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Vanguard Tax Managed Funds ˇ N-PX ˇ For 6/30/04

Filed On 8/30/04 1:41pm ET   ˇ   SEC File 811-07175   ˇ   Accession Number 932471-4-947

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  As Of               Filer                 Filing     As/For/On Docs:Pgs              Issuer               Agent

 8/30/04  Vanguard Tax Managed Funds        N-PX        6/30/04    1:65                                     Vanguard Horizon Funds

Annual Report of the Proxy Voting Record of a Management Investment Company   ˇ   Form N-PX
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                                                               UNITED STATES
                                                    SECURITIES AND EXCHANGE COMMISSION
                                                          WASHINGTON, D.C. 20549

                                                                 FORM N-PX

                                                   ANNUAL REPORT OF PROXY VOTING RECORD
                                                                    OF
                                                 REGISTERED MANAGEMENT INVESTMENT COMPANIES

         INVESTMENT COMPANY ACT FILE NUMBER:                              811-07175

         NAME OF REGISTRANT:                                              VANGUARD TAX-MANAGED FUNDS

         ADDRESS OF REGISTRANT:                                           PO BOX 2600, VALLEY FORGE, PA 19482

         NAME AND ADDRESS OF AGENT FOR SERVICE:                           R. GREGORY BARTON
                                                                          PO BOX 876
                                                                          VALLEY FORGE, PA 19482

         REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:  (610) 669-1000
         DATE OF FISCAL YEAR END:                                         December 31, 2003

         DATE OF REPORTING PERIOD:  JULY 1, 2003 - JUNE 30, 2004

Fund             VANGUARD TAX-MANAGED BALANCED FUND
----------------------------------------------------------------------------------------------------
Issuer:             3COM CORPORATION
Ticker:             COMS                     CUSIP:       885535104
Meeting Date        9/23/2003                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: PAUL G. YOVOVICH                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: BRUCE L. CLAFLIN                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: TO APPROVE THE 3COM 2003 STOCK PLAN WITH AN              ISSUER             YES       AGAINST      AGAINST
 INITIAL SHARE RESERVE OF 20,000,000 AND THEREBY
ELIMINATE THE SHARES AVAILABLE FOR FUTURE GRANTS UNDER
THE COMPANY'S PRIOR EQUITY COMPENSATION PLANS.

PROPOSAL #03: TO APPROVE AN INCREASE IN THE SHARE RESERVE              ISSUER             YES       AGAINST      AGAINST
 UNDER THE COMPANY'S 1984 EMPLOYEE STOCK PURCHASE PLAN BY
 5,000,000 SHARES.

PROPOSAL #04: TO RATIFY THE APPOINTMENT OF DELOITTE &                  ISSUER             YES       FOR          FOR
TOUCHE LLP AS THE COMPANY'S INDEPENDENT PUBLIC
ACCOUNTANTS FOR THE FISCAL YEAR ENDING MAY 28, 2004.

----------------------------------------------------------------------------------------------------
Issuer:             3M COMPANY
Ticker:             MMM                      CUSIP:       88579Y101
Meeting Date        5/11/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: W. JAMES MCNERNEY, JR.                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL L. ESKEW                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EDWARD A. BRENNAN                                ISSUER             YES       FOR          FOR

