX 281020107 4/27/2006 1. Ratify Board of Directors Management Yes For For
Johnson and Johnson JNJ 478160104 4/27/2006 1. Ratify Board of Directors Management Yes For For
2. Restated Certificate of
incorporation Management Yes For For
3. Ratify appointment of
Pricewaterhousecoopers
LLP Management Yes For For
4. Proposal of charitable
contributions Management Yes Against For
5. Proposal on majority
voting requirements for
director nominees Management Yes Against For
NMS Communications NMSS 629248105 4/27/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of
Pricewaterhousecoopers
LLP Management Yes For For
Olin OLN 680665205 4/27/2006 1. Ratify Board of Directors Management Yes For For
2. Proposal to approve Olin
Corporation 2006 Long
Term Incentive Plan Management Yes Against Against
3. Ratification of
independent auditors Management Yes For For
Bellsouth BLS 79860102 4/24/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of
independent registered
public accounting firm Management Yes For For
3. Shareholder proposal for
disclosure of political
contributions Shareholder Yes For Against
Wells Fargo WFC 949746101 4/25/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of
KPMG LLP Management Yes For For
3. Stockholder proposal
regarding a director election
by law Shareholder Yes Against For
4. Stockholder proposal
regarding separation of
Board Chair and CEO Shareholder Yes Against For
5. Stockholder proposal
regarding director of
compensation Shareholder Yes Against For
6. Stockholder proposal
regarding a report on home
mortgage disclosure act Shareholder Yes Against For
Russell CP Deleware RML 782352108 4/26/2006 1. Ratify Board of Directors Management Yes Against Against
American Electric Power AEP 25537101 4/28/2006 1. Ratify Board of Directors Management Yes For For
Page 6
PROPOSED DID FUND HOW FOR/AGAINST
SECURITY TICKER CUSIP MTG DATE MATTER VOTED ON BY VOTE VOTED MGMT
- --------------------- ------ --------- --------- --------------------------------------- ----------- -------- ------- -----------
2. Ratification of independent
registered public accounting firm N/A
LaSalle Hotel
Properties LHO 517942108 4/20/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of KPMG
LLP Management Yes For For
3. To Consider and act upon other
matters that may be brought
before the annual meeting Management Abstain Abstain Abstain
Progressive CP PGR 743315103 4/21/2006 1. Ratify Board of Directors Management Yes For For
2. Proposal to approve an
amendment to the company's
articles of incorporation Management Yes For For
3. Ratify appointment of
Pricewaterhousecoopers LLP Management Yes For For
Eaton CP ETN 278058102 4/26/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Ernst &
Young Management Yes For For
Bank of New York BK 64057102 4/11/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of auditors Management Yes For For
3. Shareholder proposal with respect
to cumulative voting Shareholder Yes Against For
4. Shareholder proposal with respect
to reimbursement of expenses Shareholder Yes Against For
Applied Materials AMAT 38222105 3/22/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of KPMG
LLP Management No n/a n/a
BP Petroleum BP 55622104 4/20/2006 1. Ratify Board of Directors Management Yes For For
2. To receive the directors annual
report and the accounts Management Yes For For
3. To approve the directors
remuneration report Management Yes For For
4. To reappoint Ernst & Young LLP Management Yes For For
5. Special Resolution to give
authority to allot a limited
authority for purchase of own
shares Management Yes For For
6. Give authority to allot shares up to
specified amount Management Yes For For
7. Special resolution to give
authority to allot limited number
of shares for cash Management Yes For For
Coca Cola KO 191216100 4/19/2006 1. Ratify Board of Directors Management Yes For For
2. To reappoint Ernst & Young LLP Management Yes For For
3. Approval of an amendment to the
1989 Stock Plan Management Yes For For
4. Shareholder proposal regarding
charitable contributions Shareholder Yes Against For
5. Shareholder proposal that
company report implementation of
container recycling Shareholder Yes Against For
6. Shareholder proposal regarding
restricted Stock Shareholder Yes Against For
7. Shareholder proposal regarding
environmental impacts of
operations in india Shareholder Yes Against For
8. Shareholder proposal regarding an
independent delegation of inquiry
to Columbia Shareholder Yes Against For
Citigroup SPU 172967101 4/18/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of KPMG
LLP Management Yes For For
3. Amend article fourth of restated
certificate of incorporation Management Yes For For
4. Amend article eighth of restated
certificate of incorporation Management Yes For For
5. Amend article ninth of restated
certificate of incorporation Management Yes Against For
6. Stockholder proposal requesting
no future new stock option grants Shareholder Yes Against For
7. Stockholder proposal requesting a
report on political contributions Shareholder Yes Against For
8. Stockholder proposal requesting a
report on charitable contributions Shareholder Yes Against For
9. Stockholder proposal requesting
adoption of a policy regarding
performance compensation Shareholder Yes Against For
10. Stockholder proposal requesting
reimbursement of expenses Shareholder Yes Against For
11. Stockholder proposal requesting
chairman of the board have no
