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================================================================================

                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC 20549

                                   FORM N-PX

              ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
                         MANAGEMENT INVESTMENT COMPANY

                 INVESTMENT COMPANY ACT FILE NUMBER 811-05620

                         ZWEIG TOTAL RETURN FUND, INC.
              (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

                     900 THIRD AVENUE, NEW YORK, NY, 10022
              (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)

         MARC BALTUCH, C/O ZWEIG ADVISERS, 900 THIRD AVE, NY, NY 10022
                    (NAME AND ADDRESS OF AGENT FOR SERVICE)

       Registrant's telephone number, including area code: 212-451-1100

                       Date of fiscal year end: 12/31/10

                       Date of reporting period: 6/30/11

   Form N-PX is to be used by a registered management investment company, other
than a small business investment company registered on Form N-5 ((S)(S)239.24
and 274.5 of this chapter), to file reports with the Commission, not later than
August 31 of each year, containing the registrant's proxy voting record for the
most recent twelve-month period ended June 30, pursuant to section 30 of the
Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4).
The Commission may use the information provided on Form N-PX in its regulatory,
disclosure review, inspection, and policymaking roles.

   A registrant is required to disclose the information specified by Form N-PX,
and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-PX
unless the Form displays a currently valid Office of Management and
Budget("OMB") control number. Please direct comments concerning the accuracy of
the information collection burden estimate and any suggestions for reducing the
burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street,
NW, Washington. DC 20549-0609. The OMB has reviewed this collection of
information under the clearance requirements of 44 U.S.C.(S)3507.

                             GENERAL INSTRUCTIONS

A. RULE AS TO USE OF FORM N-PX.

   Form N-PX is to be used for reports pursuant to Section 30 of the Investment
Company Act of 1940 (the "Act") and Rule 30b1-4 under the Act
(17 CFR 270.30b1-4) by all registered management investment companies, other
than small business investment companies registered on Form N-5 ((S)(S)239.24
and 274.5 of this chapter), to file their complete proxy voting record not
later than August 31 of each year for the most recent twelve-month period ended
June 30.

B. APPLICATION OF GENERAL RULES AND REGULATIONS.

   The General Rules and Regulations under the Act contain certain general
requirements that are applicable to reporting on any form under the Act. These
general requirements should be carefully read and observed in the preparation
and filing of reports on this form, except that any provision in the form or in
these instructions shall be controlling.

SEC 2451 (4-03)  PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION
                 CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS
                 THE FORM DISPLAYS A CURRENTLY VALID OMB CONTROL NUMBER.

Instructions

1. In the case of a registrant that offers multiple series of shares, provide
   the information required by this Item separately for each series. The term
   "series" means shares offered by a registrant that represent undivided
   interests in a portfolio of investments and that are preferred over all
   other series of shares for assets specifically allocated to that series in
   accordance with Rule 18f-2(a) under the Act (17 CFR 270.18f-2(a)).

2. The exchange ticker symbol or CUSIP number required by paragraph (b) or
   (c) of this Item may be omitted if it is not available through reasonably
   practicable means, e.g., in the case of certain securities of foreign
   issuers.

================================================================================



******************************* FORM N-Px REPORT *******************************

ICA File Number: 811-05620
Reporting Period: 07/01/2010 - 06/30/2011
Zweig Total Return Fund Inc

========================= ZWEIG TOTAL RETURN FUND, INC =========================

ALASKA AIR GROUP, INC.

Ticker:        ALK             Security ID:     011659109
Meeting Date:  MAY 17, 2011    Meeting Type:    Annual
Record Date:   MAR 18, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director William S. Ayer       For          For          Management
2    Elect Director Patricia M. Bedient   For          For          Management
3    Elect Director Marion C. Blakey      For          For          Management
4    Elect Director Phyllis J. Campbell   For          For          Management
5    Elect Director Jessie J. Knight, Jr. For          For          Management
6    Elect Director R. Marc Langland      For          For          Management
7    Elect Director Dennis F. Madsen      For          For          Management
8    Elect Director Byron I. Mallott      For          For          Management
9    Elect Director J. Kenneth Thompson   For          For          Management
10   Elect Director Bradley D. Tilden     For          For          Management
11   Ratify Auditors                      For          For          Management
12   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
13   Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
14   Provide Right to Act by Written      Against      Against      Management
     Consent
15   Amend Omnibus Stock Plan             For          For          Management


--------------------------------------------------------------------------------

ALCOA INC.

Ticker:        AA              Security ID:     013817101
Meeting Date:  MAY 06, 2011    Meeting Type:    Annual
Record Date:   FEB 11, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director Klaus Kleinfeld       For          For          Management
1.2  Elect Director James W. Owens        For          For          Management
1.3  Elect Director Ratan N. Tata         For          For          Management
2    Ratify Auditor                       For          For          Management
3    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
4    Advisory Vote on Say on Pay          Three Years  One Year     Management
     Frequency
5    Approve Executive Incentive Bonus    For          For          Management
     Plan
6    Reduce Supermajority Vote            For          For          Management
     Requirement Relating to Fair Price
     Protection
7    Reduce Supermajority Vote            For          For          Management
     Requirement Relating to Director
     Elections
8    Reduce Supermajority Vote            For          For          Management
     Requirement Relating to the Removal
     of Directors
9    Provide Right to Act by Written      Against      For          Shareholder
     Consent
10   Declassify the Board of Directors    Against      For          Shareholder


--------------------------------------------------------------------------------

                                    Page 1



ALTRIA GROUP, INC.

Ticker:        MO              Security ID:     02209S103
Meeting Date:  MAY 19, 2011    Meeting Type:    Annual
Record Date:   MAR 28, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Elizabeth E. Bailey   For          For          Management
2    Elect Director Gerald L. Baliles     For          For          Management
3    Elect Director John T. Casteen III   For          For          Management
4    Elect Director Dinyar S. Devitre     For          For          Management
5    Elect Director Thomas F. Farrell II  For          For          Management
6    Elect Director Thomas W. Jones       For          For          Management
7    Elect Director George Munoz          For          For          Management
8    Elect Director Nabil Y. Sakkab       For          For          Management
9    Elect Director Michael E. Szymanczyk For          For          Management
10   Ratify Auditors                      For          For          Management
11   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
12   Advisory Vote on Say on Pay          None         One Year     Management
     Frequency
13   Cease Production of Flavored         Against      Against      Shareholder
     Tobacco Products


--------------------------------------------------------------------------------

AMAZON.COM, INC.

Ticker:        AMZN            Security ID:     023135106
Meeting Date:  JUN 07, 2011    Meeting Type:    Annual
Record Date:   APR 11, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Jeffrey P. Bezos      For          For          Management
2    Elect Director Tom A. Alberg         For          For          Management
3    Elect Director John Seely Brown      For          For          Management
4    Elect Director William B. Gordon     For          For          Management
5    Elect Director Alain Monie           For          For          Management
6    Elect Director Jonathan J.           For          For          Management
     Rubinstein
7    Elect Director Thomas O. Ryder       For          For          Management
8    Elect Director Patricia Q.           For          For          Management
     Stonesifer
9    Ratify Auditors                      For          For          Management
10   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
11   Advisory Vote on Say on Pay          Three Years  One Year     Management
     Frequency
12   Amend Bylaws--Call Special Meetings  Against      For          Shareholder
13   Report on Climate Change             Against      For          Shareholder


--------------------------------------------------------------------------------

                                    Page 2



AMKOR TECHNOLOGY, INC.

Ticker:        AMKR            Security ID:     031652100
Meeting Date:  MAY 03, 2011    Meeting Type:    Annual
Record Date:   MAR 15, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director James J. Kim          For          For          Management
1.2  Elect Director Kenneth T. Joyce      For          For          Management
1.3  Elect Director Roger A. Carolin      For          For          Management
1.4  Elect Director Winston J. Churchill  For          For          Management
1.5  Elect Director John T. Kim           For          For          Management
1.6  Elect Director John F. Osborne       For          For          Management
1.7  Elect Director Dong Hyun Park        For          For          Management
1.8  Elect Director James W. Zug          For          For          Management
2    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
3    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
4    Ratify Auditors                      For          For          Management


--------------------------------------------------------------------------------

AT&T INC.

Ticker:        T               Security ID:     00206R102
Meeting Date:  APR 29, 2011    Meeting Type:    Annual
Record Date:   MAR 01, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Randall L. Stephenson For          For          Management
2    Elect Director Gilbert F. Amelio     For          For          Management
3    Elect Director Reuben V. Anderson    For          For          Management
4    Elect Director James H. Blanchard    For          For          Management
5    Elect Director Jaime Chico Pardo     For          For          Management
6    Elect Director James P. Kelly        For          For          Management
7    Elect Director Jon C. Madonna        For          For          Management
8    Elect Director Lynn M. Martin        For          For          Management
9    Elect Director John B. McCoy         For          For          Management
10   Elect Director Joyce M. Roche        For          For          Management
11   Elect Director Matthew K. Rose       For          For          Management
12   Elect Director Laura D Andrea Tyson  For          For          Management
13   Ratify Auditors                      For          For          Management
14   Approve Omnibus Stock Plan           For          For          Management
15   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
16   Advisory Vote on Say on Pay          Three Years  One Year     Management
     Frequency
17   Report on Political Contributions    Against      For          Shareholder
18   Amend Articles/Bylaws/Charter --     Against      For          Shareholder
     Call Special Meetings
19   Provide Right to Act by Written      Against      For          Shareholder
     Consent


--------------------------------------------------------------------------------

                                    Page 3



AUTOZONE, INC.