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ELECTION OF DIRECTOR: KEVIN W. SHARER ISSUER YES FOR FOR PROPOSAL #02: RATIFICATION OF INDEPENDENT AUDITORS ISSUER YES FOR FOR PROPOSAL #03: APPROVAL OF AN AMENDMENT TO THE CERTIFICATE ISSUER YES FOR FOR OF INCORPORATION TO INCREASE THE AUTHORIZED COMMON STOCK PROPOSAL #04: STOCKHOLDER PROPOSAL RELATING TO SEPARATION SHAREHOLDER YES AGAINST FOR OF THE ROLES OF CEO AND CHAIRMAN OF THE BOARD ---------------------------------------------------------------------------------------------------- Issuer: 99 CENTS ONLY STORES Ticker: NDN CUSIP: 65440K106 Meeting Date 6/11/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: ERIC SCHIFFER ISSUER YES FOR FOR ELECTION OF DIRECTOR: DAVID GOLD ISSUER YES FOR FOR ELECTION OF DIRECTOR: ERIC G. FLAMHOLTZ ISSUER YES FOR FOR ELECTION OF DIRECTOR: LAWRENCE GLASCOTT ISSUER YES FOR FOR ELECTION OF DIRECTOR: HOWARD GOLD ISSUER YES FOR FOR ELECTION OF DIRECTOR: JEFF GOLD ISSUER YES FOR FOR ELECTION OF DIRECTOR: MARVIN HOLEN ISSUER YES FOR FOR ELECTION OF DIRECTOR: BEN SCHWARTZ ISSUER YES FOR FOR ELECTION OF DIRECTOR: WILLIAM CHRISTY ISSUER YES FOR FOR PROPOSAL #02: ADOPT LABOR STANDARDS FOR VENDORS SHAREHOLDER YES ABSTAIN AGAINST PROPOSAL #03: REDEEM OR VOTE ON POISON PILL SHAREHOLDER YES AGAINST FOR ---------------------------------------------------------------------------------------------------- Issuer: ABBOTT LABORATORIES Ticker: ABT CUSIP: 002824100 Meeting Date 4/23/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: R.S. ROBERTS ISSUER YES FOR FOR ELECTION OF DIRECTOR: R.A. GONZALEZ ISSUER YES FOR FOR ELECTION OF DIRECTOR: A.B. RAND ISSUER YES FOR FOR ELECTION OF DIRECTOR: W.A. REYNOLDS ISSUER YES FOR FOR ELECTION OF DIRECTOR: R.S. AUSTIN ISSUER YES FOR FOR ELECTION OF DIRECTOR: H.L. FULLER ISSUER YES FOR FOR ELECTION OF DIRECTOR: M.D. WHITE ISSUER YES FOR FOR ELECTION OF DIRECTOR: W.D. SMITHBURG ISSUER YES FOR FOR ELECTION OF DIRECTOR: B. POWELL JR. ISSUER YES FOR FOR ELECTION OF DIRECTOR: J.M. GREENBERG ISSUER YES FOR FOR ELECTION OF DIRECTOR: J.M. LEIDEN ISSUER YES FOR FOR ELECTION OF DIRECTOR: D.A.L. OWEN ISSUER YES FOR FOR ELECTION OF DIRECTOR: J.R. WALTER ISSUER YES FOR FOR
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PROPOSAL #02: RATIFICATION OF DELOITTE & TOUCHE LLP AS ISSUER YES FOR FOR AUDITORS. PROPOSAL #03: SHAREHOLDER PROPOSAL - PRESCRIPTION DRUGS. SHAREHOLDER YES ABSTAIN AGAINST PROPOSAL #04: SHAREHOLDER PROPOSAL - POLITICAL SHAREHOLDER YES ABSTAIN AGAINST CONTRIBUTIONS. PROPOSAL #05: SHAREHOLDER PROPOSAL - OPTION GRANTS FOR SHAREHOLDER YES AGAINST FOR SENIOR EXECUTIVES. PROPOSAL #06: SHAREHOLDER PROPOSAL - GLOBAL INFECTIOUS SHAREHOLDER YES ABSTAIN AGAINST DISEASES. ---------------------------------------------------------------------------------------------------- Issuer: ABERCROMBIE & FITCH CO. Ticker: ANF CUSIP: 002896207 Meeting Date 5/20/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: SETH R. JOHNSON ISSUER YES FOR FOR ELECTION OF DIRECTOR: JOHN A. GOLDEN ISSUER YES FOR FOR ELECTION OF DIRECTOR: EDWARD F. LIMATO ISSUER YES FOR FOR ---------------------------------------------------------------------------------------------------- Issuer: ADC TELECOMMUNICATIONS, INC. Ticker: ADCT CUSIP: 000886101 Meeting Date 3/2/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: ROBERT ANNUNZIATA ISSUER YES FOR FOR ELECTION OF DIRECTOR: JOHN J. BOYLE III ISSUER YES FOR FOR ELECTION OF DIRECTOR: LARRY W. WANGBERG ISSUER YES FOR FOR ELECTION OF DIRECTOR: ROBERT E. SWITZ ISSUER YES FOR FOR PROPOSAL #02: PROPOSAL TO AMEND ADC'S GLOBAL STOCK ISSUER YES AGAINST AGAINST INCENTIVE PLAN AS DESCRIBED IN THE PROXY STATEMENT. PROPOSAL #03: PROPOSAL TO AMEND ADC'S ARTICLES OF ISSUER YES AGAINST AGAINST INCORPORATION TO INCREASE THE AUTHORIZED SHARES OF COMMON STOCK THAT MAY BE ISSUED FROM 1,200,000,000 SHARES TO 2,400,000,000 SHARES. PROPOSAL #04: PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST ISSUER YES FOR FOR & YOUNG LLP AS ADC'S INDEPENDENT AUDITORS FOR THE COMPANY'S FISCAL YEAR ENDING OCTOBER 31, 2004. ---------------------------------------------------------------------------------------------------- Issuer: ADOBE SYSTEMS INCORPORATED Ticker: ADBE CUSIP: 00724F101 Meeting Date 4/28/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: DELBERT W. YOCAM ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: CHARLES M. GESCHKE ISSUER YES FOR FOR ELECTION OF DIRECTOR: MICHAEL R. CANNON ISSUER YES FOR FOR ELECTION OF DIRECTOR: BRUCE R. CHIZEN ISSUER YES FOR FOR ELECTION OF DIRECTOR: JAMES E. DALEY ISSUER YES FOR FOR PROPOSAL #02: APPROVAL OF AN AMENDMENT TO THE 2003 EQUITY ISSUER YES AGAINST AGAINST INCENTIVE PLAN INCREASING THE SHARE RESERVE BY 4,500,000 SHARES.
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PROPOSAL #03: STOCKHOLDER PROPOSAL. SHAREHOLDER YES FOR AGAINST PROPOSAL #04: STOCKHOLDER PROPOSAL. SHAREHOLDER YES AGAINST FOR PROPOSAL #05: RATIFICATION OF THE APPOINTMENT OF KPMG LLP ISSUER YES FOR FOR AS THE COMPANY'S INDEPENDENT PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2004. ---------------------------------------------------------------------------------------------------- Issuer: ADVANCED MICRO DEVICES, INC. Ticker: AMD CUSIP: 007903107 Meeting Date 4/29/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: W. MICHAEL BARNES ISSUER YES FOR FOR ELECTION OF DIRECTOR: HECTOR DE J. RUIZ ISSUER YES FOR FOR ELECTION OF DIRECTOR: LEONARD M. SILVERMAN ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: W.J. SANDERS III ISSUER YES FOR FOR ELECTION OF DIRECTOR: CHARLES M. BLALACK ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: H. PAULETT EBERHART ISSUER YES FOR FOR ELECTION OF DIRECTOR: R. GENE BROWN ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: BRUCE CLAFLIN ISSUER YES FOR FOR ELECTION OF DIRECTOR: ROBERT B. PALMER ISSUER YES WITHHOLD AGAINST PROPOSAL #02: RATIFICATION OF APPOINTMENT OF INDEPENDENT ISSUER YES FOR FOR AUDITORS. PROPOSAL #03: APPROVAL OF THE AMD 2004 EQUITY INCENTIVE ISSUER YES AGAINST AGAINST PLAN. ---------------------------------------------------------------------------------------------------- Issuer: AETNA INC. Ticker: AET CUSIP: 00817Y108 Meeting Date 4/30/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: EDWARD J. LUDWIG ISSUER YES FOR FOR ELECTION OF DIRECTOR: MICHAEL H. JORDAN ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: JUDITH RODIN ISSUER YES FOR FOR ELECTION OF DIRECTOR: JOHN W. ROWE, M.D. ISSUER YES FOR FOR ELECTION OF DIRECTOR: RONALD A. WILLIAMS ISSUER YES FOR FOR ELECTION OF DIRECTOR: BETSY Z. COHEN ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: BARBARA H. FRANKLIN ISSUER YES FOR FOR ELECTION OF DIRECTOR: JEFFREY E. GARTEN ISSUER YES FOR FOR ELECTION OF DIRECTOR: JACK D. KUEHLER ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: GERALD GREENWALD ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: JOSEPH P. NEWHOUSE ISSUER YES FOR FOR ELECTION OF DIRECTOR: R. DAVID YOST ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: ELLEN M. HANCOCK ISSUER YES FOR FOR