management duties Shareholder Yes Against For
12. Stockholder proposal requesting
the recoupment of management
bonuses Shareholder Yes Against For
Nuance Communications NUAN 67020Y100 3/31/2006 1. Ratify Board of Directors Management Yes For For
2. To Approve the amended and
restated 2000 Stock Plan Management Yes For For
3. Approve the amended and restated
1995 Directors Stock option Management Yes For For
4. Approve the amended and restated
1995 employee stock purchase Management Yes For For
5. Ratify appointment of BDO
Seidman LLP Management Yes For For
Page 7
PROPOSED DID FUND HOW FOR/AGAINST
SECURITY TICKER CUSIP MTG DATE MATTER VOTED ON BY VOTE VOTED MGMT
- ---------------- ------ --------- --------- ------------------------------------ ----------- -------- ------- -----------
Kellogg K 487836108 4/21/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of auditors Management Yes For For
3. Approval of senior executive
incentive plan Management Yes For For
4. Prepare sustainability report Shareholder Yes Against For
Mellon Financial MEL 58551A108 4/18/2006 1. Ratify Board of Directors Management Yes For For
2. Approve the adoption of Mellon
financial corp equity plan Management Yes For For
3. Shareholder proposal Shareholder Yes Against For
4. Ratify appointment of KPMG
LLP Management Yes Against For
Invitrogen IVGN 46185R100 4/21/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of Ernst and Young Management Yes For For
3. Amendment of 1998 Employee
Stock Purchase plan Management Yes For For
4. Amendment of the company's
restated certificate of
incorporation Management Yes For For
Merrill Lynch MER 590188108 4/28/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of Deloitte and
Touche LLP Management No N/a N/a
3. Institute cumulative voting Shareholder No N/a N/a
4. Submit director compensation to
shareholders for annual approval Shareholder No N/a N/a
5. Submit Management development
and compensation committee
report Shareholder No N/a N/a
Pfizer PFE 717081103 4/27/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of KPMG
LLP Management Yes For For
3. Amend company's restated
certificate of incorporation Management Yes For For
4. Shareholder proposal relating to
term limits for directors Shareholder Yes Against For
5. Shareholder proposal requesting
pharmaceutical price restraint Shareholder Yes Against For
6. Shareholder proposal relating to
cumulative voting Shareholder Yes Against For
7. Shareholder proposal requesting
separation of chairman and CEO Shareholder Yes Against For
8. Shareholder proposal requesting a
report on political contributions Shareholder Yes Against For
9. Shareholder proposal requesting a
report on the feasibility of
amending on lab animal care Shareholder Yes Against For
10. Shareholder proposal requesting
justifying contributions to animal
testing methodologies Shareholder Yes Against For
Chevron Corp. CVX 166764100 4/26/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of independent
registered public accounting firm Management Yes For For
3. Amend company by-laws to
include proponent reimbursement Shareholder Yes Against For
4. Report on Oil and Gas drilling in
protected areas Shareholder Yes Against For
5. Report on political contributions Shareholder Yes Against For
6. Report on animal welfare policies Shareholder Yes Against For
7. Report on human rights Shareholder Yes Against For
8. Report on Ecuador Shareholder Yes Against For
Merck MRK 589331107 4/25/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of independent
registered public accounting firm Management Yes For For
3. Proposal to adopt 2007 incentive
stock plan Management Yes Against Against
4. Proposal to adopt the 2006 non-
employee directors stock option Management Yes Against Against
5. Stockholder proposal concerning
stock options awards Shareholder Yes For Against
6. Stockholder proposal concerning
non-director shareholder votes Shareholder Yes For Against
7. Stockholder proposal concerning
animal welfare policy Shareholder Yes Against For
Kimberly-Clark KMB 494368103 4/27/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of auditors Management Yes For For
3. Stockholder proposal regarding
classified board Shareholder Yes Against For
4. Stockholder proposal regarding
adoption of global human rights
standards Shareholder Yes Against For
5. Stockholder proposal regarding
majority voting Shareholder Yes Against For
6. Stockholder proposal requesting a
report on sustainable forestry
practices Shareholder Yes Against For
Page 8
PROPOSED DID FUND HOW FOR/AGAINST
SECURITY TICKER CUSIP MTG DATE MATTER VOTED ON BY VOTE VOTED MGMT
- ----------------- ------ --------- --------- -------------------------------------- ---------- -------- ------- -----------
Duquesne Light DQE 266233105 5/25/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of Deloitte and
Touche LLP Management Yes For For
EMS Technologies ELMG 26873N108 5/19/2006 1. Ratify Board of Directors Management Yes For For
Chemtura CEM 163893100 4/27/2006 1. Ratify Board of Directors Management Yes For For
2. Approval of proposal to amend
company's certificate of
incorporation Management Yes For For
3. Approval of 2006 corporation
long term incentive plan Management Yes Against Against
Technitrol Inc. TNL 878555101 5/17/2006 1. Ratify Board of Directors Management Yes For For
Cimarex Energy XEC 171798101 5/17/2006 1. Ratify Board of Directors Management Yes For For