Ticker:        AZO             Security ID:     053332102
Meeting Date:  DEC 15, 2010    Meeting Type:    Annual
Record Date:   OCT 18, 2010



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director William C. Crowley    For          For          Management
1.2  Elect Director Sue E. Gove           For          For          Management
1.3  Elect Director Earl G. Graves, Jr.   For          For          Management
1.4  Elect Director Robert R. Grusky      For          For          Management
1.5  Elect Director . R. Hyde, III        For          For          Management
1.6  Elect Director W. Andrew McKenna     For          For          Management
1.7  Elect Director George R.             For          For          Management
     Mrkonic, Jr.
1.8  Elect Director Luis P. Nieto         For          For          Management
1.9  Elect Director William C.            For          For          Management
     Rhodes, III
1.10 Elect Director Theodore W. Ullyot    For          For          Management
2    Approve Omnibus Stock Plan           For          For          Management
3    Ratify Auditors                      For          For          Management


--------------------------------------------------------------------------------

BANK OF AMERICA CORPORATION

Ticker:        BAC             Security ID:     060505104
Meeting Date:  MAY 11, 2011    Meeting Type:    Annual
Record Date:   MAR 16, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Mukesh D. Ambani      For          For          Management
2    Elect Director Susan S. Bies         For          For          Management
3    Elect Director Frank P. Bramble, Sr. For          For          Management
4    Elect Director Virgis W. Colbert     For          For          Management
5    Elect Director Charles K. Gifford    For          For          Management
6    Elect Director Charles O.            For          For          Management
     Holliday, Jr.
7    Elect Director D. Paul Jones, Jr.    For          For          Management
8    Elect Director Monica C. Lozano      For          For          Management
9    Elect Director Thomas J. May         For          For          Management
10   Elect Director Brian T. Moynihan     For          For          Management
11   Elect Director Donald E. Powell      For          For          Management
12   Elect Director Charles O. Rossotti   For          For          Management
13   Elect Director Robert W. Scully      For          For          Management
14   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
15   Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
16   Ratify Auditors                      For          For          Management
17   Disclose Prior Government Service    Against      Against      Shareholder
18   Provide Right to Act by Written      Against      For          Shareholder
     Consent
19   Require Audit Committee Review and   Against      For          Shareholder
     Report on Controls Related to
     Loans, Foreclosure and
     Securitizations
20   Report on Lobbying Expenses          Against      For          Shareholder
21   Report on Collateral in Derivatives  Against      For          Shareholder
     Trading
22   Restore or Provide for Cumulative    Against      For          Shareholder
     Voting
23   Claw-back of Payments under          Against      For          Shareholder
     Restatements
24   Prohibit Certain Relocation          Against      For          Shareholder
     Benefits to Senior Executives


--------------------------------------------------------------------------------

                                    Page 4



BEST BUY CO., INC.

Ticker:        BBY             Security ID:     086516101
Meeting Date:  JUN 21, 2011    Meeting Type:    Annual
Record Date:   APR 25, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director Ronald James          For          For          Management
1.2  Elect Director Sanjay Khosla         For          For          Management
1.3  Elect Director George L. Mikan III   For          For          Management
1.4  Elect Director Matthew H. Paull      For          For          Management
1.5  Elect Director Richard M. Schulze    For          For          Management
1.6  Elect Director Hatim A. Tyabji       For          For          Management
2    Ratify Auditors                      For          For          Management
3    Change Range for Size of the Board   For          Against      Management
4    Amend Omnibus Stock Plan             For          For          Management
5    Approve Executive Incentive Bonus    For          For          Management
     Plan
6    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
7    Advisory Vote on Say on Pay          Three Years  One Year     Management
     Frequency
8    Declassify the Board of Directors    Against      For          Shareholder


--------------------------------------------------------------------------------

BIOGEN IDEC INC.

Ticker:        BIIB            Security ID:     09062X103
Meeting Date:  JUN 02, 2011    Meeting Type:    Annual
Record Date:   APR 04, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Caroline D. Dorsa     For          For          Management
2    Elect Director Stelios Papadopoulos  For          For          Management
3    Elect Director George A. Scangos     For          For          Management
4    Elect Director Lynn Schenk           For          For          Management
5    Elect Director Alexander J. Denner   For          For          Management
6    Elect Director Nancy L. Leaming      For          For          Management
7    Elect Director Richard C. Mulligan   For          For          Management
8    Elect Director Robert W. Pangia      For          For          Management
9    Elect Director Brian S. Posner       For          For          Management
10   Elect Director Eric K. Rowinsky      For          For          Management
11   Elect Director Stephen A. Sherwin    For          For          Management
12   Elect Director William D. Young      For          For          Management
13   Ratify Auditors                      For          For          Management
14   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
15   Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
16   Declassify the Board of Directors    For          For          Management


--------------------------------------------------------------------------------

BRISTOL-MYERS SQUIBB COMPANY

Ticker:        BMY             Security ID:     110122108
Meeting Date:  MAY 03, 2011    Meeting Type:    Annual
Record Date:   MAR 10, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director L. Andreotti          For          For          Management
2    Elect Director L.B. Campbell         For          For          Management
3    Elect Director J.M. Cornelius        For          For          Management
4    Elect Director L.J. Freeh            For          For          Management
5    Elect Director L.H. Glimcher         For          For          Management
6    Elect Director M. Grobstein          For          For          Management
7    Elect Director L. Johansson          For          For          Management
8    Elect Director A.J. Lacy             For          For          Management
9    Elect Director V.L. Sato             For          For          Management


                                    Page 5




                                                        
10   Elect Director E. Sigal              For          For          Management
11   Elect Director T.D. West, Jr.        For          For          Management
12   Elect Director R.S. Williams         For          For          Management
13   Ratify Auditors                      For          For          Management
14   Advisory Vote to Ratify Named
     Executive Officers' Compensation     For          For          Management
15   Advisory Vote on Say on Pay
     Frequency                            Three Years  One Year     Management
16   Increase Disclosure of Executive
     Compensation                         Against      Against      Shareholder
17   Provide Right to Act by Written
     Consent                              Against      For          Shareholder
18   Adopt Policy to Restrain
     Pharmaceutical Price Increases       Against      Against      Shareholder


--------------------------------------------------------------------------------

CATERPILLAR INC.

Ticker:        CAT             Security ID:     149123101
Meeting Date:  JUN 08, 2011    Meeting Type:    Annual
Record Date:   APR 11, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director David L. Calhoun      For          Withhold     Management
1.2  Elect Director Daniel M. Dickinson   For          For          Management
1.3  Elect Director Eugene V. Fife        For          For          Management
1.4  Elect Director Juan Gallardo         For          For          Management
1.5  Elect Director David R. Goode        For          For          Management
1.6  Elect Director Jesse J. Greene, Jr.  For          For          Management
1.7  Elect Director Peter A. Magowan      For          For          Management
1.8  Elect Director Dennis A. Muilenburg  For          For          Management
1.9  Elect Director Douglas R. Oberhelman For          For          Management
1.10 Elect Director William A. Osborn     For          For          Management
1.11 Elect Director Charles D. Powell     For          For          Management
1.12 Elect Director Edward B. Rust, Jr.   For          For          Management
1.13 Elect Director Susan C. Schwab       For          For          Management
1.14 Elect Director Joshua I. Smith       For          For          Management
1.15 Elect Director Miles D. White        For          For          Management
2    Ratify Auditors                      For          For          Management
3    Amend Executive Incentive Bonus Plan For          For          Management
4    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
5    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
6    Report on Political Contributions    Against      For          Shareholder
7    Stock Retention/Holding Period       Against      For          Shareholder
8    Require a Majority Vote for the      Against      For          Shareholder
     Election of Directors
9    Amend Articles/Bylaws/Charter --     Against      For          Shareholder
     Call Special Meetings
10   Require Independent Board Chairman   Against      Against      Shareholder
11   Review and Assess Human Rights       Against      For          Shareholder
     Policies
12   Adopt a Policy in which the Company  Against      Against      Shareholder
     will not Make or Promise to Make
     Any Death Benefit Payments to
     Senior Executives


--------------------------------------------------------------------------------

                                    Page 6



CENTURYLINK, INC.

Ticker:        CTL             Security ID:     156700106
Meeting Date:  MAY 18, 2011    Meeting Type:    Annual
Record Date:   MAR 21, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director Virginia Boulet       For          For          Management
1.2  Elect Director Peter C. Brown        For          For          Management
1.3  Elect Director Richard A. Gephardt   For          For          Management
1.4  Elect Director Gregory J. McCray     For          For          Management
1.5  Elect Director Michael J. Roberts    For          For          Management
2    Ratify Auditors                      For          For          Management
3    Approve Omnibus Stock Plan           For          For          Management
4    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
5    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
6    Report on Political Contributions    Against      For          Shareholder
7    Declassify the Board of Directors    Against      For          Shareholder


--------------------------------------------------------------------------------

CHESAPEAKE ENERGY CORPORATION

Ticker:        CHK             Security ID:     165167107
Meeting Date:  JUN 10, 2011    Meeting Type:    Annual
Record Date:   APR 15, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director Aubrey K. McClendon   For          Withhold     Management
1.2  Elect Director Don Nickles           For          Withhold     Management
1.3  Elect Director Kathleen M.           For          For          Management
     Eisbrenner
1.4  Elect Director Louis A. Simpson      For          For          Management
2    Amend Omnibus Stock Plan             For          For          Management
3    Ratify Auditors                      For          For          Management
4    Advisory Vote to Ratify Named        For          Against      Management
     Executive Officers' Compensation
5    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
6    Advisory Vote to Ratify Directors'   Against      For          Shareholder
     Compensation


--------------------------------------------------------------------------------

CHEVRON CORPORATION

Ticker:        CVX             Security ID:     166764100
Meeting Date:  MAY 25, 2011    Meeting Type:    Annual
Record Date:   APR 01, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director L.F. Deily            For          For          Management
2    Elect Director R.E. Denham           For          For          Management
3    Elect Director R.J. Eaton            For          For          Management
4    Elect Director C. Hagel              For          For          Management
5    Elect Director E. Hernandez          For          For          Management
6    Elect Director G.L. Kirkland         For          For          Management
7    Elect Director D.B. Rice             For          For          Management
8    Elect Director K.W. Sharer           For          For          Management
9    Elect Director C.R. Shoemate         For          For          Management
10   Elect Director J.G. Stumpf           For          For          Management
11   Elect Director R.D. Sugar            For          For          Management
12   Elect Director C. Ware               For          For          Management
13   Elect Director J.S. Watson           For          For          Management
14   Ratify Auditors                      For          For          Management


                                    Page 7




                                                        
15   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
16   Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
17   Request Director Nominee with        Against      For          Shareholder
     Environmental Qualifications
18   Amend Bylaws to Establish a Board    Against      Against      Shareholder
     Committee on Human Rights
19   Include Sustainability as a          Against      Against      Shareholder
     Performance Measure for Senior
     Executive Compensation
20   Adopt Guidelines for Country         Against      For          Shareholder
     Selection
21   Report on Financial Risks of         Against      Against      Shareholder
     Climate Change
22   Report on Environmental Impacts of   Against      For          Shareholder
     Natural Gas Fracturing
23   Report on Offshore Oil Wells and     Against      Against      Shareholder
     Spill Mitigation Measures


--------------------------------------------------------------------------------

CISCO SYSTEMS, INC.