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ELECTION OF DIRECTOR: EARL G. GRAVES ISSUER YES FOR FOR PROPOSAL #02: APPROVAL OF KPMG LLP AS INDEPENDENT ISSUER YES FOR FOR AUDITORS PROPOSAL #03: SHAREHOLDER PROPOSAL ON CUMULATIVE VOTING SHAREHOLDER YES AGAINST FOR PROPOSAL #04: SHAREHOLDER PROPOSAL ON EXECUTIVE SHAREHOLDER YES AGAINST FOR COMPENSATION ---------------------------------------------------------------------------------------------------- Issuer: AFFILIATED COMPUTER SERVICES, INC. Ticker: ACS CUSIP: 008190100 Meeting Date 10/30/2003 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: DARWIN DEASON ISSUER YES FOR FOR ELECTION OF DIRECTOR: JEFFREY A. RICH ISSUER YES FOR FOR ELECTION OF DIRECTOR: J. LIVINGSTON KOSBERG ISSUER YES FOR FOR ELECTION OF DIRECTOR: FRANK A. ROSSI ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: JOSEPH P. O'NEILL ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: DENNIS MCCUISTION ISSUER YES FOR FOR ELECTION OF DIRECTOR: MARK A. KING ISSUER YES FOR FOR PROPOSAL #02: TO APPROVE THE PERFORMANCE-BASED INCENTIVE ISSUER YES FOR FOR COMPENSATION FOR THE CORPORATION'S EXECUTIVE OFFICERS. PROPOSAL #03: TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR PRICEWATERHOUSECOOPERS LLP AS THE CORPORATION'S INDEPENDENT AUDITORS FOR FISCAL YEAR 2004. ---------------------------------------------------------------------------------------------------- Issuer: AFLAC INCORPORATED Ticker: AFL CUSIP: 001055102 Meeting Date 5/3/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: KENNETH S. JANKE, SR. ISSUER YES FOR FOR ELECTION OF DIRECTOR: JOHN SHELBY AMOS II ISSUER YES FOR FOR ELECTION OF DIRECTOR: DANIEL P. AMOS ISSUER YES FOR FOR ELECTION OF DIRECTOR: MICHAEL H. ARMACOST ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: BARBARA K. RIMER ISSUER YES FOR FOR ELECTION OF DIRECTOR: MARVIN R. SCHUSTER ISSUER YES FOR FOR ELECTION OF DIRECTOR: CHARLES B. KNAPP ISSUER YES FOR FOR ELECTION OF DIRECTOR: HIDEFUMI MATSUI ISSUER YES FOR FOR ELECTION OF DIRECTOR: NOBUHIRO MORI ISSUER YES FOR FOR ELECTION OF DIRECTOR: E. STEPHEN PURDOM, M.D. ISSUER YES FOR FOR ELECTION OF DIRECTOR: ELIZABETH J. HUDSON ISSUER YES FOR FOR ELECTION OF DIRECTOR: KRISS CLONINGER, III ISSUER YES FOR FOR ELECTION OF DIRECTOR: JOE FRANK HARRIS ISSUER YES FOR FOR ELECTION OF DIRECTOR: DOUGLAS W. JOHNSON ISSUER YES FOR FOR
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ELECTION OF DIRECTOR: ROBERT B. JOHNSON ISSUER YES FOR FOR ELECTION OF DIRECTOR: GLENN VAUGHN, JR. ISSUER YES FOR FOR ELECTION OF DIRECTOR: ROBERT L. WRIGHT ISSUER YES FOR FOR PROPOSAL #02: TO CONSIDER AND APPROVE THE 2004 AFLAC ISSUER YES FOR FOR INCORPORATED LONG-TERM INCENTIVE PLAN. PROPOSAL #03: RATIFICATION OF APPOINTMENT OF KPMG LLP AS ISSUER YES FOR FOR INDEPENDENT AUDITORS. ---------------------------------------------------------------------------------------------------- Issuer: AGCO CORPORATION Ticker: AG CUSIP: 001084102 Meeting Date 4/22/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: CURTIS E. MOLL ISSUER YES FOR FOR ELECTION OF DIRECTOR: GERALD B. JOHANNESON ISSUER YES FOR FOR ELECTION OF DIRECTOR: ROBERT J. RATLIFF ISSUER YES FOR FOR ELECTION OF DIRECTOR: W. WAYNE BOOKER ISSUER YES FOR FOR PROPOSAL #02: STOCKHOLDER PROPOSAL REGARDING SHAREHOLDER YES ABSTAIN AGAINST ENVIRONMENTAL SUSTAINABILITY REPORTING ---------------------------------------------------------------------------------------------------- Issuer: AGERE SYSTEMS INC. Ticker: AGRA CUSIP: 00845V209 Meeting Date 2/19/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: JOHN T. DICKSON ISSUER YES FOR FOR ELECTION OF DIRECTOR: RICHARD L. CLEMMER ISSUER YES FOR FOR ---------------------------------------------------------------------------------------------------- Issuer: AGILENT TECHNOLOGIES, INC. Ticker: A CUSIP: 00846U101 Meeting Date 3/2/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: ROBERT L. JOSS ISSUER YES FOR FOR ELECTION OF DIRECTOR: JAMES G. CULLEN ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: WALTER B. HEWLETT ISSUER YES FOR FOR PROPOSAL #02: THE RATIFICATION OF THE AUDIT AND FINANCE ISSUER YES FOR FOR COMMITTEE'S APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP, AS AGILENT'S INDEPENDENT AUDITORS. ---------------------------------------------------------------------------------------------------- Issuer: ALBERTO-CULVER COMPANY Ticker: ACV CUSIP: 013068101 Meeting Date 1/22/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: SAM J. SUSSER ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: A.G. ATWATER, JR. ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: WILLIAM W. WIRTZ ISSUER YES FOR FOR ELECTION OF DIRECTOR: JAMES G. BROCKSMITH, JR ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: JOHN A. MILLER ISSUER YES FOR FOR
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PROPOSAL #02: RE-APPROVAL OF THE COMPANY'S MANAGEMENT ISSUER YES FOR FOR INCENTIVE PLAN, AS AMENDED. PROPOSAL #03: APPROVAL OF THE AMENDMENT TO ARTICLE 4 OF ISSUER YES FOR FOR THE COMPANY'S CERTIFICATE OF INCORPORATION TO ELIMINATE PROVISIONS THAT ARE NO LONGER APPLICABLE AS A RESULT OF THE CONVERSION, ELIMINATE THE 150,000,000 AUTHORIZED SHARES OF CLASS A COMMON STOCK AND CHANGE THE DESIGNATION OF THE CLASS B COMMON STOCK TO COMMON STOCK. PROPOSAL #04: APPROVAL OF THE AMENDMENT TO ARTICLE 4 OF ISSUER YES AGAINST AGAINST THE COMPANY'S CERTIFICATE OF INCORPORATION TO INCREASE THE AUTHORIZED CLASS B COMMON STOCK FROM 150,000,000 SHARES TO 300,000,000 SHARES. ---------------------------------------------------------------------------------------------------- Issuer: ALCOA INC. Ticker: AA CUSIP: 013817101 Meeting Date 4/30/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: ALAIN J.P. BELDA ISSUER YES FOR FOR ELECTION OF DIRECTOR: FRANKLIN A. THOMAS ISSUER YES FOR FOR ELECTION OF DIRECTOR: HENRY B. SCHACHT ISSUER YES FOR FOR ELECTION OF DIRECTOR: CARLOS GHOSN ISSUER YES FOR FOR PROPOSAL #02: PROPOSAL TO APPROVE THE 2004 ALCOA STOCK ISSUER YES FOR FOR INCENTIVE PLAN. PROPOSAL #3A: SHAREHOLDER PROPOSAL RELATING TO PAY SHAREHOLDER YES AGAINST FOR DISPARITY PROPOSAL #3B: SHAREHOLDER PROPOSAL RELATING TO CHANGE IN SHAREHOLDER YES AGAINST FOR CONTROL SEVERANCE PLAN ---------------------------------------------------------------------------------------------------- Issuer: ALLEGHANY CORPORATION Ticker: Y CUSIP: 017175100 Meeting Date 4/23/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: ALLAN P. KIRBY, JR. ISSUER YES FOR FOR ELECTION OF DIRECTOR: THOMAS S. JOHNSON ISSUER YES FOR FOR ELECTION OF DIRECTOR: JAMES F. WILL ISSUER YES FOR FOR PROPOSAL #02: RATIFICATION OF KPMG LLP AS INDEPENDENT ISSUER YES FOR FOR AUDITORS FOR ALLEGHANY CORPORATION FOR THE YEAR 2004. ---------------------------------------------------------------------------------------------------- Issuer: ALLIANT TECHSYSTEMS INC. Ticker: ATK CUSIP: 018804104 Meeting Date 8/5/2003 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: GILBERT F. DECKER ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: JONATHAN G. GUSS ISSUER YES FOR FOR ELECTION OF DIRECTOR: ROBERT W. RISCASSI ISSUER YES FOR FOR ELECTION OF DIRECTOR: DANIEL J. MURPHY, JR. ISSUER YES FOR FOR ELECTION OF DIRECTOR: DAVID E. JEREMIAH ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: FRANCES D. COOK ISSUER YES FOR FOR
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ELECTION OF DIRECTOR: MICHAEL T. SMITH ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: WILLIAM G. VAN DYKE ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: PAUL DAVID MILLER ISSUER YES FOR FOR PROPOSAL #02: APPOINTMENT OF INDEPENDENT AUDITORS ISSUER YES AGAINST AGAINST PROPOSAL #03: STOCKHOLDER PROPOSAL - WEAPONIZATION OF SHAREHOLDER YES ABSTAIN AGAINST SPACE ---------------------------------------------------------------------------------------------------- Issuer: ALLIED WASTE INDUSTRIES, INC. Ticker: AW CUSIP: 019589308 Meeting Date 12/18/2003 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt PROPOSAL #01: APPROVAL OF THE ISSUANCE OF SHARES OF OUR ISSUER YES FOR FOR COMMON STOCK IN EXCHANGE FOR SHARES OF OUR SERIES A SENIOR CONVERTIBLE PREFERRED STOCK PURSUANT TO AN EXCHANGE AGREEMENT BETWEEN THE COMPANY AND HOLDERS OF THE PREFERRED STOCK. ---------------------------------------------------------------------------------------------------- Issuer: ALLIED WASTE INDUSTRIES, INC. Ticker: AW CUSIP: 019589308 Meeting Date 5/21/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: DENNIS R. HENDRIX