2. Approval of performance goals
applicable to awards of restricted
stocks Management Yes For For
3. Ratify appointment of KPMG
LLP Management Yes For For
Dynegy Inc. DYN 26816Q101 5/17/2006 1. Ratify Board of Directors Management Yes For For
2. Proposal to amend articles of
Incorporation to remove max. and
min. number of directors Management Yes For For
3. Proposal to amend and restate
articles of incorporation to eliminate
provisions Management Yes For For
4. Ratify appointment of
Pricewaterhousecoopers LLP Management Yes For For
Denbury Resources DNR 247916208 5/10/2006 1. Ratify Board of Directors Management Yes For For
2. Proposal to consider stockholder
proposal regarding performance
based options Management Yes Against For
3. Ratify appointment of
Pricewaterhousecoopers LLP Management Yes For For
Railpower Tech
Corp. RLPPF 750758104 5/8/2006 1. Ratify Board of Directors Management Yes For For
P. 2. Ratify appointment of KPMG
LLP Management Yes For For
3. To approve the amendments to the
articles of corporation Management Yes Against Against
GSI Group GSIG 36229U102 5/11/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Ernst &
Young LLP Management Yes For For
3. Approval of company's adoption
of 2006 Equity Incentive Plan Management Yes For For
Strategic Inc. CFD 862700101 5/16/2006 1. Ratify Board of Directors Management Yes For For
Sunopta Inc. STKL 8676EP108 5/17/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of
Pricewaterhousecoopers LLP Management Yes For For
Rewards Network IRN 761557107 5/23/2006 1. Ratify Board of Directors Management Yes For For
2. Approve the company's 2006 long
term incentive plan Management Yes Against Against
Mentor Graphics MENT 587200106 5/18/2006 1. Ratify Board of Directors Management Yes For For
2. Proposal to amend the company's
1987 non-employee directors stock
option plan Management Yes Against Against
3. Proposal to amend the company's
1989 employee stock purchase plan Management Yes Against Against
4. Ratify appointment of KPMG
LLP Management Yes For For
Teletech Holdings TTEC 879939106 5/25/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Ernst &
Young LLP Management Yes For For
Chiquita Corp. CQB 170032809 5/25/2006 1. Ratify Board of Directors Management Yes For For
2. Approve to amend stock and
incentive plan to increase shares Management Yes Against Against
3. Ratify appointment of Ernst &
Young LLP Management Yes For For
Steve Madden Inc. SHOO 556269108 5/26/2006 1. Ratify Board of Directors Management Yes For For
2. Approve of the adoption of the
2006 Stock incentive plan Management Yes For For
Page 9
PROPOSED DID FUND HOW FOR/AGAINST
SECURITY TICKER CUSIP MTG DATE MATTER VOTED ON BY VOTE VOTED MGMT
- -------------------- ------ --------- --------- -------------------------------------- ---------- -------- ------- -----------
3. Ratify appointment of Eisner LLP Management Yes For For
4 Kids Entertainment KDE 350865101 5/25/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Eisner LLP Management Yes For For
3. Approve of the adoption of the
2006 long term incentive plan Management Yes Against Against
Citizens First Banc. CTZN 17461R106 5/25/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of BDO
Seidman LLP Management Yes For For
USI Holdings USIH 90333H101 5/24/2006 1. Ratify Board of Directors Management Yes For For
2. Approval of amended and restated
management incentive plan Management Yes For For
3. Approval of amended and restated
2002 Equity Incentive plan Management Yes For For
Polyone Corp. POL 73179P106 5/25/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Ernst &
Young LLP Management Yes For For
PMA Capital PMACA 693419202 5/8/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Beard
Miller Company LLP Management Yes For For
Maxwell Tech MXWL 577767106 5/4/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of McGaldrey
& Pullen LLP Management Yes For For
Ceridian Corp. CEN 156779100 5/11/2006 1. Ratify Board of Directors Management Yes For For
Footlocker FL 344849104 5/24/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of independent
registered public accounting firm Management Yes For For
3. Reapproval of the performance
goals under long term incentive
compensation plan Management Yes For For
Proliance
International PLI 74340R104 5/4/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of BDO
Seidman LLP Management Yes For For
Softbrand Inc. SBN 83402A107 5/4/2006 1. Ratify Board of Directors Management Yes For For
2. Approve to amend 2001 stock
incentive plan to increase shares Management Yes Against Against
3. Approval to amend the 2001 stock
incentive plan to add evergreen
provision Management Yes Against Against
Aquila Inc. ILA 03840P102 5/3/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of KPMG
LLP Management Yes For For
Mocon Inc. MOCO 607494101 5/18/2006 1. Ratify Board of Directors Management Yes For For
2. Approve 2006 stock incentive
plan Management Yes Against Against
3. Ratify appointment of KPMG
LLP Management Yes For For
Hanover Insurance
Group. THG 410867105 5/16/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of
Pricewaterhousecoopers LLP Management Yes For For
3. Approval of 2006 long term
incentive plan Management Yes For For
Xerox XRX 984121103 5/24/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of
Pricewaterhousecoopers LLP Management Yes For For
3. Shareholder proposal relating to