Ticker:        CSCO            Security ID:     17275R102
Meeting Date:  NOV 18, 2010    Meeting Type:    Annual
Record Date:   SEP 20, 2010



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Carol A. Bartz        For          For          Management
2    Elect Director M. Michele Burns      For          For          Management
3    Elect Director Michael D. Capellas   For          For          Management
4    Elect Director Larry R. Carter       For          For          Management
5    Elect Director John T. Chambers      For          For          Management
6    Elect Director Brian L. Halla        For          For          Management
7    Elect Director John L. Hennessy      For          For          Management
8    Elect Director Richard M. Kovacevich For          For          Management
9    Elect Director Roderick C. Mcgeary   For          For          Management
10   Elect Director Michael K. Powell     For          For          Management
11   Elect Director Arun Sarin            For          For          Management
12   Elect Director Steven M. West        For          For          Management
13   Elect Director Jerry Yang            For          For          Management
14   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
15   Ratify Auditors                      For          For          Management
16   Amend Bylaws to Establish a Board    Against      Against      Shareholder
     Committee on Environmental
     Sustainability
17   Report on Internet Fragmentation     Against      For          Shareholder
18   Adopt Policy Prohibiting Sale of     Against      Against      Shareholder
     Products in China if they
     Contribute to Human Rights Abuses


--------------------------------------------------------------------------------


                                    Page 8



CITIGROUP INC.

Ticker:        C               Security ID:     172967101
Meeting Date:  APR 21, 2011    Meeting Type:    Annual
Record Date:   FEB 22, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Alain J.P. Belda      For          For          Management
2    Elect Director Timothy C. Collins    For          For          Management
3    Elect Director Jerry A. Grundhofer   For          For          Management
4    Elect Director Robert L. Joss        For          For          Management
5    Elect Director Michael E. O'Neill    For          For          Management
6    Elect Director Vikram S. Pandit      For          For          Management
7    Elect Director Richard D. Parsons    For          For          Management
8    Elect Director Lawrence R. Ricciardi For          For          Management
9    Elect Director Judith Rodin          For          For          Management
10   Elect Director Robert L. Ryan        For          For          Management
11   Elect Director Anthony M. Santomero  For          For          Management
12   Elect Director Diana L. Taylor       For          For          Management
13   Elect Director William S.            For          For          Management
     Thompson, Jr.
14   Elect Director Ernesto Zedillo       For          For          Management
15   Ratify Auditors                      For          For          Management
16   Amend Omnibus Stock Plan             For          For          Management
17   Approve Executive Incentive Bonus    For          For          Management
     Plan
18   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
19   Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
20   Approve Reverse Stock Split          For          For          Management
21   Affirm Political Non-Partisanship    Against      Against      Shareholder
22   Report on Political Contributions    Against      For          Shareholder
23   Report on Restoring Trust and        Against      Against      Shareholder
     Confidence in the Financial System
24   Amend Articles/Bylaws/Charter --     Against      For          Shareholder
     Call Special Meetings
25   Require Audit Committee Review and   Against      For          Shareholder
     Report on Controls Related to
     Loans, Foreclosure and
     Securitizations


--------------------------------------------------------------------------------

CLIFFS NATURAL RESOURCES INC.

Ticker:        CLF             Security ID:     18683K101
Meeting Date:  MAY 17, 2011    Meeting Type:    Annual
Record Date:   MAR 25, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director Joseph A. Carrabba    For          For          Management
1.2  Elect Director Susan M. Cunningham   For          For          Management
1.3  Elect Director Barry J. Eldridge     For          For          Management
1.4  Elect Director Andres R. Gluski      For          For          Management
1.5  Elect Director Susan M. Green        For          For          Management
1.6  Elect Director Janice K. Henry       For          For          Management
1.7  Elect Director James F. Kirsch       For          For          Management
1.8  Elect Director Francis R. McAllister For          For          Management
1.9  Elect Director Roger Phillips        For          For          Management
1.10 Elect Director Richard K. Riederer   For          For          Management
1.11 Elect Director Richard A. Ross       For          For          Management
1.12 Elect Director Alan Schwartz         For          For          Management
2    Increase Authorized Common Stock     For          For          Management
3    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
4    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
5    Require a Majority Vote for the      Against      For          Shareholder
     Election of Directors
6    Ratify Auditors                      For          For          Management


--------------------------------------------------------------------------------


                                    Page 9



COMCAST CORPORATION

Ticker:        CMCSA           Security ID:     20030N101
Meeting Date:  MAY 11, 2011    Meeting Type:    Annual
Record Date:   MAR 08, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director S. Decker Anstrom     For          For          Management
1.2  Elect Director Kenneth J. Bacon      For          For          Management
1.3  Elect Director Sheldon M. Bonovitz   For          For          Management
1.4  Elect Director Edward D. Breen       For          For          Management
1.5  Elect Director Joseph J. Collins     For          For          Management
1.6  Elect Director J. Michael Cook       For          For          Management
1.7  Elect Director Gerald L. Hassell     For          For          Management
1.8  Elect Director Jeffrey A. Honickman  For          For          Management
1.9  Elect Director Eduardo G. Mestre     For          For          Management
1.10 Elect Director Brian L. Roberts      For          For          Management
1.11 Elect Director Ralph J. Roberts      For          For          Management
1.12 Elect Director Judith Rodin          For          For          Management
2    Ratify Auditors                      For          For          Management
3    Approve Nonqualified Employee Stock  For          For          Management
     Purchase Plan
4    Amend Restricted Stock Plan          For          For          Management
5    Amend Stock Option Plan              For          For          Management
6    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
7    Advisory Vote on Say on Pay          Three Years  One Year     Management
     Frequency
8    Provide for Cumulative Voting        Against      For          Shareholder
9    Require Independent Board Chairman   Against      For          Shareholder


--------------------------------------------------------------------------------

CONOCOPHILLIPS

Ticker:        COP             Security ID:     20825C104
Meeting Date:  MAY 11, 2011    Meeting Type:    Annual
Record Date:   MAR 14, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Richard L. Armitage   For          For          Management
2    Elect Director Richard H. Auchinleck For          For          Management
3    Elect Director James E.              For          For          Management
     Copeland, Jr.
4    Elect Director Kenneth M. Duberstein For          For          Management
5    Elect Director Ruth R. Harkin        For          For          Management
6    Elect Director Harold W. McGraw III  For          For          Management
7    Elect Director James J. Mulva        For          For          Management
8    Elect Director Robert A. Niblock     For          For          Management
9    Elect Director Harald J. Norvik      For          For          Management
10   Elect Director William K. Reilly     For          For          Management
11   Elect Director Victoria J. Tschinkel For          For          Management
12   Elect Director Kathryn C. Turner     For          For          Management
13   Elect Director William E. Wade, Jr.  For          For          Management
14   Ratify Auditors                      For          For          Management
15   Advisory Vote to Ratify Named        For          Against      Management
     Executive Officers' Compensation
16   Advisory Vote on Say on Pay          None         One Year     Management
     Frequency
17   Approve Omnibus Stock Plan           For          For          Management
18   Amend EEO Policy to Prohibit         Against      For          Shareholder
     Discrimination based on Gender
     Identity
19   Report on Political Contributions    Against      For          Shareholder
20   Report on Lobbying Expenses          Against      For          Shareholder


                                    Page 10




                                                        
21   Report on Accident Risk Reduction    Against      Against      Shareholder
     Efforts
22   Adopt Policy to Address Coastal      Against      Against      Shareholder
     Louisiana Environmental Impacts
23   Adopt Quantitative GHG Goals for     Against      For          Shareholder
     Products and Operations
24   Report on Financial Risks of         Against      Against      Shareholder
     Climate Change
25   Report on Environmental Impact of    Against      For          Shareholder
     Oil Sands Operations in Canada


--------------------------------------------------------------------------------

CONTINENTAL AIRLINES, INC.

Ticker:        CAL             Security ID:     210795308
Meeting Date:  SEP 17, 2010    Meeting Type:    Special
Record Date:   AUG 12, 2010



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Approve Merger Agreement             For          For          Management
2    Adjourn Meeting                      For          For          Management
3    Please Mark For If Stock Owned       None         For          Management
     Beneficially By You Is Owned and
     Controlled Only By U.S. Citizens Or
     Mark Against If Such Stock Is Owned
     Or controlled By Any Person Who Is
     Not A U.S. Citizen


--------------------------------------------------------------------------------

CORNING INCORPORATED

Ticker:        GLW             Security ID:     219350105
Meeting Date:  APR 28, 2011    Meeting Type:    Annual
Record Date:   FEB 24, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director John Seely Brown      For          Against      Management
2    Elect Director John A. Canning, Jr.  For          For          Management
3    Elect Director Gordon Gund           For          Against      Management
4    Elect Director Kurt M. Landgraf      For          Against      Management
5    Elect Director H. Onno Ruding        For          Against      Management
6    Elect Director Glenn F. Tilton       For          For          Management
7    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
8    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
9    Ratify Auditors                      For          For          Management
10   Amend Articles/Bylaws/Charter --     Against      For          Shareholder
     Call Special Meetings


--------------------------------------------------------------------------------


                                    Page 11



CUMMINS INC.

