Filed On 8/30/04 1:41pm ET ˇ SEC File 811-07175 ˇ Accession Number 932471-4-947
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
Filing Table of Contents
Document/Exhibit Description Pages Size
1: N-PX Vtmf Balanced 103 HTML 1,032K
This is an EDGAR HTML document rendered as filed. [ Alternative Formats ]
| N-PX | 1st Page of 214 | TOC | Top | Previous | Next | Bottom | Just 1st |
|---|
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
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
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.
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
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
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
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
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
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
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
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.
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
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).
----------------------------------------------------------------------------------------------------
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
----------------------------------------------------------------------------------------------------
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
----------------------------------------------------------------------------------------------------
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
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
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
----------------------------------------------------------------------------------------------------
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
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
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
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.
----------------------------------------------------------------------------------------------------
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
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