election of directors by majority vote Management Yes Against For
4. Shareholder proposal relating to
senior executive bonuses Management Yes Against For
Quadramed Corp. QD 74730W101 5/11/2006 1. Ratify Board of Directors Management Yes For For
2. Approve and ratify certain
technical tax-related amendments to
2004 stock incentive plan Management Yes For For
3. Approve and ratify and
amendment to the 2002 employee
stock purchase plan Management Yes For For
4. Approve BDO Seidman LLP as
independent registered public
accountants Management Yes For For
Page 10
PROPOSED DID FUND HOW FOR/AGAINST
SECURITY TICKER CUSIP MTG DATE MATTER VOTED ON BY VOTE VOTED MGMT
- ---------------------- ------ --------- --------- -------------------------------------- ---------- -------- ------- -----------
Celsion Corp. CLN 15117N305 5/23/2006 1. Ratify Board of Directors Management Yes For For
2. Approve an amendment to the
certificate of incorporation Management Yes For For
3. Ratify the selection of Stegman &
Company as independent registered
public accountants Management Yes For For
4. Grant the proxy holders
discretionary authority for the annual
meeting Management Yes For For
Sirius Satellite SIRI 82966U103 5/23/2006 1. Ratify Board of Directors Management Yes For For
Per-Se Tech. PSTI 713569309 5/25/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Ernst &
Young LLP Management Yes For For
3. Approve the long term incentive
plan Management Yes For For
Southern Co. SO 842587107 5/24/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of Deloitte and
Touche LLP Management Yes For For
3. Approval of the southern company
omnibus incentive plan Management Yes For For
American International
Group AIG 26874107 5/17/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of
Pricewaterhousecoopers LLP Management Yes For For
3. Adoption of an executive
incentive plan Management Yes Against Against
Lenox Group LNX 526262100 5/17/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of Deloitte and
Touche LLP Management Yes For For
Newport Corp. NEWP 651824104 5/17/2006 1. Ratify Board of Directors Management Yes For For
2. Approval of 2006 performance
based stock incentive Management Yes For For
Cedar Fair LP FUN 150185106 5/18/2006 1. Ratify Board of Directors Management NO For For
Biogen Idec. BIIB 09062X103 5/25/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of
Pricewaterhousecoopers LLP Management Yes For For
3. Approve 2006 non-employee
directors equity plan Management Yes For For
US Airways Group LCC 90341W108 5/17/2006 1. Ratify Board of Directors Management NO For For
2. Ratify appointment of KPMG
LLP Management NO For For
Trinity Industries TRN 896522109 5/15/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Ernst &
Young LLP Management Yes For For
YRC Worldwide YRCW 984249102 5/16/2006 1. Ratify Board of Directors Management Yes For For
Kilroy Realty KRC 49427F108 5/18/2006 1. Ratify Board of Directors Management NO For For
2. Approval of 2006 Incentive award
plan Management NO For For
Manulife
Financial Corp. MFC 56501R106 5/4/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Ernst &
Young LLP Management Yes For For
Church Dwight Corp. CHD 171340102 5/4/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of Deloitte and
Touche LLP Management Yes For For
Norfolk Southern
Corp. NSC 655844108 5/11/2006 1. Ratify Board of Directors Management NO For For
2. Ratify appointment of KPMG
LLP Management NO For For
Sypris Solutions SYPR 871655106 5/2/2006 1. Ratify Board of Directors Management Yes Against Against
Lesco Inc. LSCO 526872106 5/10/2006 1. Ratify Board of Directors Management Yes For For
Saga Communications SGA 786598102 5/15/2006 1. Ratify Board of Directors Management Yes For For
Page 11
PROPOSED DID FUND HOW FOR/AGAINST
SECURITY TICKER CUSIP MTG DATE MATTER VOTED ON BY VOTE VOTED MGMT
- ---------------------- ------ --------- --------- -------------------------------------- ------------ -------- ------- -----------
2. Ratify appointment of Ernst &
Young LLP Management Yes For For
Odyssey Healthcare ODSY 67611V101 5/4/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Ernst &
Young LLP Management Yes For For
Hartfor Financial HIG-PA 416515104 5/17/2006 1. Ratify Board of Directors Management NO For For
2. Ratification of Deloitte and
Touche LLP Management NO n/a n/a
Airtran Holdings AAI 00949O108 5/23/2006 1. Ratify Board of Directors Management Yes For For
2. Amend company's 2002 long term
incentive compensation plan Management Yes For For
ITT Industrials ITT 450911102 5/9/2006 1. Ratify Board of Directors Management No For For
2. Ratification of Deloitte and
Touche LLP Management No n/a n/a
3. Proposal to amend restated articles
of incorporation Management No n/a n/a
Vertex Pharmaceuticals VRTX 92532F100 5/11/2006 1. Ratify Board of Directors Management No For For
2. Approval of incorporated 2006
stock and option plan Management No n/a n/a
Thermo-electron
Corp. TMO 883556102 5/24/2006 1. Ratify Board of Directors Management No For For
2. Ratification of independent
auditors Management No n/a n/a
3. Stockholder proposal regarding
the vote standard for director
elections Shareholder No n/a n/a
Olin Corporation OLN 680665205 4/27/2006 1. Ratify Board of Directors Management Yes For For
2. Proposal to approve 2006 long
term incentive plan Management Yes Against Against
3. Ratification of appointment of
independent registered public
accounting firm Management Yes For For