Ticker:        CMI             Security ID:     231021106
Meeting Date:  MAY 10, 2011    Meeting Type:    Annual
Record Date:   MAR 14, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Theodore M. Solso     For          For          Management
2    Elect Director N. Thomas Linebarger  For          For          Management
3    Elect Director William I. Miller     For          For          Management
4    Elect Director Alexis M. Herman      For          For          Management
5    Elect Director Georgia R. Nelson     For          For          Management
6    Elect Director Carl Ware             For          For          Management
7    Elect Director Robert K. Herdman     For          For          Management
8    Elect Director Robert J. Bernhard    For          For          Management
9    Elect Director Franklin R.           For          For          Management
     Chang-Diaz
10   Elect Director Stephen B. Dobbs      For          For          Management
11   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
12   Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
13   Ratify Auditors                      For          For          Management


--------------------------------------------------------------------------------

DARDEN RESTAURANTS, INC.

Ticker:        DRI             Security ID:     237194105
Meeting Date:  SEP 14, 2010    Meeting Type:    Annual
Record Date:   JUL 21, 2010



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director Leonard L. Berry      For          For          Management
1.2  Elect Director Odie C. Donald        For          For          Management
1.3  Elect Director Christopher J.        For          For          Management
     Fraleigh
1.4  Elect Director Victoria D. Harker    For          For          Management
1.5  Elect Director David H. Hughes       For          For          Management
1.6  Elect Director Charles A.            For          For          Management
     Ledsinger Jr
1.7  Elect Director William M. Lewis, Jr. For          For          Management
1.8  Elect Director Senator Connie        For          For          Management
     Mack, III
1.9  Elect Director Andrew H. Madsen      For          For          Management
1.10 Elect Director Clarence Otis, Jr.    For          For          Management
1.11 Elect Director Michael D. Rose       For          For          Management
1.12 Elect Director Maria A. Sastre       For          For          Management
2    Amend Omnibus Stock Plan             For          For          Management
3    Ratify Auditors                      For          For          Management


--------------------------------------------------------------------------------

DRYSHIPS INC.

Ticker:        DRYS            Security ID:     Y2109Q101
Meeting Date:  SEP 06, 2010    Meeting Type:    Annual
Record Date:   JUL 19, 2010



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Chryssoula Kandylidis as       For          For          Management
     Director
1.2  Elect George Demathas as Director    For          For          Management
2    Ratify Ernst & Young (Hellas)        For          For          Management
     Certified Auditors Accountants S.A.
     as Auditors


--------------------------------------------------------------------------------


                                    Page 12



DUKE ENERGY CORPORATION

Ticker:        DUK             Security ID:     26441C105
Meeting Date:  MAY 05, 2011    Meeting Type:    Annual
Record Date:   MAR 10, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director William Barnet, III   For          For          Management
1.2  Elect Director G. Alex               For          For          Management
     Bernhardt, Sr.
1.3  Elect Director Michael G. Browning   For          For          Management
1.4  Elect Director Daniel R. DiMicco     For          For          Management
1.5  Elect Director John H. Forsgren      For          For          Management
1.6  Elect Director Ann Maynard Gray      For          For          Management
1.7  Elect Director James H. Hance, Jr.   For          For          Management
1.8  Elect Director E. James Reinsch      For          For          Management
1.9  Elect Director James T. Rhodes       For          For          Management
1.10 Elect Director James E. Rogers       For          For          Management
1.11 Elect Director Philip R. Sharp       For          For          Management
2    Ratify Auditors                      For          For          Management
3    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
4    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
5    Report on Global Warming Lobbying    Against      Against      Shareholder
     Activities
6    Report on Financial Risks of Coal    Against      Against      Shareholder
     Reliance
7    Require a Majority Vote for the      Against      For          Shareholder
     Election of Directors


--------------------------------------------------------------------------------

E. I. DU PONT DE NEMOURS AND COMPANY

Ticker:        DD              Security ID:     263534109
Meeting Date:  APR 27, 2011    Meeting Type:    Annual
Record Date:   MAR 02, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Richard H. Brown      For          For          Management
2    Elect Director Robert A. Brown       For          For          Management
3    Elect Director Bertrand P. Collomb   For          For          Management
4    Elect Director Curtis J. Crawford    For          For          Management
5    Elect Director Alexander M. Cutler   For          For          Management
6    Elect Director Eleuthere I. du Pont  For          For          Management
7    Elect Director Marillyn A. Hewson    For          For          Management
8    Elect Director Lois D. Juliber       For          For          Management
9    Elect Director Ellen J. Kullman      For          For          Management
10   Elect Director William K. Reilly     For          For          Management
11   Ratify Auditors                      For          For          Management
12   Amend Omnibus Stock Plan             For          For          Management
13   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
14   Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
15   Amend Articles/Bylaws/Charter --     Against      For          Shareholder
     Call Special Meetings
16   Report on Genetically Engineered     Against      Against      Shareholder
     Seed
17   Report on Pay Disparity              Against      Against      Shareholder


--------------------------------------------------------------------------------


                                    Page 13



EL PASO CORPORATION

Ticker:        EP              Security ID:     28336L109
Meeting Date:  MAY 17, 2011    Meeting Type:    Annual
Record Date:   MAR 22, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Juan Carlos Braniff   For          For          Management
2    Elect Director David W. Crane        For          For          Management
3    Elect Director Douglas L. Foshee     For          For          Management
4    Elect Director Robert W. Goldman     For          For          Management
5    Elect Director Anthony W. Hall, Jr.  For          For          Management
6    Elect Director Thomas R. Hix         For          For          Management
7    Elect Director Ferrell P. McClean    For          For          Management
8    Elect Director Timothy J. Probert    For          For          Management
9    Elect Director Steven J. Shapiro     For          For          Management
10   Elect Director J. Michael Talbert    For          For          Management
11   Elect Director Robert F. Vagt        For          For          Management
12   Elect Director John L. Whitmire      For          For          Management
13   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
14   Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
15   Ratify Auditors                      For          For          Management


--------------------------------------------------------------------------------

ELI LILLY AND COMPANY

Ticker:        LLY             Security ID:     532457108
Meeting Date:  APR 18, 2011    Meeting Type:    Annual
Record Date:   FEB 15, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director M.L. Eskew            For          For          Management
2    Elect Director A.G. Gilman           For          For          Management
3    Elect Director K.N. Horn             For          For          Management
4    Elect Director J.C. Lechleiter       For          For          Management
5    Ratify Auditors                      For          For          Management
6    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
7    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
8    Declassify the Board of Directors    For          For          Management
9    Reduce Supermajority Vote            For          For          Management
     Requirement
10   Approve Executive Incentive Bonus    For          For          Management
     Plan


--------------------------------------------------------------------------------

FIRSTENERGY CORP.

Ticker:        FE              Security ID:     337932107
Meeting Date:  MAY 17, 2011    Meeting Type:    Annual
Record Date:   MAR 28, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director Paul T. Addison       For          Withhold     Management
1.2  Elect Director Anthony J. Alexander  For          Withhold     Management
1.3  Elect Director Michael J. Anderson   For          Withhold     Management
1.4  Elect Director Carol A. Cartwright   For          Withhold     Management
1.5  Elect Director William T. Cottle     For          Withhold     Management
1.6  Elect Director Robert B.             For          Withhold     Management
     Heisler, Jr.
1.7  Elect Director Julia L. Johnson      For          For          Management
1.8  Elect Director Ted J. Kleisner       For          For          Management
1.9  Elect Director Ernest J. Novak, Jr.  For          Withhold     Management
1.10 Elect Director Catherine A. Rein     For          Withhold     Management
1.11 Elect Director George M. Smart       For          Withhold     Management
1.12 Elect Director Wes M. Taylor         For          Withhold     Management
1.13 Elect Director Jesse T.              For          Withhold     Management
     Williams, Sr.


                                    Page 14




                                                        
2    Ratify Auditors                      For          For          Management
3    Provide Right to Call Special        For          For          Management
     Meeting
4    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
5    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
6    Report on Coal Combustion Waste      Against      For          Shareholder
     Hazard and Risk Mitigation Efforts
7    Provide Right to Act by Written      Against      For          Shareholder
     Consent
8    Require a Majority Vote for the      Against      For          Shareholder
     Election of Directors
9    Report on Financial Risks of Coal    Against      For          Shareholder
     Reliance


--------------------------------------------------------------------------------

FOSTER WHEELER AG

Ticker:        FWLT            Security ID:     H27178104
Meeting Date:  FEB 24, 2011    Meeting Type:    Special
Record Date:   DEC 27, 2010



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Umberto della Sala as Director For          For          Management
2    Authorize Repurchase of Issued       For          For          Management
     Share Capital
3    Transact Other Business (Voting)     For          Against      Management


--------------------------------------------------------------------------------

FOSTER WHEELER AG

Ticker:        FWLT            Security ID:     H27178104
Meeting Date:  MAY 03, 2011    Meeting Type:    Annual
Record Date:   MAR 08, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Clayton C. Daley, Jr. as       For          For          Management
     Director
1.2  Elect Edward G. Galante as Director  For          For          Management
1.3  Elect Raymond J. Milchovich as       For          For          Management
     Director
2    Ratify PricewaterhouseCoopers AG as  For          For          Management
     Auditors
3    Ratify PricewaterhouseCoopers LLP    For          For          Management
     as Independent Registered Public
     Accounting Firm
4    Accept Financial Statements and      For          For          Management
     Statutory Reports
5    Approve Discharge of Board and       For          For          Management
     Senior Management
6    Approve Creation of CHF 187 Million  For          For          Management
     Pool of Capital without Preemptive
     Rights
7    Approve CHF 13 Million Reduction in  For          For          Management
     Share Capital via Cancellation of
     Repurchased Shares
8    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
9    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
10   Approve Re-allocation of Free        For          For          Management
     Reserves to Legal Reserves from
     Capital Contribution
11   Broadridge note: IN THE EVENT        For          Abstain      Management
     COUNTERPROPOSALS, ALTERATIONS OR
     AMENDMENTS OF THEAGENDA ITEMS OR
     OTHER MATTERS ARE RAISED AT THE
     ANNUAL GENERALMEETING, I INSTRUCT
     THE APPOINTED PROXIES TO VOTE AS
     FOLLOWS


--------------------------------------------------------------------------------


                                    Page 15



FREEPORT-MCMORAN COPPER & GOLD INC.