ISSUER YES FOR FOR ELECTION OF DIRECTOR: THOMAS H. VAN WEELDEN ISSUER YES FOR FOR ELECTION OF DIRECTOR: LAWRENCE V. JACKSON ISSUER YES FOR FOR ELECTION OF DIRECTOR: J. TOMILSON HILL ISSUER YES FOR FOR ELECTION OF DIRECTOR: LEON D. BLACK ISSUER YES FOR FOR ELECTION OF DIRECTOR: ROBERT M. AGATE ISSUER YES FOR FOR ELECTION OF DIRECTOR: MICHAEL S. GROSS ISSUER YES FOR FOR ELECTION OF DIRECTOR: HOWARD A. LIPSON ISSUER YES FOR FOR ELECTION OF DIRECTOR: WARREN B. RUDMAN ISSUER YES FOR FOR ELECTION OF DIRECTOR: JAMES W. CROWNOVER ISSUER YES FOR FOR ELECTION OF DIRECTOR: NOLAN LEHMANN ISSUER YES FOR FOR ELECTION OF DIRECTOR: ANTONY P. RESSLER ISSUER YES FOR FOR PROPOSAL #02: PROPOSAL TO RATIFY PRICEWATERHOUSECOOPERS ISSUER YES FOR FOR LLP AS THE COMPANY'S INDEPENDENT AUDITOR FOR FISCAL YEAR 2004. PROPOSAL #03: PROPOSAL TO EXPENSE THE COSTS OF ALL FUTURE SHAREHOLDER YES FOR AGAINST STOCK OPTIONS ISSUED BY THE COMPANY IN THE COMPANY'S ANNUAL INCOME STATEMENT. PROPOSAL #04: PROPOSAL THAT THE COMPANY DISCLOSE THE SHAREHOLDER YES AGAINST FOR EFFECTS OF EFFORTS TO OPPOSE PRIVATIZATION ON ITS BUSINESS STRATEGY. ---------------------------------------------------------------------------------------------------- Issuer: ALLTEL CORPORATION Ticker: AT CUSIP: 020039103 Meeting Date 4/22/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: EMON A. MAHONY, JR. ISSUER YES FOR FOR
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ELECTION OF DIRECTOR: SCOTT T. FORD ISSUER YES FOR FOR ELECTION OF DIRECTOR: RONALD TOWNSEND ISSUER YES FOR FOR ELECTION OF DIRECTOR: L.L. GELLERSTEDT, III ISSUER YES FOR FOR PROPOSAL #02: RATIFICATION OF APPOINTMENTS OF INDEPENDENT ISSUER YES FOR FOR AUDITORS PROPOSAL #03: STOCKHOLDER PROPOSAL- EMPLOYMENT SHAREHOLDER YES ABSTAIN AGAINST OPPORTUNITY POLICY ---------------------------------------------------------------------------------------------------- Issuer: ALTERA CORPORATION Ticker: ALTR CUSIP: 021441100 Meeting Date 5/11/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: ROBERT J. FINOCCHIO JR ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: CHARLES M. CLOUGH ISSUER YES FOR FOR ELECTION OF DIRECTOR: PAUL NEWHAGEN ISSUER YES FOR FOR ELECTION OF DIRECTOR: SUSAN WANG ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: ROBERT W. REED ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: WILLIAM E. TERRY ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: JOHN P. DAANE ISSUER YES FOR FOR ELECTION OF DIRECTOR: KEVIN MCGARITY ISSUER YES FOR FOR PROPOSAL #02: TO APPROVE AN AMENDMENT TO THE 1996 STOCK ISSUER YES AGAINST AGAINST OPTION PLAN TO INCREASE BY 12,000,000 THE NUMBER OF SHARES OF COMMON STOCK RESERVED FOR ISSUANCE UNDER THE PLAN. PROPOSAL #03: TO APPROVE AN AMENDMENT TO THE 1987 ISSUER YES FOR FOR EMPLOYEE STOCK PURCHASE PLAN TO INCREASE BY 1,000,000 THE NUMBER OF SHARES OF COMMON STOCK RESERVED FOR ISSUANCE UNDER THE PLAN. PROPOSAL #04: TO RATIFY THE APPOINTMENT OF ISSUER YES AGAINST AGAINST PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2004. PROPOSAL #05: TO CONSIDER A SHAREHOLDER PROPOSAL TO SHAREHOLDER YES FOR AGAINST EXPENSE STOCK OPTION GRANTS ISSUED BY THE COMPANY. ---------------------------------------------------------------------------------------------------- Issuer: ALTRIA GROUP, INC. Ticker: MO CUSIP: 02209S103 Meeting Date 4/29/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: ELIZABETH E. BAILEY ISSUER YES FOR FOR ELECTION OF DIRECTOR: STEPHEN M. WOLF ISSUER YES FOR FOR ELECTION OF DIRECTOR: THOMAS W. JONES ISSUER YES FOR FOR ELECTION OF DIRECTOR: LUCIO A. NOTO ISSUER YES FOR FOR ELECTION OF DIRECTOR: CARLOS SLIM HELU ISSUER YES FOR FOR ELECTION OF DIRECTOR: LOUIS C. CAMILLERI ISSUER YES FOR FOR ELECTION OF DIRECTOR: J. DUDLEY FISHBURN ISSUER YES FOR FOR
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ELECTION OF DIRECTOR: ROBERT E. R. HUNTLEY ISSUER YES FOR FOR ELECTION OF DIRECTOR: JOHN S. REED ISSUER YES FOR FOR ELECTION OF DIRECTOR: MATHIS CABIALLAVETTA ISSUER YES FOR FOR PROPOSAL #02: RATIFICATION OF THE SELECTION OF ISSUER YES FOR FOR INDEPENDENT AUDITORS PROPOSAL #03: STOCKHOLDER PROPOSAL NO. 1 SHAREHOLDER YES ABSTAIN AGAINST PROPOSAL #04: STOCKHOLDER PROPOSAL NO. 2 SHAREHOLDER YES ABSTAIN AGAINST PROPOSAL #05: STOCKHOLDER PROPOSAL NO. 3 SHAREHOLDER YES ABSTAIN AGAINST PROPOSAL #06: STOCKHOLDER PROPOSAL NO. 4 SHAREHOLDER YES ABSTAIN AGAINST PROPOSAL #07: STOCKHOLDER PROPOSAL NO. 5 SHAREHOLDER YES ABSTAIN AGAINST PROPOSAL #08: STOCKHOLDER PROPOSAL NO. 6 SHAREHOLDER YES AGAINST FOR ---------------------------------------------------------------------------------------------------- Issuer: AMAZON.COM, INC. Ticker: AMZN CUSIP: 023135106 Meeting Date 5/25/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: MYRTLE S. POTTER ISSUER YES FOR FOR ELECTION OF DIRECTOR: TOM A. ALBERG ISSUER YES FOR FOR ELECTION OF DIRECTOR: JEFFREY P. BEZOS ISSUER YES FOR FOR ELECTION OF DIRECTOR: L. JOHN DOERR ISSUER YES FOR FOR ELECTION OF DIRECTOR: WILLIAM B. GORDON ISSUER YES FOR FOR ELECTION OF DIRECTOR: THOMAS O. RYDER ISSUER YES FOR FOR ELECTION OF DIRECTOR: PATRICIA Q. STONESIFER ISSUER YES FOR FOR PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ERNST & ISSUER YES FOR FOR YOUNG LLP AS INDEPENDENT AUDITORS PROPOSAL #03: SHAREHOLDER PROPOSAL PERFORMANCE AND SHAREHOLDER YES AGAINST FOR TIME-BASED RESTRICTED SHARE PROGRAM FOR EXECUTIVES ---------------------------------------------------------------------------------------------------- Issuer: AMBAC FINANCIAL GROUP, INC. Ticker: ABK CUSIP: 023139108 Meeting Date 5/4/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: LAURA S. UNGER ISSUER YES FOR FOR ELECTION OF DIRECTOR: MICHAEL A. CALLEN ISSUER YES FOR FOR ELECTION OF DIRECTOR: JILL M. CONSIDINE ISSUER YES FOR FOR ELECTION OF DIRECTOR: W. GRANT GREGORY ISSUER YES FOR FOR ELECTION OF DIRECTOR: ROBERT J. GENADER ISSUER YES FOR FOR ELECTION OF DIRECTOR: PHILLIP B. LASSITER ISSUER YES FOR FOR ELECTION OF DIRECTOR: HENRY D.G. WALLACE ISSUER YES FOR FOR ELECTION OF DIRECTOR: RICHARD DULUDE ISSUER YES FOR FOR ELECTION OF DIRECTOR: RENSO L. CAPORALI ISSUER YES FOR FOR
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PROPOSAL #02: AMEND THE CERTIFICATE OF INCORPORATION TO ISSUER YES AGAINST AGAINST INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK FROM 200 MILLION TO 350 MILLION. PROPOSAL #03: APPROVE AMENDMENTS TO THE AMBAC 1997 ISSUER YES FOR FOR NON-EMPLOYEE DIRECTORS EQUITY PLAN. PROPOSAL #04: RATIFY SELECTION OF KPMG LLP AS INDEPENDENT ISSUER YES FOR FOR AUDITORS FOR 2004. ---------------------------------------------------------------------------------------------------- Issuer: AMERADA HESS CORPORATION Ticker: AHC CUSIP: 023551104 Meeting Date 5/5/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: F.A. OLSON ISSUER YES FOR FOR ELECTION OF DIRECTOR: T.H. KEAN ISSUER YES FOR FOR ELECTION OF DIRECTOR: J.B. COLLINS ISSUER YES FOR FOR ELECTION OF DIRECTOR: N.F. BRADY ISSUER YES FOR FOR PROPOSAL #02: RATIFICATION OF THE SELECTION OF ERNST & ISSUER YES FOR FOR YOUNG LLP AS INDEPENDENT AUDITORS FOR FISCAL YEAR ENDING DECEMBER 31, 2004. PROPOSAL #03: APPROVAL OF THE ADOPTION OF THE SECOND ISSUER YES FOR FOR AMENDED AND RESTATED 1995 LONG-TERM INCENTIVE PLAN. PROPOSAL #04: STOCKHOLDER PROPOSAL TO ESTABLISH AN OFFICE SHAREHOLDER YES AGAINST FOR OF THE BOARD OF DIRECTORS FOR STOCKHOLDER COMMUNICATIONS. ---------------------------------------------------------------------------------------------------- Issuer: AMERICAN EXPRESS COMPANY Ticker: AXP CUSIP: 025816109 Meeting Date 4/26/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: D.F. AKERSON ISSUER YES FOR FOR ELECTION OF DIRECTOR: F.P. POPOFF ISSUER YES FOR FOR ELECTION OF DIRECTOR: P.R. DOLAN ISSUER YES FOR FOR ELECTION OF DIRECTOR: K.I. CHENAULT ISSUER YES FOR FOR ELECTION OF DIRECTOR: U.M. BURNS ISSUER YES FOR FOR ELECTION OF DIRECTOR: W.G. BOWEN ISSUER YES FOR FOR ELECTION OF DIRECTOR: R.D. WALTER ISSUER YES FOR FOR ELECTION OF DIRECTOR: R.A. MCGINN ISSUER YES FOR FOR ELECTION OF DIRECTOR: J. LESCHLY ISSUER YES FOR FOR ELECTION OF DIRECTOR: C. BARSHEFSKY ISSUER YES FOR FOR ELECTION OF DIRECTOR: V.E. JORDAN, JR. ISSUER YES FOR FOR ELECTION OF DIRECTOR: E.D. MILLER ISSUER YES FOR FOR PROPOSAL #02: PROPOSAL TO RATIFY SELECTION OF ERNST & ISSUER YES FOR FOR YOUNG LLP AS INDEPENDENT AUDITORS. PROPOSAL #03: SHAREHOLDER PROPOSAL TO ESTABLISH SIX-YEAR SHAREHOLDER YES AGAINST FOR TERM LIMITS FOR DIRECTORS.