Tessera Technologies TSRA 88164L100 5/18/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of
Pricewaterhousecoopers LLP Management Yes For For
3. Approval of 2003 equity incentive
plan Management Yes For For
Genitope Corp. GTOP 37229P507 6/9/2006 1. Ratify Board of Directors Management Yes For For
Cray Inc. CRAY 225223106 6/6/2006 1. Ratify Board of Directors Management Yes For For
2. Approval of an amendment to
effect a one for four reverse stock
split Management Yes For For
3. Approval of an amendment to
increase the authorized common
stock Management Yes For For
4. Approval of our 2006 long term
equity compensation plan Management Yes For For
Comcast Corporation CCT 20030N101 5/18/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of independent
auditors Management Yes For For
3. 2002 Employee Stock Purchase
Plan Management Yes For For
4. 2002 Restricted Stock Plan Management Yes For For
5. 2006 Cash Bonus Plan Management Yes For For
6. Prevent the issuance of new stock
options Shareholder Yes Against For
7. Require that the chairman of the
board not be an employee Shareholder Yes Against For
8. Limit compensation for
management Shareholder Yes Against For
9. Adopt recapitalization plan Shareholder Yes Against For
10. Establish a majority vote
shareholder committee Shareholder Yes Against For
JP Morgan Chase JPT 46625H100 5/16/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of independent
registered public accounting firm Management Yes For For
3. Stock Options Shareholders Yes Against For
4. Performance based restricted stock Shareholders Yes Against For
5. Separate chairman Shareholders Yes Against For
6. Sexual Orientation Shareholders Yes Against For
7. Special Shareholder meetings Shareholders Yes Against For
8. Lobbying priorities report Shareholders Yes Against For
Page 12
PROPOSED DID FUND HOW FOR/AGAINST
SECURITY TICKER CUSIP MTG DATE MATTER VOTED ON BY VOTE VOTED MGMT
- -------------------- ------ --------- --------- -------------------------------------- ------------ -------- ------- -----------
9. Political contributions report Shareholders Yes Against For
10. Poison Pill Shareholders Yes Against For
11. Cumulative voting Shareholders Yes Against For
12. Bonus recoupment Shareholders Yes Against For
13. Overcomitted directors Shareholders Yes Against For
CBS Corporation CBS 124857103 5/25/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of
Pricewaterhousecoopers LLP Management Yes For For
3. Proposal to approve the amended
and restated 2004 long term
incentive plan Management Yes For For
4. Proposal to approve the amended
and restated 2000 Stock option plan
for outsid directors Management Yes For For
5. Proposal to approve the amended
and restated 2005 RSY plan for
outside directors Management Yes For For
6. Shareholder proposal for the
recapitalization plan Shareholder Yes Against For
Dow Industrials DOW 260543103 5/11/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of independent
registered public accounting firm Management Yes For For
3. Stockholder proposal on Bhopal Shareholder Yes Against For
4. Stockholder proposal on
genetically engineered seed Shareholder Yes Against For
5. Stockholder proposal on chemical
links to respiratory problems Shareholder Yes Against For
6. Stockholder proposal on security
of chemical facilities Shareholder Yes Against For
Teva Pharmaceuticals TEVA 881624209 5/4/2006 1. Consolidated balance sheet Management Yes For For
2. Approve board of directors
recommended that cash dividend be
declared final Management Yes For For
3. Appoint Prof. Gabriela Shalev as a
statutory independent director for 3
more years Management Yes For For
4A. Elect the following director to
serve three year term - Dr. Phillip
Frost Management Yes For For
4B. Elect the following director to
serve three year term - Carlo Salvi Management Yes For For
4C. Elect the following director to
serve three year term - David Shamir Management Yes For For
5. Approve the purchase of directors
and officer's liability insurance Management Yes For For
6. Approve amendment to section
60(E) of the articles of association Management Yes For For
7. Approve increase in the
renumeration paid to directors Management Yes For For
8. Appoint Kesselman & Kesselman
as independent registered public
accountants Management Yes For For
3M MMM 88579Y101 5/9/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of
Pricewaterhousecoopers LLP Management Yes For For
3. Amend certificate of incorporation Management Yes For For
4. Stockholder proposal regarding
executive compensation Shareholder Yes Against For
5. Stockholder proposal regarding
animal welfare policy Shareholder Yes Against For
6. Stockholder proposal regarding
business operations in china Shareholder Yes Against For
Union Pacific UNP 907818108 5/4/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Deloitte
and Touche Management Yes For For
3. Shareholder proposal regarding
majority voting Shareholder Yes Against For
4. Shareholder proposal regarding
political contributions Shareholder Yes Against For
5. Shareholder proposal regarding
independent chairman Shareholder Yes Against For
Illinois Tool Works ITW 452308109 5/5/2006 1. Ratify Board of Directors Management Yes For For
2. Amendment of certificate of
incorporation Management Yes For For
3. Approval of 2006 Stock incentive
plan Management Yes For For
4. Ratification of Deloitte and
Touche Management Yes For For