Ticker:        FCX             Security ID:     35671D857
Meeting Date:  JUN 15, 2011    Meeting Type:    Annual
Record Date:   APR 19, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director Richard C. Adkerson   For          For          Management
1.2  Elect Director Robert J.             For          For          Management
     Allison, Jr.
1.3  Elect Director Robert A. Day         For          For          Management
1.4  Elect Director Gerald J. Ford        For          For          Management
1.5  Elect Director H. Devon Graham, Jr.  For          For          Management
1.6  Elect Director Charles C. Krulak     For          For          Management
1.7  Elect Director Bobby Lee Lackey      For          For          Management
1.8  Elect Director Jon C. Madonna        For          For          Management
1.9  Elect Director Dustan E. McCoy       For          For          Management
1.10 Elect Director James R. Moffett      For          For          Management
1.11 Elect Director B.M. Rankin, Jr.      For          For          Management
1.12 Elect Director Stephen H. Siegele    For          For          Management
2    Advisory Vote to Ratify Named        For          Against      Management
     Executive Officers' Compensation
3    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
4    Ratify Auditors                      For          For          Management
5    Request Director Nominee with        Against      For          Shareholder
     Environmental Qualifications


--------------------------------------------------------------------------------

GILEAD SCIENCES, INC.

Ticker:        GILD            Security ID:     375558103
Meeting Date:  MAY 12, 2011    Meeting Type:    Annual
Record Date:   MAR 16, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director John F. Cogan         For          For          Management
1.2  Elect Director Etienne F. Davignon   For          For          Management
1.3  Elect Director James M. Denny        For          For          Management
1.4  Elect Director Carla A. Hills        For          For          Management
1.5  Elect Director Kevin E. Lofton       For          For          Management
1.6  Elect Director John W. Madigan       For          For          Management
1.7  Elect Director John C. Martin        For          For          Management
1.8  Elect Director Gordon E. Moore       For          For          Management
1.9  Elect Director Nicholas G. Moore     For          For          Management
1.10 Elect Director Richard J. Whitley    For          For          Management
1.11 Elect Director Gayle E. Wilson       For          For          Management
1.12 Elect Director Per Wold-Olsen        For          For          Management
2    Ratify Auditors                      For          For          Management
3    Amend Executive Incentive Bonus Plan For          For          Management
4    Reduce Supermajority Vote            For          For          Management
     Requirement
5    Provide Right to Call Special        For          For          Management
     Meeting
6    Advisory Vote to Ratify Named        For          Against      Management
     Executive Officers' Compensation
7    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency


--------------------------------------------------------------------------------

                                    Page 16



HALLIBURTON COMPANY

Ticker:        HAL             Security ID:     406216101
Meeting Date:  MAY 19, 2011    Meeting Type:    Annual
Record Date:   MAR 21, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Alan M. Bennett       For          For          Management
2    Elect Director James R. Boyd         For          For          Management
3    Elect Director Milton Carroll        For          For          Management
4    Elect Director Nance K. Dicciani     For          For          Management
5    Elect Director S. Malcolm Gillis     For          For          Management
6    Elect Director Abdallah S. Jum'ah    For          For          Management
7    Elect Director David J. Lesar        For          For          Management
8    Elect Director Robert A. Malone      For          For          Management
9    Elect Director J Landis Martin       For          For          Management
10   Elect Director Debra L. Reed         For          For          Management
11   Ratify Auditors                      For          For          Management
12   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
13   Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
14   Review and Assess Human Rights       Against      For          Shareholder
     Policies
15   Report on Political Contributions    Against      For          Shareholder


--------------------------------------------------------------------------------

HCP, INC.

Ticker:        HCP             Security ID:     40414L109
Meeting Date:  APR 28, 2011    Meeting Type:    Annual
Record Date:   MAR 04, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director James F. Flaherty III For          For          Management
2    Elect Director Christine N. Garvey   For          For          Management
3    Elect Director David B. Henry        For          For          Management
4    Elect Director Lauralee E. Martin    For          For          Management
5    Elect Director Michael D. McKee      For          For          Management
6    Elect Director Peter L. Rhein        For          For          Management
7    Elect Director Kenneth B. Roath      For          For          Management
8    Elect Director Richard M. Rosenberg  For          For          Management
9    Elect Director Joseph P. Sullivan    For          For          Management
10   Ratify Auditors                      For          For          Management
11   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
12   Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency


--------------------------------------------------------------------------------

                                    Page 17



HEWLETT-PACKARD COMPANY

Ticker:        HPQ             Security ID:     428236103
Meeting Date:  MAR 23, 2011    Meeting Type:    Annual
Record Date:   JAN 24, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director M. L. Andreessen      For          For          Management
2    Elect Director L. Apotheker          For          For          Management
3    Elect Director L.T. Babbio, Jr.      For          Against      Management
4    Elect Director S.M. Baldauf          For          Against      Management
5    Elect Director S. Banerji            For          For          Management
6    Elect Director R.L. Gupta            For          For          Management
7    Elect Director J.H. Hammergren       For          For          Management
8    Elect Director R.J. Lane             For          For          Management
9    Elect Director G.M. Reiner           For          For          Management
10   Elect Director P.F. Russo            For          For          Management
11   Elect Director D. Senequier          For          For          Management
12   Elect Director G.K. Thompson         For          Against      Management
13   Elect Director M.C. Whitman          For          For          Management
14   Ratify Auditors                      For          For          Management
15   Advisory Vote to Ratify Named        For          Against      Management
     Executive Officers' Compensation
16   Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
17   Approve Qualified Employee Stock     For          For          Management
     Purchase Plan
18   Amend Executive Incentive Bonus Plan For          For          Management


--------------------------------------------------------------------------------

HUDSON CITY BANCORP, INC.

Ticker:        HCBK            Security ID:     443683107
Meeting Date:  APR 19, 2011    Meeting Type:    Annual
Record Date:   MAR 01, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Ronald E.             For          For          Management
     Hermance, Jr.
2    Elect Director William G. Bardel     For          For          Management
3    Elect Director Scott A. Belair       For          For          Management
4    Elect Director Cornelius E. Golding  For          For          Management
5    Ratify Auditors                      For          For          Management
6    Approve Omnibus Stock Plan           For          For          Management
7    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
8    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
9    Declassify the Board of Directors    Against      For          Shareholder


--------------------------------------------------------------------------------

INTEL CORPORATION

Ticker:        INTC            Security ID:     458140100
Meeting Date:  MAY 19, 2011    Meeting Type:    Annual
Record Date:   MAR 21, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Charlene Barshefsky   For          For          Management
2    Elect Director Susan L. Decker       For          For          Management
3    Elect Director John J. Donahoe       For          For          Management
4    Elect Director Reed E. Hundt         For          For          Management
5    Elect Director Paul S. Otellini      For          For          Management
6    Elect Director James D. Plummer      For          For          Management
7    Elect Director David S. Pottruck     For          For          Management
8    Elect Director Jane E. Shaw          For          For          Management
9    Elect Director Frank D. Yeary        For          For          Management
10   Elect Director David B. Yoffie       For          For          Management
11   Ratify Auditors                      For          For          Management


                                    Page 18




                                                        
12   Amend Omnibus Stock Plan             For          For          Management
13   Amend Qualified Employee Stock       For          For          Management
     Purchase Plan
14   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
15   Advisory Vote on Say on Pay          None         One Year     Management
     Frequency


--------------------------------------------------------------------------------

INTERNATIONAL BUSINESS MACHINES CORPORATION

Ticker:        IBM             Security ID:     459200101
Meeting Date:  APR 26, 2011    Meeting Type:    Annual
Record Date:   FEB 25, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director A. J. P. Belda        For          For          Management
2    Elect Director W. R. Brody           For          For          Management
3    Elect Director K. I. Chenault        For          For          Management
4    Elect Director M. L. Eskew           For          For          Management
5    Elect Director S. A. Jackson         For          For          Management
6    Elect Director A. N. Liveris         For          For          Management
7    Elect Director W. J. McNerney, Jr.   For          For          Management
8    Elect Director J. W. Owens           For          For          Management
9    Elect Director S. J. Palmisano       For          For          Management
10   Elect Director J. E. Spero           For          For          Management
11   Elect Director S. Taurel             For          For          Management
12   Elect Director L. H. Zambrano        For          For          Management
13   Ratify Auditors                      For          For          Management
14   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
15   Advisory Vote on Say on Pay          Three Years  One Year     Management
     Frequency
16   Provide for Cumulative Voting        Against      For          Shareholder
17   Report on Political Contributions    Against      For          Shareholder
18   Report on Lobbying Expenses          Against      For          Shareholder


--------------------------------------------------------------------------------

KIMBERLY-CLARK CORPORATION

Ticker:        KMB             Security ID:     494368103
Meeting Date:  APR 21, 2011    Meeting Type:    Annual
Record Date:   FEB 22, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director John R. Alm           For          For          Management
2    Elect Director John F. Bergstrom     For          For          Management
3    Elect Director Abelardo E. Bru       For          For          Management
4    Elect Director Robert W. Decherd     For          For          Management
5    Elect Director Thomas J. Falk        For          For          Management
6    Elect Director Mae C. Jemison        For          For          Management
7    Elect Director James M. Jenness      For          For          Management
8    Elect Director Nancy J. Karch        For          For          Management
9    Elect Director Ian C. Read           For          For          Management
10   Elect Director Linda Johnson Rice    For          For          Management
11   Elect Director Marc J. Shapiro       For          For          Management
12   Elect Director G. Craig Sullivan     For          For          Management
13   Ratify Auditors                      For          For          Management
14   Approve Non-Employee Director        For          For          Management
     Omnibus Stock Plan


                                    Page 19




                                                        
15   Approve Omnibus Stock Plan           For          For          Management
16   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
17   Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency


--------------------------------------------------------------------------------

L-3 COMMUNICATIONS HOLDINGS, INC.