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PROPOSAL #04: SHAREHOLDER PROPOSAL REQUESTING A SEPARATE SHAREHOLDER YES ABSTAIN AGAINST ANNUAL REPORT DESCRIBING THE COMPANY'S POLITICAL CONTRIBUTIONS. ---------------------------------------------------------------------------------------------------- Issuer: AMERICAN INTERNATIONAL GROUP, INC. Ticker: AIG CUSIP: 026874107 Meeting Date 5/19/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: F. HOENEMEYER ISSUER YES FOR FOR ELECTION OF DIRECTOR: M. AIDINOFF ISSUER YES FOR FOR ELECTION OF DIRECTOR: R. HOLBROOKE ISSUER YES FOR FOR ELECTION OF DIRECTOR: D. KANAK ISSUER YES FOR FOR ELECTION OF DIRECTOR: H. SMITH ISSUER YES FOR FOR ELECTION OF DIRECTOR: M. SULLIVAN ISSUER YES FOR FOR ELECTION OF DIRECTOR: E. TSE ISSUER YES FOR FOR ELECTION OF DIRECTOR: F. ZARB ISSUER YES FOR FOR ELECTION OF DIRECTOR: P. CHIA ISSUER YES FOR FOR ELECTION OF DIRECTOR: M. COHEN ISSUER YES FOR FOR ELECTION OF DIRECTOR: W. COHEN ISSUER YES FOR FOR ELECTION OF DIRECTOR: M. FELDSTEIN ISSUER YES FOR FOR ELECTION OF DIRECTOR: E. FUTTER ISSUER YES FOR FOR ELECTION OF DIRECTOR: C. HILLS ISSUER YES FOR FOR ELECTION OF DIRECTOR: M. GREENBERG ISSUER YES FOR FOR PROPOSAL #02: ADOPT CHIEF EXECUTIVE OFFICER ANNUAL ISSUER YES FOR FOR COMPENSATION PLAN PROPOSAL #03: ADOPT A DIRECTOR STOCK PLAN ISSUER YES FOR FOR PROPOSAL #04: RATIFICATION OF INDEPENDENT ACCOUNTANTS ISSUER YES FOR FOR PROPOSAL #05: SHAREHOLDER PROPOSAL I DESCRIBED IN THE SHAREHOLDER YES ABSTAIN AGAINST PROXY STATEMENT PROPOSAL #06: SHAREHOLDER PROPOSAL II DESCRIBED IN THE SHAREHOLDER YES ABSTAIN AGAINST PROXY STATEMENT PROPOSAL #07: SHAREHOLDER PROPOSAL III DESCRIBED IN THE SHAREHOLDER YES ABSTAIN AGAINST PROXY STATEMENT ---------------------------------------------------------------------------------------------------- Issuer: AMERICAN POWER CONVERSION CORPORATIO Ticker: APCC CUSIP: 029066107 Meeting Date 6/10/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt PROPOSAL #01: TO FIX THE NUMBER OF DIRECTORS AT EIGHT. ISSUER YES FOR FOR ELECTION OF DIRECTOR: ERVIN F. LYON ISSUER YES FOR FOR ELECTION OF DIRECTOR: NEIL E. RASMUSSEN ISSUER YES FOR FOR ELECTION OF DIRECTOR: EMANUEL E. LANDSMAN ISSUER YES FOR FOR
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ELECTION OF DIRECTOR: JAMES D. GERSON ISSUER YES FOR FOR ELECTION OF DIRECTOR: RODGER B. DOWDELL, JR. ISSUER YES FOR FOR ELECTION OF DIRECTOR: JOHN F. KEANE, SR. ISSUER YES FOR FOR ELECTION OF DIRECTOR: JOHN G. KASSAKIAN ISSUER YES FOR FOR ELECTION OF DIRECTOR: ELLEN B. RICHSTONE ISSUER YES FOR FOR PROPOSAL #03: TO APPROVE THE COMPANY'S 2004 LONG-TERM ISSUER YES FOR FOR INCENTIVE PLAN. PROPOSAL #04: TO RATIFY THE APPOINTMENT OF THE COMPANY'S ISSUER YES FOR FOR INDEPENDENT AUDITORS. ---------------------------------------------------------------------------------------------------- Issuer: AMERICAN STANDARD COMPANIES, INC. Ticker: ASD CUSIP: 029712106 Meeting Date 5/4/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: JAMES F. HARDYMON ISSUER YES FOR FOR ELECTION OF DIRECTOR: STEVEN E. ANDERSON ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: RUTH ANN MARSHALL ISSUER YES FOR FOR PROPOSAL #02: DIRECTORS PROPOSAL - APPROVAL OF AN ISSUER YES FOR FOR AMENDMENT TO THE COMPANY'S RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK. PROPOSAL #03: DIRECTORS PROPOSAL - RATIFICATION OF THE ISSUER YES AGAINST AGAINST APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS FOR 2004. ---------------------------------------------------------------------------------------------------- Issuer: AMERISOURCEBERGEN CORPORATION Ticker: ABC CUSIP: 03073E105 Meeting Date 3/5/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: KURT J. HILZINGER ISSUER YES FOR FOR ELECTION OF DIRECTOR: EDWARD E. HAGENLOCKER ISSUER YES FOR FOR ---------------------------------------------------------------------------------------------------- Issuer: AMGEN INC. Ticker: AMGN CUSIP: 031162100 Meeting Date 5/13/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: DR. GILBERT S. OMENN ISSUER YES FOR FOR ELECTION OF DIRECTOR: MR. FRANK C. HERRINGER ISSUER YES FOR FOR ELECTION OF DIRECTOR: MR. FRANK J. BIONDI, JR ISSUER YES FOR FOR ELECTION OF DIRECTOR: MR. JERRY D. CHOATE ISSUER YES WITHHOLD AGAINST PROPOSAL #02: TO RATIFY THE SELECTION OF ERNST & YOUNG ISSUER YES FOR FOR LLP AS INDEPENDENT AUDITORS OF THE COMPANY FOR THE YEAR ENDING DECEMBER 31, 2004. PROPOSAL #3A: STOCKHOLDER PROPOSAL #1 (EEO-1 REPORT). SHAREHOLDER YES ABSTAIN AGAINST PROPOSAL #3B: STOCKHOLDER PROPOSAL #2 (STOCK OPTION SHAREHOLDER YES FOR AGAINST EXPENSING).
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---------------------------------------------------------------------------------------------------- Issuer: AMKOR TECHNOLOGY, INC. Ticker: AMKR CUSIP: 031652100 Meeting Date 7/30/2003 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: JAMES W. ZUG ISSUER YES FOR FOR ELECTION OF DIRECTOR: WINSTON J. CHURCHILL ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: JOHN N. BORUCH ISSUER YES FOR FOR ELECTION OF DIRECTOR: JAMES J. KIM ISSUER YES FOR FOR ELECTION OF DIRECTOR: JUERGEN KNORR ISSUER YES FOR FOR ELECTION OF DIRECTOR: GREGORY K. HINCKLEY ISSUER YES FOR FOR ELECTION OF DIRECTOR: THOMAS D. GEORGE ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: JOHN B. NEFF ISSUER YES FOR FOR PROPOSAL #02: RATIFICATION OF APPOINTMENT OF INDEPENDENT ISSUER YES FOR FOR ACCOUNTANTS. ---------------------------------------------------------------------------------------------------- Issuer: AMPHENOL CORPORATION Ticker: APH CUSIP: 032095101 Meeting Date 5/26/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: MARTIN H. LOEFFLER ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: ANDREW E. LIETZ ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: MICHAEL W. MICHELSON ISSUER YES WITHHOLD AGAINST PROPOSAL #02: RATIFICATION OF DELOITTE & TOUCHE LLP AS ISSUER YES FOR FOR INDEPENDENT PUBLIC ACCOUNTANTS OF THE COMPANY. PROPOSAL #03: RATIFICATION AND APPROVAL OF THE INCREASE ISSUER YES AGAINST AGAINST IN THE NUMBER OF AUTHORIZED SHARES. PROPOSAL #04: RATIFICATION AND APPROVAL OF THE 2004 STOCK ISSUER YES FOR FOR OPTION PLAN FOR DIRECTORS OF AMPHENOL CORPORATION. PROPOSAL #05: RATIFICATION AND APPROVAL OF THE 2004 ISSUER YES FOR FOR AMPHENOL EXECUTIVE INCENTIVE PLAN. ---------------------------------------------------------------------------------------------------- Issuer: ANADARKO PETROLEUM CORPORATION Ticker: APC CUSIP: 032511107 Meeting Date 5/6/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: JAMES T. HACKETT ISSUER YES FOR FOR ELECTION OF DIRECTOR: LARRY BARCUS ISSUER YES FOR FOR ELECTION OF DIRECTOR: JAMES L. BRYAN ISSUER YES FOR FOR PROPOSAL #02: AMENDMENT TO THE ANNUAL INCENTIVE BONUS ISSUER YES FOR FOR PLAN PROPOSAL #03: RATIFICATION OF APPOINTMENT OF INDEPENDENT ISSUER YES FOR FOR ACCOUNTANTS PROPOSAL #04: STOCKHOLDER PROPOSAL - CLIMATE CHANGE SHAREHOLDER YES ABSTAIN AGAINST