5. Vote on stockholder proposal
reguiring implementation of business
principles in China Shareholder Yes Against For
6. Vote on Stockholder proposal
requiring a majority vote for election
of directors Shareholder Yes Against For
EMC Corporation EMC 268648102 5/4/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of
Pricewaterhousecoopers LLP Management Yes For For
3. Proposal to election of directors
by majority vote Shareholder Yes Against For
4. Proposal to pay for superior
performance Shareholder Yes Against For
5. Proposal relating to annual
elections of directors Shareholder Yes Against For
Page 13
PROPOSED DID FUND HOW FOR/AGAINST
SECURITY TICKER CUSIP MTG DATE MATTER VOTED ON BY VOTE VOTED MGMT
- --------------------- ------ --------- --------- ------------------------------------ ------------ -------- ------- -----------
6. Proposal to audit committee Shareholder Yes Against For
Scherling -Plough SGP 806605101 5/19/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Deloitte
and Touche Management Yes For For
3. Approve amendments to provide
for annual election of directors Management Yes For For
4. Approve directors compensation
plan Management Yes For For
5. Approve 2006 Incentive Plan Management Yes For For
6. Proposal on majority vote
standard for election of directors
in certificate of incorporation Shareholder Yes Against For
7. Proposal on majority vote on the
greatest number of governance
issues practicable Shareholder Yes Against For
JC Penney's JCP 708160106 5/19/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of KPMG
LLP Management Yes For For
3. Consider a management proposal
to amend the company's
certificate of incorporation Management Yes For For
4.Stockholder proposal relative to
executive compensation Shareholder Yes Against For
Verizon VZ 92343V104 5/4/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of independent
registered public accounting firm Management Yes For For
3. Cumulative voting Shareholders Yes Against For
4. Majority vote requirted for
election of directors Shareholders Yes Against For
5. Composition of board of directors Shareholders Yes Against For
6. Directors on common board Shareholders Yes Against For
7. Separate chairman and CEO Shareholders Yes Against For
8. Performance based equity
compensation Shareholders Yes Against For
9. Disclosure of political
contributions Shareholders Yes For Against
Pepsico. PEP 713448108 5/3/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of independent
registered public accounting firm Management Yes For For
3. Political contributions Shareholders Yes For Against
4. Charitable contributions Shareholders Yes Against For
Motorola MOT 620076109 5/1/2006 1A. Election of E. Zander Management Yes For For
1B. Election of H.L Fuller Management Yes For For
1C. Election of J. Lewent Management Yes For For
1D. Election of T. Meredith Management Yes For For
1E. Election of N. Negroponte Management Yes For For
1F. Election of I. Nooyi Management Yes For For
1G. Election of S. Scott III Management Yes For For
1H. Election of R. Sommer Management Yes For For
1I. Election of J. Stengel Management Yes For For
1J. Election of D. Warner Management Yes For For
1K. Election of J. White Management Yes For For
1L. Election of M. White Management Yes For For
2. Adoption of Motorola Omnibus
incentive plan Management Yes For For
3. Redeem or vote poison pill Shareholder Yes Against For
Visteon Corporation VC 92839U107 5/10/2006 1. Ratify Board of Directors Management No
2. Ratify appointment of
Pricewaterhousecoopers LLP Management No
3. Approve amendment to the 2004
Incentive Plan Management No
4. Approve an amendment to non-
employee director stock unit plan Management No
5. Proposal relating to annual
election of directors Shareholders No
Royal Dutch Shell PLC RDS 780259206 5/16/2006 1. Ratify Board of Directors Management No
2. Adoption of annual reports and
accounts Management No
3. Approval of renumeration report Management No
4. Re-appointment of auditors Management No
5. Authority of allot shares Management No
Page 14
PROPOSED DID FUND HOW FOR/AGAINST
SECURITY TICKER CUSIP MTG DATE MATTER VOTED ON BY VOTE VOTED MGMT
- ------------------- ------ --------- --------- ------------------------------------- ----------- -------- ------- -----------
6. Disapplication of pre-emption
rights Management No
7. Authority to purchase own shares Management No
8. Authority for certain donations
and expenditures Management No
9. Shareholder resolution Shareholder No
BB&T Corp. BBT 54937107 4/25/2006 1. Ratify Board of Directors Management No
2. Approve Article III, Section 2 to
eliminate the classified board Management No
3. Approve amendment to Article III,
Sect. 2 to eliminate national bank
director qualifications Management No
4. Re-approve short term incentive
plan Management No
5. Ratify appointment of
Pricewaterhousecoopers LLP Management No
Sepracor, Inc. SEPR 817315104 5/18/2006 1. Ratify Board of Directors Management No
2. Approve amendment to our 2000
Stock incentive plan Management No
3. Approve amendment to our 1998
employee stock purchase plan Management No
4. Ratify appointment of
Pricewaterhousecoopers LLP Management No
Raytheon Company RTN 755111507 5/3/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of independent
auditors Management Yes For For
3. Terms of performance awards
under long term incentive plan Management Yes For For
4. Majority voting for directors Shareholder Yes Against For