Ticker:        LLL             Security ID:     502424104
Meeting Date:  APR 26, 2011    Meeting Type:    Annual
Record Date:   MAR 01, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director H. Hugh Shelton       For          For          Management
1.2  Elect Director Michael T. Strianese  For          For          Management
1.3  Elect Director John P. White         For          For          Management
2    Ratify Auditors                      For          For          Management
3    Advisory Vote to Ratify Named        For          Against      Management
     Executive Officers' Compensation
4    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency


--------------------------------------------------------------------------------

LEGGETT & PLATT, INCORPORATED

Ticker:        LEG             Security ID:     524660107
Meeting Date:  MAY 12, 2011    Meeting Type:    Annual
Record Date:   MAR 07, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Robert E. Brunner     For          For          Management
2    Elect Director Ralph W. Clark        For          For          Management
3    Elect Director R. Ted Enloe, III     For          For          Management
4    Elect Director Richard T. Fisher     For          For          Management
5    Elect Director Matthew C. Flanigan   For          For          Management
6    Elect Director Karl G. Glassman      For          For          Management
7    Elect Director Ray A. Griffith       For          For          Management
8    Elect Director David S. Haffner      For          For          Management
9    Elect Director Joseph W. McClanathan For          For          Management
10   Elect Director Judy C. Odom          For          For          Management
11   ElectElect Director Maurice E.       For          For          Management
     Purnell, Jr.
12   Elect Director Phoebe A. Wood        For          For          Management
13   Ratify Auditors                      For          For          Management
14   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
15   Advisory Vote on Say on Pay          Three Years  One Year     Management
     Frequency
16   Amend EEO Policy to Prohibit         Against      For          Shareholder
     Discrimination based on Sexual
     Orientation and Gender Identity


--------------------------------------------------------------------------------

                                    Page 20



LOCKHEED MARTIN CORPORATION

Ticker:        LMT             Security ID:     539830109
Meeting Date:  APR 28, 2011    Meeting Type:    Annual
Record Date:   MAR 01, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Nolan D. Archibald    For          For          Management
2    Elect Director Rosalind G. Brewer    For          For          Management
3    Elect Director David B. Burritt      For          For          Management
4    Elect Director James O. Ellis, Jr.   For          For          Management
5    Elect Director Thomas J. Falk        For          For          Management
6    Elect Director Gwendolyn S. King     For          For          Management
7    Elect Director James M. Loy          For          For          Management
8    Elect Director Douglas H.            For          For          Management
     McCorkindale
9    Elect Director Joseph W. Ralston     For          For          Management
10   Elect Director Anne Stevens          For          For          Management
11   Elect Director Robert J. Stevens     For          For          Management
12   Ratify Auditors                      For          For          Management
13   Approve Omnibus Stock Plan           For          For          Management
14   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
15   Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
16   Provide Right to Act by Written      Against      For          Shareholder
     Consent


--------------------------------------------------------------------------------

LULULEMON ATHLETICA INC.

Ticker:        LULU            Security ID:     550021109
Meeting Date:  JUN 08, 2011    Meeting Type:    Annual
Record Date:   APR 19, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director Michael Casey         For          For          Management
1.2  Elect Director RoAnn Costin          For          For          Management
1.3  Elect Director R. Brad Martin        For          For          Management
2    Ratify Auditors                      For          For          Management
3    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
4    Advisory Vote on Say on Pay          Three Years  One Year     Management
     Frequency
5    Amend Omnibus Stock Plan             For          For          Management
6    Approve Executive Incentive Bonus    For          For          Management
     Plan
7    Approve Stock Split                  For          For          Management


--------------------------------------------------------------------------------

MASSEY ENERGY COMPANY

Ticker:        MEE             Security ID:     576206106
Meeting Date:  OCT 06, 2010    Meeting Type:    Special
Record Date:   AUG 27, 2010



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Declassify the Board of Directors    For          For          Management
2    Eliminate Cumulative Voting          For          For          Management
3    Reduce Supermajority Vote            For          For          Management
     Requirement Relating to Bylaw
     Amendments
4    Reduce Supermajority Vote            For          For          Management
     Requirement Relating to Business
     Combinations
5    Provide Right to Call Special        For          For          Management
     Meeting
6    Increase Authorized Common Stock     For          For          Management


--------------------------------------------------------------------------------

                                    Page 21



MASSEY ENERGY COMPANY

Ticker:        MEE             Security ID:     576206106
Meeting Date:  JUN 01, 2011    Meeting Type:    Special
Record Date:   APR 27, 2011



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


--------------------------------------------------------------------------------

MCDONALD'S CORPORATION

Ticker:        MCD             Security ID:     580135101
Meeting Date:  MAY 19, 2011    Meeting Type:    Annual
Record Date:   MAR 22, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Susan E. Arnold       For          For          Management
2    Elect Director Richard H. Lenny      For          For          Management
3    Elect Director Cary D. McMillan      For          For          Management
4    Elect Director Sheila A. Penrose     For          For          Management
5    Elect Director James A. Skinner      For          For          Management
6    Ratify Auditors                      For          For          Management
7    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
8    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
9    Reduce Supermajority Vote            For          For          Management
     Requirement for Transactions With
     Interested Shareholders
10   Reduce Supermajority Vote            For          For          Management
     Requirement Relating to the Board
     of Directors
11   Reduce Supermajority Vote            For          For          Management
     Requirement for Shareholder Action
12   Declassify the Board of Directors    Against      For          Shareholder
13   Require Suppliers to Adopt CAK       Against      Against      Shareholder
14   Report on Policy Responses to        Against      Against      Shareholder
     Children's Health Concerns and Fast
     Food
15   Report on Beverage Container         Against      For          Shareholder
     Environmental Strategy


--------------------------------------------------------------------------------

MEADWESTVACO CORPORATION

Ticker:        MWV             Security ID:     583334107
Meeting Date:  APR 18, 2011    Meeting Type:    Annual
Record Date:   MAR 01, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Michael E. Campbell   For          For          Management
2    Elect Director Thomas W. Cole, Jr.   For          For          Management
3    Elect Director James G. Kaiser       For          For          Management
4    Elect Director Richard B. Kelson     For          For          Management
5    Elect Director James M. Kilts        For          For          Management
6    Elect Director Susan J. Kropf        For          For          Management
7    Elect Director Douglas S. Luke       For          For          Management
8    Elect Director John A. Luke, Jr.     For          For          Management


                                    Page 22




                                                        
9    Elect Director Robert C. McCormack   For          For          Management
10   Elect Director Timothy H. Powers     For          For          Management
11   Elect Director Jane L. Warner        For          For          Management
12   Ratify Auditors                      For          For          Management
13   Amend Omnibus Stock Plan             For          For          Management
14   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
15   Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency


--------------------------------------------------------------------------------

MICROSOFT CORPORATION

Ticker:        MSFT            Security ID:     594918104
Meeting Date:  NOV 16, 2010    Meeting Type:    Annual
Record Date:   SEP 03, 2010



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Steven A. Ballmer     For          For          Management
2    Elect Director Dina Dublon           For          For          Management
3    Elect Director William H. Gates III  For          For          Management
4    Elect Director Raymond V. Gilmartin  For          For          Management
5    Elect Director Reed Hastings         For          For          Management
6    Elect Director Maria M. Klawe        For          For          Management
7    Elect Director David F. Marquardt    For          For          Management
8    Elect Director Charles H. Noski      For          For          Management
9    Elect Director Helmut Panke          For          For          Management
10   Ratify Auditors                      For          For          Management
11   Amend Bylaws to Establish a Board    Against      Against      Shareholder
     Committee on Environmental
     Sustainability


--------------------------------------------------------------------------------

NEW YORK COMMUNITY BANCORP, INC.

Ticker:        NYB             Security ID:     649445103
Meeting Date:  JUN 02, 2011    Meeting Type:    Annual
Record Date:   APR 07, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director Dominick Ciampa       For          For          Management
1.2  Elect Director W.C. Frederick        For          For          Management
1.3  Elect Director Max L. Kupferberg     For          For          Management
1.4  Elect Director Spiros J. Voutsinas   For          For          Management
1.5  Elect Director Robert Wann           For          For          Management
2    Ratify Auditors                      For          For          Management
3    Amend Executive Incentive Bonus Plan For          For          Management
4    Amend Omnibus Stock Plan             For          For          Management
5    Advisory Vote to Ratify Named        For          Against      Management
     Executive Officers' Compensation
6    Advisory Vote on Say on Pay          Three Years  One Year     Management
     Frequency


--------------------------------------------------------------------------------

                                    Page 23



NUCOR CORPORATION

Ticker:        NUE             Security ID:     670346105
Meeting Date:  MAY 12, 2011    Meeting Type:    Annual
Record Date:   MAR 14, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director Peter C. Browning     For          For          Management
1.2  Elect Director Victoria F. Haynes    For          For          Management
1.3  Elect Director Christopher J.        For          For          Management
     Kearney
2    Ratify Auditors                      For          For          Management
3    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
4    Advisory Vote on Say on Pay          Three Years  One Year     Management
     Frequency
5    Require a Majority Vote for the      Against      For          Shareholder
     Election of Directors
6    Require Independent Board Chairman   Against      For          Shareholder


--------------------------------------------------------------------------------

OCCIDENTAL PETROLEUM CORPORATION

Ticker:        OXY             Security ID:     674599105
Meeting Date:  MAY 06, 2011    Meeting Type:    Annual
Record Date:   MAR 15, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Spencer Abraham       For          For          Management
2    Elect Director Howard I. Atkins      For          For          Management
3    Elect Director Stephen I. Chazen     For          For          Management
4    Elect Director Edward P. Djerejian   For          Against      Management
5    Elect Director John E. Feick         For          For          Management
6    Elect Director Margaret M. Foran     For          For          Management
7    Elect Director Carlos M. Gutierrez   For          For          Management
8    Elect Director Ray R. Irani          For          Against      Management
9    Elect Director Avedick B. Poladian   For          For          Management
10   Elect Director Rodolfo Segovia       For          Against      Management
11   Elect Director Aziz D. Syriani       For          Against      Management
12   Elect Director Rosemary Tomich       For          Against      Management
13   Elect Director Walter L. Weisman     For          Against      Management
14   Ratify Auditors                      For          For          Management
15   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
16   Advisory Vote on Say on Pay          None         One Year     Management
     Frequency
17   Review Political Expenditures and    Against      For          Shareholder
     Processes
18   Request Director Nominee with        Against      Against      Shareholder
     Environmental Qualifications


--------------------------------------------------------------------------------

PEPSICO, INC.