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---------------------------------------------------------------------------------------------------- Issuer: ANALOG DEVICES, INC. Ticker: ADI CUSIP: 032654105 Meeting Date 3/9/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: JERALD G. FISHMAN ISSUER YES FOR FOR ELECTION OF DIRECTOR: F. GRANT SAVIERS ISSUER YES WITHHOLD AGAINST PROPOSAL #02: TO APPROVE AN AMENDMENT TO THE COMPANY'S ISSUER YES AGAINST AGAINST RESTATED ARTICLES OF ORGANIZATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK FROM 600,000,000 SHARES TO 1,200,000,000 SHARES. PROPOSAL #03: TO RATIFY THE SELECTION OF ERNST & YOUNG ISSUER YES FOR FOR LLP AS THE COMPANY'S INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING OCTOBER 30, 2004. ---------------------------------------------------------------------------------------------------- Issuer: ANDRX CORPORATION Ticker: ADRX CUSIP: 034553107 Meeting Date 6/4/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: THOMAS P. RICE ISSUER YES FOR FOR ELECTION OF DIRECTOR: ELLIOT F. HAHN, PH.D. ISSUER YES FOR FOR ELECTION OF DIRECTOR: LAWRENCE J. DUBOW ISSUER YES WITHHOLD AGAINST PROPOSAL #02: TO APPROVE THE AMENDED AND RESTATED ISSUER YES AGAINST AGAINST CERTIFICATE OF INCORPORATION. PROPOSAL #03: TO RATIFY THE SELECTION OF ERNST & YOUNG ISSUER YES FOR FOR LLP AS INDEPENDENT AUDITORS FOR ANDRX CORPORATION FOR THE FISCAL YEAR ENDING DECEMBER 31, 2004. ---------------------------------------------------------------------------------------------------- Issuer: ANHEUSER-BUSCH COMPANIES, INC. Ticker: BUD CUSIP: 035229103 Meeting Date 4/28/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: JAMES R. JONES ISSUER YES FOR FOR ELECTION OF DIRECTOR: CARLOS FERNANDEZ G. ISSUER YES FOR FOR ELECTION OF DIRECTOR: ANDREW C. TAYLOR ISSUER YES FOR FOR ELECTION OF DIRECTOR: AUGUST A. BUSCH III ISSUER YES FOR FOR ELECTION OF DIRECTOR: DOUGLAS A. WARNER III ISSUER YES FOR FOR PROPOSAL #02: APPROVAL OF INDEPENDENT AUDITORS ISSUER YES FOR FOR ---------------------------------------------------------------------------------------------------- Issuer: ANTHEM, INC. Ticker: ATH CUSIP: 03674B104 Meeting Date 5/17/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: VICTOR S. LISS ISSUER YES FOR FOR ELECTION OF DIRECTOR: JAMES W. MCDOWELL, JR. ISSUER YES FOR FOR ELECTION OF DIRECTOR: JACKIE M. WARD ISSUER YES FOR FOR ELECTION OF DIRECTOR: GEORGE A. SCHAEFER, JR. ISSUER YES FOR FOR
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---------------------------------------------------------------------------------------------------- Issuer: ANTHEM, INC. Ticker: ATH CUSIP: 03674B104 Meeting Date 6/28/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt PROPOSAL #01: TO APPROVE THE ISSUANCE OF SHARES OF ISSUER YES FOR FOR ANTHEM, INC. COMMON STOCK PURSUANT TO THE AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER, EFFECTIVE AS OF OCTOBER 26, 2003, AMONG ANTHEM, ANTHEM HOLDING CORP. AND WELLPOINT, AS MORE FULLY DESCRIBED IN THE ACCOMPANYING JOINT PROXY STATEMENT/PROSPECTUS. PROPOSAL #02: TO APPROVE THE AMENDMENT OF ANTHEM'S ISSUER YES FOR FOR ARTICLES OF INCORPORATION, AS MORE FULLY DESCRIBED IN THE ACCOMPANYING JOINT PROXY STATEMENT/PROSPECTUS. ---------------------------------------------------------------------------------------------------- Issuer: APACHE CORPORATION Ticker: APA CUSIP: 037411105 Meeting Date 12/18/2003 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt PROPOSAL #01: AMENDMENT OF RESTATED CERTIFICATE OF ISSUER YES FOR FOR INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF THE COMPANY'S COMMON STOCK FROM 215,000,000 SHARES TO 430,000,000 SHARES. ---------------------------------------------------------------------------------------------------- Issuer: APACHE CORPORATION Ticker: APA CUSIP: 037411105 Meeting Date 5/6/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: RAYMOND PLANK ISSUER YES FOR FOR ELECTION OF DIRECTOR: PATRICIA ALBJERG GRAHAM ISSUER YES FOR FOR ELECTION OF DIRECTOR: F.H. MERELLI ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: EUGENE C. FIEDOREK ISSUER YES FOR FOR PROPOSAL #02: TO APPROVE STOCKHOLDER PROPOSAL RELATING TO SHAREHOLDER YES ABSTAIN AGAINST CLIMATE CHANGE. ---------------------------------------------------------------------------------------------------- Issuer: APOGENT TECHNOLOGIES INC. Ticker: AOT CUSIP: 03760A101 Meeting Date 1/27/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: MARY G. PUMA ISSUER YES FOR FOR ELECTION OF DIRECTOR: KENNETH F. YONTZ ISSUER YES FOR FOR ELECTION OF DIRECTOR: SIMON B. RICH ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: JOE L. ROBY ISSUER YES FOR FOR ---------------------------------------------------------------------------------------------------- Issuer: APPLE COMPUTER, INC. Ticker: AAPL CUSIP: 037833100 Meeting Date 4/22/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: WILLIAM V. CAMPBELL ISSUER YES FOR FOR ELECTION OF DIRECTOR: ARTHUR D. LEVINSON ISSUER YES FOR FOR ELECTION OF DIRECTOR: ALBERT A. GORE, JR. ISSUER YES FOR FOR
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ELECTION OF DIRECTOR: MILLARD S. DREXLER ISSUER YES FOR FOR ELECTION OF DIRECTOR: JEROME B. YORK ISSUER YES FOR FOR ELECTION OF DIRECTOR: STEVEN P. JOBS ISSUER YES FOR FOR PROPOSAL #02: TO RATIFY THE APPOINTMENT OF KPMG LLP AS ISSUER YES FOR FOR INDEPENDENT AUDITORS OF THE COMPANY FOR FISCAL YEAR 2004. PROPOSAL #03: TO CONSIDER A SHAREHOLDER PROPOSAL IF SHAREHOLDER YES AGAINST FOR PROPERLY PRESENTED AT THE MEETING. ---------------------------------------------------------------------------------------------------- Issuer: APPLIED MATERIALS, INC. Ticker: AMAT CUSIP: 038222105 Meeting Date 3/24/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: DAN MAYDAN ISSUER YES FOR FOR ELECTION OF DIRECTOR: STEVEN L. MILLER ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: DEBORAH A. COLEMAN ISSUER YES FOR FOR ELECTION OF DIRECTOR: GERHARD H. PARKER ISSUER YES FOR FOR ELECTION OF DIRECTOR: PHILIP V. GERDINE ISSUER YES FOR FOR ELECTION OF DIRECTOR: PAUL R. LOW ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: HERBERT M. DWIGHT, JR. ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: MICHAEL H. ARMACOST ISSUER YES FOR FOR ELECTION OF DIRECTOR: JAMES C. MORGAN ISSUER YES FOR FOR ELECTION OF DIRECTOR: MICHAEL R. SPLINTER ISSUER YES FOR FOR PROPOSAL #02: TO APPROVE THE AMENDED AND RESTATED ISSUER YES AGAINST AGAINST EMPLOYEE STOCK INCENTIVE PLAN. ---------------------------------------------------------------------------------------------------- Issuer: ARCHER-DANIELS-MIDLAND COMPANY Ticker: ADM CUSIP: 039483102 Meeting Date 11/6/2003 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: D.J. MIMRAN ISSUER YES FOR FOR ELECTION OF DIRECTOR: M.B. MULRONEY ISSUER YES FOR FOR ELECTION OF DIRECTOR: P.J. MOORE ISSUER YES FOR FOR ELECTION OF DIRECTOR: J.K. VANIER ISSUER YES FOR FOR ELECTION OF DIRECTOR: G.A. ANDREAS ISSUER YES FOR FOR ELECTION OF DIRECTOR: M.H. CARTER ISSUER YES FOR FOR ELECTION OF DIRECTOR: R.S. JOSLIN ISSUER YES FOR FOR ELECTION OF DIRECTOR: K.R. WESTBROOK ISSUER YES FOR FOR ELECTION OF DIRECTOR: O.G. WEBB ISSUER YES FOR FOR ---------------------------------------------------------------------------------------------------- Issuer: ARROW ELECTRONICS, INC. Ticker: ARW CUSIP: 042735100 Meeting Date 5/27/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt
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ELECTION OF DIRECTOR: DANIEL W. DUVAL ISSUER YES FOR FOR ELECTION OF DIRECTOR: JOHN N. HANSON ISSUER YES FOR FOR ELECTION OF DIRECTOR: STEPHEN C. PATRICK ISSUER YES FOR FOR ELECTION OF DIRECTOR: RICHARD S. ROSENBLOOM ISSUER YES FOR FOR ELECTION OF DIRECTOR: ROGER KING ISSUER YES FOR FOR ELECTION OF DIRECTOR: KAREN GORDON MILLS ISSUER YES FOR FOR ELECTION OF DIRECTOR: JOHN C. WADDELL ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: WILLIAM E. MITCHELL ISSUER YES FOR FOR ELECTION OF DIRECTOR: BARRY W. PERRY ISSUER YES FOR FOR PROPOSAL #02: APPROVAL OF THE ADOPTION OF THE ARROW ISSUER YES FOR FOR ELECTRONICS, INC. 2004 OMNIBUS INCENTIVE PLAN. PROPOSAL #03: RATIFICATION OF THE APPOINTMENT OF ERNST & ISSUER YES FOR FOR YOUNG LLP AS ARROW'S INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2004. PROPOSAL #04: IN ACCORDANCE WITH THEIR DISCRETION UPON ISSUER YES AGAINST AGAINST SUCH OTHER MATTERS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENTS THEREOF. ---------------------------------------------------------------------------------------------------- Issuer: AT&T CORP. Ticker: T CUSIP: 001957505 Meeting Date 5/19/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: T.L. WHITE ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: K.T. DERR ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: D.W. DORMAN ISSUER YES FOR FOR ELECTION OF DIRECTOR: M.K. EICKHOFF ISSUER YES FOR FOR ELECTION OF DIRECTOR: H.L. HENKEL ISSUER YES FOR FOR ELECTION OF DIRECTOR: S.A. JACKSON ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: W.F. ALDINGER ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: J.C. MADONNA ISSUER YES FOR FOR ELECTION OF DIRECTOR: D.F. MCHENRY ISSUER YES FOR FOR ELECTION OF DIRECTOR: F.C. HERRINGER ISSUER YES WITHHOLD AGAINST PROPOSAL #02: RATIFICATION OF AUDITORS ISSUER YES FOR FOR PROPOSAL #03: APPROVE THE AT&T 2004 LONG TERM INCENTIVE ISSUER YES AGAINST AGAINST PROGRAM PROPOSAL #04: TERM LIMITS FOR OUTSIDE DIRECTORS SHAREHOLDER YES AGAINST FOR PROPOSAL #05: POISON PILL SHAREHOLDER YES AGAINST FOR PROPOSAL #06: SEPARATE THE CHAIR AND CEO POSITION SHAREHOLDER YES AGAINST FOR PROPOSAL #07: EXECUTIVE COMPENSATION SHAREHOLDER YES AGAINST FOR
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---------------------------------------------------------------------------------------------------- Issuer: AT&T WIRELESS SERVICES, INC. Ticker: AWE CUSIP: 00209A106 Meeting Date 5/19/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt PROPOSAL #01: APPROVE AND ADOPT THE AGREEMENT AND PLAN OF ISSUER YES FOR FOR MERGER, DATED AS OF FEBRUARY 17, 2004, BY AND AMONG AT&T WIRELESS SERVICES, INC., CINGULAR WIRELESS CORPORATION, CINGULAR WIRELESS LLC, AND SOLELY WITH RESPECT TO SECTION 5.3, 6.1(B) AND ARTICLE IX OF THE AGREEMENT AND PLAN OF MERGER, SBC COMMUNICATIONS INC. AND BELLSOUTH CORPORATION. ELECTION OF DIRECTOR: CAROLYN M. TICKNOR ISSUER YES FOR FOR ELECTION OF DIRECTOR: JOHN D. ZEGLIS ISSUER YES FOR FOR ELECTION OF DIRECTOR: NOBUHARU ONO ISSUER YES FOR FOR PROPOSAL #03: RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT AUDITORS. PROPOSAL #04: VOTE ON SHAREHOLDER PROPOSAL ON EXECUTIVE SHAREHOLDER YES AGAINST FOR COMPENSATION PROGRAM. PROPOSAL #05: VOTE ON SHAREHOLDER PROPOSAL ON SHAREHOLDER YES AGAINST FOR DISCONTINUING CERTAIN EXECUTIVE COMPENSATION. PROPOSAL #06: VOTE ON SHAREHOLDER PROPOSAL ON VOTE SHAREHOLDER YES AGAINST FOR REQUIREMENT FOR DIRECTOR ELECTIONS. ---------------------------------------------------------------------------------------------------- Issuer: ATMEL CORPORATION Ticker: ATML CUSIP: 049513104 Meeting Date 5/12/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: GEORGE PERLEGOS ISSUER YES FOR FOR ELECTION OF DIRECTOR: NORM HALL ISSUER YES FOR FOR ELECTION OF DIRECTOR: T. PETER THOMAS ISSUER YES FOR FOR ELECTION OF DIRECTOR: TSUNG-CHING WU ISSUER YES FOR FOR ELECTION OF DIRECTOR: GUST PERLEGOS ISSUER YES FOR FOR ELECTION OF DIRECTOR: DR. CHAIHO KIM ISSUER YES FOR FOR ELECTION OF DIRECTOR: PIERRE FOUGERE ISSUER YES FOR FOR ELECTION OF DIRECTOR: DAVID SUGISHITA ISSUER YES FOR FOR PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT ACCOUNTANTS OF ATMEL CORPORATION FOR 2004. ---------------------------------------------------------------------------------------------------- Issuer: AUTODESK, INC. Ticker: ADSK CUSIP: 052769106 Meeting Date 6/17/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: CRAWFORD W. BEVERIDGE ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: MICHAEL J. FISTER ISSUER YES FOR FOR ELECTION OF DIRECTOR: STEVEN SCHEID ISSUER YES FOR FOR ELECTION OF DIRECTOR: PER-KRISTIAN HALVORSEN ISSUER YES WITHHOLD AGAINST
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ELECTION OF DIRECTOR: MARK A. BERTELSEN ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: LARRY W. WANGBERG ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: MARY ALICE TAYLOR ISSUER YES FOR FOR ELECTION OF DIRECTOR: CAROL A. BARTZ ISSUER YES FOR FOR ELECTION OF DIRECTOR: J. HALLAM DAWSON ISSUER YES FOR FOR PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST ISSUER YES FOR FOR & YOUNG LLP AS THE INDEPENDENT AUDITORS OF AUTODESK, INC. FOR THE FISCAL YEAR ENDING JANUARY 31, 2005. PROPOSAL #03: TO CONSIDER A STOCKHOLDER PROPOSAL IF SHAREHOLDER YES AGAINST FOR PROPERLY PRESENTED AT THE MEETING. ---------------------------------------------------------------------------------------------------- Issuer: AUTOMATIC DATA PROCESSING, INC. Ticker: ADP CUSIP: 053015103 Meeting Date 11/11/2003 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: ARTHUR F. WEINBACH ISSUER YES FOR FOR ELECTION OF DIRECTOR: HARVEY M. KRUEGER ISSUER YES FOR FOR ELECTION OF DIRECTOR: LEON G. COOPERMAN ISSUER YES FOR FOR ELECTION OF DIRECTOR: JOSEPH A. CALIFANO, JR. ISSUER YES FOR FOR ELECTION OF DIRECTOR: JOSH S. WESTON ISSUER YES FOR FOR ELECTION OF DIRECTOR: GREGORY D. BRENNEMAN ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: HENRY TAUB ISSUER YES FOR FOR ELECTION OF DIRECTOR: FREDERIC V. MALEK ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: GARY C. BUTLER ISSUER YES FOR FOR ELECTION OF DIRECTOR: LESLIE A. BRUN ISSUER YES FOR FOR ELECTION OF DIRECTOR: ANN DIBBLE JORDAN ISSUER YES FOR FOR PROPOSAL #02: APPROVAL OF THE AMENDMENTS TO THE COMPANY'S ISSUER YES AGAINST AGAINST 2000 KEY EMPLOYEES STOCK OPTION PLAN PROPOSAL #03: APPROVAL OF THE AMENDMENT TO THE COMPANY'S ISSUER YES AGAINST AGAINST EMPLOYEES SAVINGS- STOCK PURCHASE PLAN PROPOSAL #04: APPROVAL OF THE COMPANY'S 2003 DIRECTOR ISSUER YES AGAINST AGAINST STOCK PLAN PROPOSAL #05: APPOINTMENT OF DELOITTE & TOUCHE LLP ISSUER YES FOR FOR ---------------------------------------------------------------------------------------------------- Issuer: AUTONATION, INC. Ticker: AN CUSIP: 05329W102 Meeting Date 5/12/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: ALAN S. DAWES ISSUER YES FOR FOR ELECTION OF DIRECTOR: MIKE JACKSON ISSUER YES FOR FOR ELECTION OF DIRECTOR: ROBERT J. BROWN ISSUER YES FOR FOR ELECTION OF DIRECTOR: WILLIAM C. CROWLEY ISSUER YES FOR FOR ELECTION OF DIRECTOR: J.P. BRYAN ISSUER YES FOR FOR
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ELECTION OF DIRECTOR: RICK L. BURDICK ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: IRENE B. ROSENFELD ISSUER YES FOR FOR ELECTION OF DIRECTOR: EDWARD S. LAMPERT ISSUER YES FOR FOR PROPOSAL #02: RATIFICATION OF KPMG LLP IS RECOMMENDED BY ISSUER YES FOR FOR THE BOARD OF DIRECTORS ---------------------------------------------------------------------------------------------------- Issuer: AUTOZONE, INC. Ticker: AZO CUSIP: 053332102 Meeting Date 12/11/2003 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: N. GERRY HOUSE ISSUER YES FOR FOR ELECTION OF DIRECTOR: EARL G. GRAVES, JR. ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: MARSHA J. EVANS ISSUER YES FOR FOR ELECTION OF DIRECTOR: J.R. HYDE, III ISSUER YES FOR FOR ELECTION OF DIRECTOR: EDWARD S. LAMPERT ISSUER YES FOR FOR ELECTION OF DIRECTOR: STEVE ODLAND ISSUER YES FOR FOR ELECTION OF DIRECTOR: JAMES J. POSTL ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: CHARLES M. ELSON ISSUER YES FOR FOR ELECTION OF DIRECTOR: W. ANDREW MCKENNA ISSUER YES WITHHOLD AGAINST PROPOSAL #02: RATIFICATION OF INDEPENDENT AUDITORS. ISSUER YES AGAINST AGAINST ---------------------------------------------------------------------------------------------------- Issuer: AVAYA INC. Ticker: AV CUSIP: 053499109 Meeting Date 2/26/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: MARK LESLIE ISSUER YES FOR FOR ELECTION OF DIRECTOR: JOSEPH P. LANDY ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: DONALD K. PETERSON ISSUER YES FOR FOR ELECTION OF DIRECTOR: ANTHONY P. TERRACCIANO ISSUER YES FOR FOR PROPOSAL #02: DIRECTORS PROPOSAL - APPROVAL OF THE AVAYA ISSUER YES AGAINST AGAINST INC. 2004 LONG TERM INCENTIVE PLAN, WHICH IS THE AMENDED AND RESTATED AVAYA INC. LONG TERM INCENTIVE PLAN FOR MANAGEMENT EMPLOYEES. PROPOSAL #03: SHAREHOLDER PROPOSAL REGARDING CHIEF SHAREHOLDER YES AGAINST FOR EXECUTIVE OFFICER COMPENSATION. ---------------------------------------------------------------------------------------------------- Issuer: AVNET, INC. Ticker: AVT CUSIP: 053807103 Meeting Date 11/6/2003 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: EHUD HOUMINER ISSUER YES FOR FOR ELECTION OF DIRECTOR: RAY M. ROBINSON ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: ROY VALLEE ISSUER YES FOR FOR ELECTION OF DIRECTOR: GARY L. TOOKER ISSUER YES WITHHOLD AGAINST
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ELECTION OF DIRECTOR: JAMES A. LAWRENCE ISSUER YES FOR FOR ELECTION OF DIRECTOR: LAWRENCE W. CLARKSON ISSUER YES FOR FOR ELECTION OF DIRECTOR: FREDERIC SALERNO ISSUER YES FOR FOR ELECTION OF DIRECTOR: ELEANOR BAUM ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: J. VERONICA BIGGINS ISSUER YES WITHHOLD AGAINST PROPOSAL #02: APPROVAL OF THE 2003 STOCK COMPENSATION ISSUER YES AGAINST AGAINST PLAN. PROPOSAL #03: APPROVAL TO AMEND THE AVNET EMPLOYEE STOCK ISSUER YES FOR FOR PURCHASE PLAN. PROPOSAL #04: RATIFICATION OF APPOINTMENT OF KPMG LLP AS ISSUER YES FOR FOR INDEPENDENT PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING JULY 3, 2004. ---------------------------------------------------------------------------------------------------- Issuer: AVON PRODUCTS, INC. Ticker: AVP CUSIP: 054303102 Meeting Date 5/6/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: EDWARD T. FOGARTY ISSUER YES FOR FOR ELECTION OF DIRECTOR: MARIA ELENA LAGOMASINO ISSUER YES FOR FOR ELECTION OF DIRECTOR: SUSAN J. KROPF ISSUER YES FOR FOR PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR INDEPENDENT ACCOUNTANTS PROPOSAL #03: APPROVAL OF AMENDMENT TO RESTATED ISSUER YES FOR FOR CERTIFICATE OF INCORPORATION TO INCREASE AUTHORIZED SHARES OF COMMON STOCK PROPOSAL #04: RESOLUTION REGARDING ELIMINATION OF SHAREHOLDER YES FOR AGAINST CLASSIFIED BOARD PROPOSAL #05: RESOLUTION REGARDING REPORT ON REMOVAL OF SHAREHOLDER YES ABSTAIN AGAINST PARABENS PROPOSAL #06: RESOLUTION REGARDING REPORT ON REMOVAL OF SHAREHOLDER YES ABSTAIN AGAINST DIBUTYL PHTHALATE ---------------------------------------------------------------------------------------------------- Issuer: BAKER HUGHES INCORPORATED Ticker: BHI CUSIP: 057224107 Meeting Date 4/28/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: H. JOHN RILEY, JR. ISSUER YES FOR FOR ELECTION OF DIRECTOR: EDWARD P. DJEREJIAN ISSUER YES FOR FOR ELECTION OF DIRECTOR: CHARLES L. WATSON ISSUER YES FOR FOR PROPOSAL #02: RATIFICATION OF DELOITTE & TOUCHE AS THE ISSUER YES FOR FOR COMPANY'S INDEPENDENT AUDITOR FOR FISCAL YEAR 2004. PROPOSAL #03: STOCKHOLDER PROPOSAL NO. 1 - REGARDING SHAREHOLDER YES FOR AGAINST CLASSIFIED BOARDS. PROPOSAL #04: STOCKHOLDER PROPOSAL NO. 2 - REGARDING SHAREHOLDER YES AGAINST FOR POISON PILLS.
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---------------------------------------------------------------------------------------------------- Issuer: BANK OF AMERICA CORPORATION Ticker: BAC CUSIP: 060505104 Meeting Date 3/17/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt PROPOSAL #01: ADOPTION OF THE MERGER AGREEMENT ISSUER YES FOR FOR PROPOSAL #02: ADOPTION OF BANK OF AMERICA'S AMENDED STOCK ISSUER YES FOR FOR PLAN PROPOSAL #03: ADOPTION OF AN AMENDMENT TO INCREASE THE ISSUER YES FOR FOR NUMBER OF AUTHORIZED SHARES OF BANK OF AMERICA COMMON STOCK PROPOSAL #04: APPROVAL OF PROPOSAL TO ADJOURN THE BANK OF ISSUER YES FOR FOR AMERICA SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES ---------------------------------------------------------------------------------------------------- Issuer: BANK OF AMERICA CORPORATION Ticker: BAC CUSIP: 060505104 Meeting Date 5/26/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: THOMAS J. MAY ISSUER YES FOR FOR ELECTION OF DIRECTOR: CHARLES W. COKER ISSUER YES FOR FOR ELECTION OF DIRECTOR: WALTER E. MASSEY ISSUER YES FOR FOR ELECTION OF DIRECTOR: KENNETH D. LEWIS ISSUER YES FOR FOR ELECTION OF DIRECTOR: JAMES H. HANCE, JR. ISSUER YES FOR FOR ELECTION OF DIRECTOR: DONALD E. GUINN ISSUER YES FOR FOR ELECTION OF DIRECTOR: CHARLES K. GIFFORD ISSUER YES FOR FOR ELECTION OF DIRECTOR: PAUL FULTON ISSUER YES FOR FOR ELECTION OF DIRECTOR: WILLIAM BARNET, III ISSUER YES FOR FOR ELECTION OF DIRECTOR: JOHN T. COLLINS ISSUER YES FOR FOR ELECTION OF DIRECTOR: JACKIE M. WARD ISSUER YES FOR FOR ELECTION OF DIRECTOR: MEREDITH R. SPANGLER ISSUER YES FOR FOR ELECTION OF DIRECTOR: O. TEMPLE SLOAN, JR. ISSUER YES FOR FOR ELECTION OF DIRECTOR: THOMAS M. RYAN ISSUER YES FOR FOR ELECTION OF DIRECTOR: EDWARD L. ROMERO ISSUER YES FOR FOR ELECTION OF DIRECTOR: PATRICIA E. MITCHELL ISSUER YES FOR FOR ELECTION OF DIRECTOR: EUGENE M. MCQUADE ISSUER YES FOR FOR ELECTION OF DIRECTOR: C. STEVEN MCMILLAN ISSUER YES FOR FOR ELECTION OF DIRECTOR: GARY L. COUNTRYMAN ISSUER YES FOR FOR PROPOSAL #02: RATIFICATION OF INDEPENDENT PUBLIC ISSUER YES FOR FOR ACCOUNTANTS PROPOSAL #03: STOCKHOLDER PROPOSAL - ANNUAL MEETING DATE SHAREHOLDER YES AGAINST FOR PROPOSAL #04: STOCKHOLDER PROPOSAL - NOMINATION OF SHAREHOLDER YES AGAINST FOR DIRECTORS
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PROPOSAL #05: STOCKHOLDER PROPOSAL - CHARITABLE SHAREHOLDER YES ABSTAIN AGAINST CONTRIBUTIONS PROPOSAL #06: STOCKHOLDER PROPOSAL - MUTUAL FUND TRADING SHAREHOLDER YES AGAINST FOR POLICIES PROPOSAL #07: STOCKHOLDER PROPOSAL - PRIVACY AND SHAREHOLDER YES ABSTAIN AGAINST INFORMATION SECURITY ---------------------------------------------------------------------------------------------------- Issuer: BANK ONE CORPORATION Ticker: ONE CUSIP: 06423A103 Meeting Date 5/25/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt PROPOSAL #01: MERGER PROPOSAL ISSUER YES FOR FOR ELECTION OF DIRECTOR: LIPP ISSUER YES FOR FOR ELECTION OF DIRECTOR: BRYAN ISSUER YES FOR FOR ELECTION OF DIRECTOR: STRATTON ISSUER YES FOR FOR ELECTION OF DIRECTOR: MANOOGIAN ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: KESSLER ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: BURKE ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: NOVAK ISSUER YES FOR FOR ELECTION OF DIRECTOR: JACKSON ISSUER YES FOR FOR ELECTION OF DIRECTOR: FAY ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: DIMON ISSUER YES FOR FOR ELECTION OF DIRECTOR: CROWN ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: ROGERS ISSUER YES FOR FOR PROPOSAL #03: RATIFICATION OF APPOINTMENT OF INDEPENDENT ISSUER YES FOR FOR AUDITOR ---------------------------------------------------------------------------------------------------- Issuer: BARNES & NOBLE, INC. Ticker: BKS CUSIP: 067774109 Meeting Date 6/2/2004 For/Against Proposal: Proposed by Voted? Vote Cast Mgmt ELECTION OF DIRECTOR: WILLIAM SHELUCK, JR. ISSUER YES WITHHOLD AGAINST ELECTION OF DIRECTOR: LEONARD RIGGIO ISSUER YES FOR FOR ELECTION OF DIRECTOR: MICHAEL J. DEL GIUDICE ISSUER YES FOR FOR PROPOSAL #02: APPROVAL OF THE BARNES & NOBLE, INC. 2004 ISSUER YES AGAINST AGAINST INCENTIVE PLAN PROPOSAL #03: APPROVAL OF THE BARNES & NOBLE, INC. 2004 ISSUER YES AGAINST AGAINST EXECUTIVE P