5. Cumulative voting Shareholder Yes Against For
6. Supplemental executive retirement
plan Shareholder Yes Against For
7. Independent board chairman Shareholder Yes Against For
Glaxosmithkline GSK 37733W105 5/17/2006 O1. Receive and adopt the directors
report and financial statements Management Yes For For
O2. Approve renumeration report Management Yes For For
O3. Elect Dr. Moncef Slaoui as a
director Management Yes For For
O4. Re-elect Mr. Tom De Swann as
a director Management Yes For For
O5. Re-elect Mr. Larry Culp Management Yes For For
O6. Re-elect Sir Crispin David Management Yes For For
O7. Re-elect Dr. Ronaldo Schmitz Management Yes For For
O8. Re-appointment of auditors Management Yes For For
O9. Renumeration of auditors Management Yes For For
S10. Authorise the company to make
donations to EU political
organizations Management Yes For For
S11. Authority to allot shares Management Yes For For
S12. Disapplication of pre-emption
right Management Yes For For
S13. Authority for the company to
purchase own shares Management Yes For For
Pro-Pharmaceuticals PRW 74267T109 5/25/2006 1. Ratify Board of Directors Management Yes For For
2. Approval to issue shares of
common stock underlying 7% Management Yes For For
3. Ratification of appointment of
Deloitte and Touche LLP Management Yes For For
Zimmer Holdings ZMH 98956P102 5/1/2006 1. Ratify Board of Directors Management No
2. Approval of 2006 Stock Incentive
Plan Management No
3. Auditor Ratification Management No
4. Stockholder proposal to elect each
director annually Shareholder No
Google Inc. GOOG 38259P508 5/11/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Ernst &
Young LLP Management Yes For For
3. Approval of 2004 Stock Plan to
increase number of shares Management Yes For For
4. Proposal to request that the board
take step to adopt recapitalization
plan Shareholder Yes Against For
Intel Corporation INTC 458140100 5/4/2006 1. Ratify Board of Directors Management Yes For For
2. Amend of second restated
certificate of incorporation Management Yes For For
3. Amend ceritificate of
incorporation to repeal Article 7 &
12 Management Yes For For
4. Ratify appointment of Ernst &
Young Management Yes For For
Page 15
PROPOSED DID FUND HOW FOR/AGAINST
SECURITY TICKER CUSIP MTG DATE MATTER VOTED ON BY VOTE VOTED MGMT
- ------------------ ------ --------- --------- -------------------------------------- ----------- -------- ------- -----------
5. Approve 2006 Equity Incentive
Plan Management Yes For For
6. Approve 2006 Stock Purchase
plan Management Yes For For
Safeway Inc SWY 786514208 5/25/2006 1. Ratify Board of Directors Management Yes For For
2. Reapproval of operated
performance based bonus plan for
executive officers Management Yes Against Against
3. Ratify appointment of Deloitte
and Touche LLP Management Yes For For
4. Stockholder proposal requesting
cumulative voting Shareholder Yes For Against
5. Stockholder proposal requesting
separate vote on golden pay Shareholder Yes For Against
6. Proposal requesting creation of
formal mechanism for dialogue Shareholder Yes For Against
7. Proposal requesting the labeling of
genetically engineered products Shareholder Yes For Against
8. Proposal requesting that the
company issue a stability report Shareholder Yes For Against
Gevity Inc. GVHR 374393106 5/18/2006 1. Ratify Board of Directors Management Yes For For
Genitope GTOP 37229P507 6/9/2006 1. Ratify Board of Directors Management Yes For For
Devon Energy DVN 25179M103 6/7/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of independent
auditors Management Yes For For
3. Adoption of the amendment to
2005 long term incentive plan Management Yes For For
Staples SPLS 855030102 6/6/2006 1. Ratify Board of Directors Management Yes For For
2. Approve an amendment to by-
laws for the annula election of
directors Management Yes For For
3. Ratify election of Ernst & Young
LLP Management Yes For For
4. Shareholder proposal on director
election majority vote Shareholder Yes Against For
Walmart WMT 931142103 6/2/2006 1. Ratify Board of Directors Management Yes For For
2. Ratification of independent
auditors Management Yes For For
3. Shareholder proposal regarding
humane poultry slaughter Shareholder Yes For Against
4. Shareholder proposal regarding
political contributions Shareholder Yes For Against
5. Shareholder proposal regarding
director election majority Shareholder Yes For Against
6. Shareholder proposal regarding
sustainability report Shareholder Yes For Against
7. Shareholder proposal regarding
compensation disparity Shareholder Yes For Against
8. Shareholder proposal regarding an
equity compensation glass ceiling
report Shareholder Yes For Against
Reynolds and
Reynolds Company REY 761695105 6/15/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Deloitte
and Touche Management Yes For For
Caterpillar Inc. CAT 149123101 6/14/2006 1. Ratify Board of Directors Management Yes For For
2. Amend articles of incorporation Management Yes For For
3. Approve long term incentive plan Management Yes For For
4. Approve short term incentive plan Management Yes For For
5. Ratify auditors Management Yes For For
6. Stockholder proposal - declassify
board Shareholder Yes For Against
7. Stockholder proposal - separate
CEO & Chair Shareholder Yes For Against
8. Stockholder proposal - majority
vote standard Shareholder Yes For Against
Sirna Therapeutics RNAI 829669100 6/14/2006 1. Ratify Board of Directors Management Yes For For