Ticker:        PEP             Security ID:     713448108
Meeting Date:  MAY 04, 2011    Meeting Type:    Annual
Record Date:   MAR 04, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director S.L. Brown            For          For          Management
2    Elect Director I.M. Cook             For          For          Management
3    Elect Director D. Dublon             For          For          Management
4    Elect Director V.J. Dzau             For          For          Management
5    Elect Director R.L. Hunt             For          For          Management
6    Elect Director A. Ibarguen           For          For          Management


                                    Page 24




                                                        
7    Elect Director A.C. Martinez         For          For          Management
8    Elect Director I.K. Nooyi            For          For          Management
9    Elect Director S.P. Rockefeller      For          For          Management
10   Elect Director J.J. Schiro           For          For          Management
11   Elect Director L.G. Trotter          For          For          Management
12   Elect Director D. Vasella            For          For          Management
13   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
14   Advisory Vote on Say on Pay          Three Years  One Year     Management
     Frequency
15   Ratify Auditors                      For          For          Management
16   Adopt Majority Voting for            For          For          Management
     Uncontested Election of Directors
17   Amend Articles/Bylaws/Charter --     Against      For          Shareholder
     Call Special Meetings
18   Report on Political Contributions    Against      Against      Shareholder


--------------------------------------------------------------------------------

PETROLEO BRASILEIRO

Ticker:        PETR4           Security ID:     71654V408
Meeting Date:  AUG 12, 2010    Meeting Type:    Special
Record Date:   AUG 04, 2010



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Ratify Engagement of                 For          For          Management
     PricewaterhouseCoopers Corporate
     Finance and Recovery Ltda to
     Prepare Valuation Report of Four
     Federal Treasury Bills to Be Used
     by Shareholders to Pay for Shares
     Subscribed in Primary Public
     Offering
2    Approve PricewaterhouseCoopers       For          For          Management
     Corporate Finance and Recovery
     Ltda's Valuation Report
3    Authorize Board to Ratify and        For          For          Management
     Execute Approved Resolutions


--------------------------------------------------------------------------------

PETROLEO BRASILEIRO

Ticker:        PETR4           Security ID:     71654V408
Meeting Date:  DEC 07, 2010    Meeting Type:    Special
Record Date:   NOV 19, 2010



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Approve Agreement to Absorb Marlim   For          For          Management
     Participacoes S.A.
2    Approve Agreement to Absorb Nova     For          For          Management
     Marlim Participacoes S.A.
3    Appoint KPMG Auditores               For          For          Management
     Independentes to Appraise Proposed
     Merger
4    Approve Appraisal of Proposed Merger For          For          Management
5    Approve Absorption of Marlim         For          For          Management
     Participacoes S.A. and Nova Marlim
     Participacoes S.A.


--------------------------------------------------------------------------------


                                    Page 25



PETROLEO BRASILEIRO SA-PETROBRAS

Ticker:        PETR4           Security ID:     71654V408
Meeting Date:  JAN 31, 2011    Meeting Type:    Special
Record Date:   JAN 03, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Approve Agreement to Absorb Comperj  For          For          Management
     Petroquimicos Basicos SA
2    Approve Agreement to Absorb Comperj  For          For          Management
     PET SA
3    Appoint Independent Firm to          For          For          Management
     Appraise Proposed Mergers
4    Approve Independent Firm's Appraisal For          For          Management
5    Approve Absorption of Comperj        For          For          Management
     Petroquimicos Basicos SA and
     Comperj PET SA
6    Amend Articles to Reflect Changes    For          For          Management
     in Capital
7    Amend Article 4 to Eliminate         For          For          Management
     Authorized Capital Limit
8    Amend Article 4 to Specify that      For          For          Management
     Share Issuances Will be Submitted
     to Shareholder Meetings
9    Renumber Articles                    For          For          Management
10   Renumber Articles                    For          For          Management
11   Amend Articles                       For          For          Management
12   Amend Articles                       For          For          Management
13   Amend Articles                       For          For          Management


--------------------------------------------------------------------------------

PETROLEO BRASILEIRO SA-PETROBRAS

Ticker:        PETR4           Security ID:     71654V408
Meeting Date:  APR 04, 2011    Meeting Type:    Special
Record Date:   MAR 23, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Amend Article 20                     For          For          Management
2.1  Approve Agreement to Absorb          For          For          Management
     Companhia Mexilhao do Brasil
2.2  Appoint KPMG to Appraise Proposed    For          For          Management
     Absorption
2.3  Approve KPMG's Appraisal             For          For          Management
2.4  Approve Absorption of Companhia      For          For          Management
     Mexilhao do Brasil
2.5  Authorize Board to Ratify and        For          For          Management
     Execute Approved Resolutions


--------------------------------------------------------------------------------

                                    Page 26



PETROLEO BRASILEIRO SA-PETROBRAS

Ticker:        PETR4           Security ID:     71654V408
Meeting Date:  APR 28, 2011    Meeting Type:    Annual/Special
Record Date:   APR 01, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Accept Financial Statements and      For          For          Management
     Statutory Reports for Fiscal Year
     Ended Dec. 31, 2010
2    Approve Capital Budget for Upcoming  For          For          Management
     Fiscal Year
3    Approve Allocation of Income and     For          For          Management
     Dividends
4    Elect Directors                      For          Against      Management
5    Elect Board Chairman                 For          For          Management
6    Elect Fiscal Council Members         For          For          Management
7    Approve Remuneration of Executive    For          For          Management
     Officers, Non-Executive Directors,
     and Fiscal Council Members
1    Authorize Capitalization of          For          For          Management
     Reserves without Issuance of New
     Shares


--------------------------------------------------------------------------------

POTASH CORPORATION OF SASKATCHEWAN INC.

Ticker:        POT             Security ID:     73755L107
Meeting Date:  MAY 12, 2011    Meeting Type:    Annual/Special
Record Date:   MAR 16, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director C. M. Burley          For          For          Management
1.2  Elect Director W. J. Doyle           For          For          Management
1.3  Elect Director J. W. Estey           For          For          Management
1.4  Elect Director C. S. Hoffman         For          For          Management
1.5  Elect Director D. J. Howe            For          For          Management
1.6  Elect Director A. D. Laberge         For          For          Management
1.7  Elect Director K. G. Martell         For          For          Management
1.8  Elect Director J. J. McCaig          For          For          Management
1.9  Elect Director M. Mogford            For          For          Management
1.10 Elect Director P. J. Schoenhals      For          For          Management
1.11 Elect Director E. R. Stromberg       For          For          Management
1.12 Elect Director E. Viyella de Paliza  For          For          Management
2    Ratify Deloitte & Touche LLP as      For          For          Management
     Auditors
3    Approve 2011 Performance Option Plan For          For          Management
4    Advisory Vote on Executive           For          For          Management
     Compensation Approach


--------------------------------------------------------------------------------

QUALCOMM INCORPORATED

Ticker:        QCOM            Security ID:     747525103
Meeting Date:  MAR 08, 2011    Meeting Type:    Annual
Record Date:   JAN 10, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director Barbara T. Alexander  For          For          Management
1.2  Elect Director Stephen M. Bennett    For          For          Management
1.3  Elect Director Donald G. Cruickshank For          For          Management
1.4  Elect Director Raymond V. Dittamore  For          For          Management
1.5  Elect Director Thomas W. Horton      For          For          Management
1.6  Elect Director Irwin Mark Jacobs     For          For          Management
1.7  Elect Director Paul E. Jacobs        For          For          Management
1.8  Elect Director Robert E. Kahn        For          For          Management
1.9  Elect Director Sherry Lansing        For          For          Management
1.10 Elect Director Duane A. Nelles       For          For          Management


                                    Page 27




                                                        
1.11 Elect Director Francisco Ros         For          For          Management
1.12 Elect Director Brent Scowcroft       For          For          Management
1.13 Elect Director Marc I. Stern         For          For          Management
2    Amend Omnibus Stock Plan             For          For          Management
3    Amend Qualified Employee Stock       For          For          Management
     Purchase Plan
4    Ratify Auditors                      For          For          Management
5    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
6    Advisory Vote on Say on Pay          Three Years  One Year     Management
     Frequency
7    Require a Majority Vote for the      Against      For          Shareholder
     Election of Directors


--------------------------------------------------------------------------------

RESEARCH IN MOTION LTD

Ticker:        RIM           Security ID:   760975102
Meeting Date:  JUL 13, 2010  Meeting Type:  Annual
Record Date:   MAY 25, 2010



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect James L. Balsillie as Director For          For          Management
1.2  Elect Mike Lazaridis as Director     For          For          Management
1.3  Elect James Estill as Director       For          For          Management
1.4  Elect David Kerr as Director         For          For          Management
1.5  Elect Roger Martin as Director       For          For          Management
1.6  Elect John Richardson as Director    For          For          Management
1.7  Elect Barbara Stymiest as Director   For          For          Management
1.8  Elect Antonio Viana-Baptista as      For          For          Management
     Director
1.9  Elect John Wetmore as Director       For          For          Management
2    Approve Ernst & Young LLP as         For          For          Management
     Auditors and Authorize Board to Fix
     Their Remuneration


--------------------------------------------------------------------------------

SANDISK CORPORATION

Ticker:        SNDK            Security ID:     80004C101
Meeting Date:  JUN 07, 2011    Meeting Type:    Annual
Record Date:   APR 11, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director Michael Marks         For          For          Management
1.2  Elect Director Kevin DeNuccio        For          For          Management
1.3  Elect Director Irwin Federman        For          For          Management
1.4  Elect Director Steven J. Gomo        For          For          Management
1.5  Elect Director Eddy W. Hartenstein   For          For          Management
1.6  Elect Director Chenming Hu           For          For          Management
1.7  Elect Director Catherine P. Lego     For          For          Management
1.8  Elect Director Sanjay Mehrotra       For          For          Management
2    Ratify Auditors                      For          For          Management
3    Amend Omnibus Stock Plan             For          For          Management
4    Amend Qualified Employee Stock       For          For          Management
     Purchase Plan
5    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
6    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency


--------------------------------------------------------------------------------

                                    Page 28



TEMPLETON DRAGON FUND, INC.