2. Proposal to approve amendments
to performance incentive Management Yes Against Against
3. Ratify election of Ernst & Young
LLP Management Yes For For
Healthtronics Inc. HTRN 42222L107 6/8/2006 1. Ratify Board of Directors Management Yes For For
2. Amend 2004 Equity incentive
plan Management Yes For For
Ariad ARIA 04033A100 6/14/2006 1. Ratify Board of Directors Management Yes For For
2. Adopt 2006 Long Term incentive
plan Management Yes Against Against
3. Ratify selection of independent
registered public accountants Management Yes For For
Page 16
PROPOSED DID FUND HOW FOR/AGAINST
SECURITY TICKER CUSIP MTG DATE MATTER VOTED ON BY VOTE VOTED MGMT
- ----------------- ------ --------- --------- ----------------------------------- ---------- -------- ------- -----------
Vivus VVUS 928551100 6/14/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Odenburg,
Ullakko, Muranishi & Co. LLP Management Yes For For
Hollis-Eden
Pharmaceuticals HEPH 435902101 6/9/2006 1. Ratify Board of Directors Management Yes For For
2. Amend the 2005 Equity incentive
plan Management Yes For For
3. Amend company's 2005 non-
employee directors equity incentive
plan Management Yes For For
4. Ratify selection of BDO Seidman
LLP Management Yes For For
Neopharm Inc. NEOL 640919106 6/19/2006 1. Ratify Board of Directors Management Yes For For
2. Approve the adoption of 2006
Employee stock plan Management Yes Against Against
3. Approve adoption of 2006 Equity
Plan Management Yes Against Against
4. Ratify selection of KPMG LLP Management Yes For For
HMS Holdings HMSY 40425J101 6/6/2006 1. Ratify Board of Directors Management Yes For For
2. Approve 2006 stock plan Management Yes For For
Page 17
PROPOSED DID FUND HOW FOR/AGAINST
SECURITY TICKER CUSIP MTG DATE MATTER VOTED ON BY VOTE VOTED MGMT
- ---------------------- ------ --------- --------- ------------------------------------- ----------- -------- -------- -----------
4. Ratify selection of KPMG LLP Management Yes For For
Cray Inc. CRAYD 225223106 6/6/2006 1. Ratify Board of Directors Management Yes For For
2. Approve a one for four reverse
stock split Management Yes For For
3. Approve to increase the authorised
common stock Management Yes For For
4. Approve 2006 Long Term equity
compensation plan Management Yes For For
Aleris International ARS 14477103 5/18/2006 1. Ratify Board of Directors Management Yes For For
2. Proposal to approve the amended
2004 equity incentive plan Management Yes For For
3. Ratify appointment of Ernst &
Young LLP Management Yes For For
Exelon Corp. EXC 30161N101 6/27/2006 1. Ratify Board of Directors Management No
2. Ratify independent accountant Management No
3. Shareholder proposal to require
approval of future severance benefits Management No
General Communications GNCMA 369385109 6/26/2006 1. Ratify Board of Directors Management Yes For For
Value and
Restructuring Fund 300722782 6/28/2006 1. Ratify Board of Directors Management Yes For For
Material Sciences
Corp. MSC 576674105 6/21/2006 1. Ratify Board of Directors Management Yes Withhold Against
2. Ratify appointment of Deloitte
and Touche Management Yes Against Against
3. Authorize proxies to vote upon
such other business as may properly
come before meeting Management Yes Against Against
Vicor Corp. VICR 925815102 6/21/2006 1. Ratify Board of Directors Management Yes For For
Parrallel
Petroleum Corp. PLLL 699157103 6/21/2006 1. Ratify Board of Directors Management Yes For For
2. Approval of selection of BDO
Seidman, LLP Management Yes For For
Fred Inc. FRED 356108100 6/21/2006 1. Ratify Board of Directors Management Yes For For
2. Approval of selection of BDO
Seidman, LLP Management Yes For For
Sonus Networks SONS 835916107 6/21/2006 1. Ratify Board of Directors Management Yes For For
Nortel networks NT 656568102 6/29/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of Deloitte
and Touche Management Yes For For
3. Approve reconfirmation of nortel
shareholder rights plan Management Yes For For
4. Resolution approving amendment
to consolidate common stock shares Management Yes Against Against
5. Shareholder proposal No.1 Shareholder Yes Against Against
6. Shareholder proposal No. 2 Shareholder Yes Against Against
Skyepharma PLC SKYE 830808101 6/28/2006 O1. Adoption of 2005 report and
accounts Management Yes For For
O2. Approval of Directors'
renumeration report Management Yes For For
O3. Reappointment and
renumeration of the auditors Management Yes For For
O4A. Re-election of Dr. David
Ebsworh Management Yes For For
O4B. Re-election of Donald
Nicholson Management Yes For For
O4C. Re-election of Stephen Harris Management Yes For For
O4D. Re-election of Frank Condella Management Yes For For
O4E. Re-election of Dr. Kenneth
Cunningham Management Yes For For
O5. Authority to allot relevant
securities Management Yes For For
S6. Disapplication of pre-emption
rights Management Yes For For
S7. Authority to make market
purchases Management Yes For For
Viewpoint VWPT 92672P108 6/21/2006 1. Ratify Board of Directors Management Yes For For
2. Ratify appointment of
Pricewaterhousecoopers Management Yes For For
3. Adopt 2006 equity incentive plan Management Yes Against Against
Page 18
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.
IRONWOOD ISABELLE SMALL COMPANY STOCK FUND
By: /s/ Warren J. Isabelle
___________________________
Warren J. Isabelle, President
Date: 08/24/2006
__________________________