Ticker:        TDF             Security ID:     88018T101
Meeting Date:  MAY 27, 2011    Meeting Type:    Annual
Record Date:   APR 01, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director Harris J. Ashton      For          For          Management
1.2  Elect Director Frank J. Crothers     For          For          Management
1.3  Elect Director J. Michael Luttig     For          For          Management
1.4  Elect Director Constantine D.        For          For          Management
     Tseretopoulos
2    Ratify Auditors                      For          For          Management


--------------------------------------------------------------------------------

THE CLOROX COMPANY

Ticker:        CLX             Security ID:     189054109
Meeting Date:  NOV 17, 2010    Meeting Type:    Annual
Record Date:   SEP 20, 2010



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Daniel Boggan, Jr.    For          For          Management
2    Elect Director Richard H. Carmona    For          For          Management
3    Elect Director Tully M. Friedman     For          For          Management
4    Elect Director George J. Harad       For          For          Management
5    Elect Director Donald R. Knauss      For          For          Management
6    Elect Director Robert W. Matschullat For          For          Management
7    Elect Director Gary G. Michael       For          For          Management
8    Elect Director Edward A. Mueller     For          For          Management
9    Elect Director Jan L. Murley         For          For          Management
10   Elect Director Pamela Thomas-Graham  For          For          Management
11   Elect Director Carolyn M. Ticknor    For          For          Management
12   Ratify Auditors                      For          For          Management
13   Amend Omnibus Stock Plan             For          For          Management
14   Amend Executive Incentive Bonus Plan For          For          Management
15   Require Independent Board Chairman   Against      Against      Shareholder


--------------------------------------------------------------------------------

THE GOLDMAN SACHS GROUP, INC.

Ticker:        GS              Security ID:     38141G104
Meeting Date:  MAY 06, 2011    Meeting Type:    Annual
Record Date:   MAR 07, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Lloyd C. Blankfein    For          For          Management
2    Elect Director John H. Bryan         For          For          Management
3    Elect Director Gary D. Cohn          For          For          Management
4    Elect Director Claes Dahlback        For          For          Management
5    Elect Director Stephen Friedman      For          For          Management
6    Elect Director William W. George     For          For          Management
7    Elect Director James A. Johnson      For          For          Management
8    Elect Director Lois D. Juliber       For          For          Management
9    Elect Director Lakshmi N. Mittal     For          For          Management


                                    Page 29




                                                        
10   Elect Director James J. Schiro       For          For          Management
11   Advisory Vote to Ratify Named        For          Against      Management
     Executive Officers' Compensation
12   Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
13   Ratify Auditors                      For          For          Management
14   Provide for Cumulative Voting        Against      For          Shareholder
15   Amend Bylaws-- Call Special Meetings Against      For          Shareholder
16   Stock Retention/Holding Period       Against      For          Shareholder
17   Review Executive Compensation        Against      Against      Shareholder
18   Report on Climate Change Business    Against      Against      Shareholder
     Risks
19   Report on Political Contributions    Against      Against      Shareholder


--------------------------------------------------------------------------------

THE WILLIAMS COMPANIES, INC.

Ticker:        WMB             Security ID:     969457100
Meeting Date:  MAY 19, 2011    Meeting Type:    Annual
Record Date:   MAR 28, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Alan S. Armstrong     For          For          Management
2    Elect Director Joseph R. Cleveland   For          For          Management
3    Elect Director Juanita H. Hinshaw    For          For          Management
4    Elect Director Frank T. MacInnis     For          For          Management
5    Elect Director Janice D. Stoney      For          For          Management
6    Elect Director Laura A. Sugg         For          For          Management
7    Ratify Auditors                      For          For          Management
8    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
9    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency


--------------------------------------------------------------------------------

TOTAL SA

Ticker:        FP              Security ID:     89151E109
Meeting Date:  MAY 13, 2011    Meeting Type:    Annual/Special
Record Date:   APR 05, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Approve Financial Statements and     For          For          Management
     Statutory Reports
2    Accept Consolidated Financial        For          For          Management
     Statements and Statutory Reports
3    Approve Allocation of Income and     For          For          Management
     Dividends of EUR 2.28 per Share
4    Approve Auditors' Special Report on  For          For          Management
     Related-Party Transactions
5    Authorize Repurchase of Up to 10     For          For          Management
     Percent of Issued Share Capital
6    Reelect Patricia Barbizet as         For          Against      Management
     Director
7    Reelect Paul Desmarais Jr. as        For          Against      Management
     Director
8    Reelect Claude Mandil as Director    For          For          Management
9    Elect Marie-Christine Coisne as      For          For          Management
     Director
10   Elect Barbara Kux as Director        For          For          Management
11   Authorize up to 0.8 Percent of       For          For          Management
     Issued Capital for Use in
     Restricted Stock Plan
A    Amend Article 9 of Bylaws Re: Share  Against      Against      Shareholder
     Ownership Disclosure Threshold
     Publication


--------------------------------------------------------------------------------


                                    Page 30



UNION PACIFIC CORPORATION

Ticker:        UNP             Security ID:     907818108
Meeting Date:  MAY 05, 2011    Meeting Type:    Annual
Record Date:   FEB 28, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director Andrew H. Card, Jr.   For          For          Management
1.2  Elect Director Erroll B. Davis, Jr.  For          For          Management
1.3  Elect Director Thomas J. Donohue     For          For          Management
1.4  Elect Director Archie W. Dunham      For          For          Management
1.5  Elect Director Judith Richards Hope  For          For          Management
1.6  Elect Director Charles C. Krulak     For          For          Management
1.7  Elect Director Michael R. McCarthy   For          For          Management
1.8  Elect Director Michael W. McConnell  For          For          Management
1.9  Elect Director Thomas F. McLarty III For          For          Management
1.10 Elect Director Steven R. Rogel       For          For          Management
1.11 Elect Director Jose H. Villarreal    For          For          Management
1.12 Elect Director James R. Young        For          For          Management
2    Ratify Auditors                      For          For          Management
3    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
4    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
5a   Reduce Supermajority Vote            For          For          Management
     Requirement Relating to Preference
     Rights of Preferred Stock
5b   Reduce Supermajority Vote            For          For          Management
     Requirement Relating to Removal of
     Directors
5c   Reduce Supermajority Vote            For          For          Management
     Requirement Relating to Amendments
     to Authorized Capital Stock
6    Require Independent Board Chairman   Against      Against      Shareholder


--------------------------------------------------------------------------------

UNITED CONTINENTAL HOLDINGS, INC.

Ticker:        UAL             Security ID:     910047109
Meeting Date:  JUN 08, 2011    Meeting Type:    Annual
Record Date:   APR 11, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1.1  Elect Director Kirbyjon H. Caldwell  For          For          Management
1.2  Elect Director Carolyn Corvi         For          For          Management
1.3  Elect Director W. James Farrell      For          For          Management
1.4  Elect Director Jane C. Garvey        For          For          Management
1.5  Elect Director Walter Isaacson       For          For          Management
1.6  Elect Director Henry L. Meyer III    For          For          Management
1.7  Elect Director Oscar Munoz           For          For          Management
1.8  Elect Director James J. O'Connor     For          For          Management
1.9  Elect Director Laurence E. Simmons   For          For          Management
1.10 Elect Director Jeffery A. Smisek     For          For          Management
1.11 Elect Director Glenn F. Tilton       For          For          Management
1.12 Elect Director David J. Vitale       For          For          Management
1.13 Elect Director John H. Walker        For          For          Management
1.14 Elect Director Charles A. Yamarone   For          For          Management


                                    Page 31



UNITEDHEALTH GROUP INCORPORATED

Ticker:        UNH             Security ID:     91324P102
Meeting Date:  MAY 23, 2011    Meeting Type:    Annual
Record Date:   MAR 24, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director William C.            For          For          Management
     Ballard, Jr.
2    Elect Director Richard T. Burke      For          For          Management
3    Elect Director Robert J. Darretta    For          For          Management
4    Elect Director Stephen J. Hemsley    For          For          Management
5    Elect Director Michele J. Hooper     For          For          Management
6    Elect Director Rodger A. Lawson      For          For          Management
7    Elect Director Douglas W.            For          For          Management
     Leatherdale
8    Elect Director Glenn M. Renwick      For          For          Management
9    Elect Director Kenneth I. Shine      For          For          Management
10   Elect Director Gail R. Wilensky      For          For          Management
11   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
12   Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
13   Approve Omnibus Stock Plan           For          For          Management
14   Amend Qualified Employee Stock       For          For          Management
     Purchase Plan
15   Ratify Auditors                      For          For          Management


--------------------------------------------------------------------------------

VERIZON COMMUNICATIONS INC.

Ticker:        VZ              Security ID:     92343V104
Meeting Date:  MAY 05, 2011    Meeting Type:    Annual
Record Date:   MAR 07, 2011



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Elect Director Richard L. Carrion    For          For          Management
2    Elect Director M. Frances Keeth      For          For          Management
3    Elect Director Robert W. Lane        For          For          Management
4    Elect Director Lowell C. Mcadam      For          For          Management
5    Elect Director Sandra O. Moose       For          For          Management
6    Elect Director Joseph Neubauer       For          For          Management
7    Elect Director Donald T. Nicolaisen  For          For          Management
8    Elect Director Clarence Otis, Jr.    For          For          Management
9    Elect Director Hugh B. Price         For          For          Management
10   Elect Director Ivan G. Seidenberg    For          For          Management
11   Elect Director Rodney E. Slater      For          For          Management
12   Elect Director John W. Snow          For          For          Management
13   Ratify Auditors                      For          For          Management
14   Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
15   Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
16   Disclose Prior Government Service    Against      Against      Shareholder
17   Performance-Based Equity Awards      Against      For          Shareholder
18   Restore or Provide for Cumulative    Against      For          Shareholder
     Voting
19   Amend Articles/Bylaws/Charter --     Against      For          Shareholder
     Call Special Meetings


--------------------------------------------------------------------------------


                                    Page 32



VISA INC.

Ticker:        V               Security ID:     92826C839
Meeting Date:  JAN 27, 2011    Meeting Type:    Annual
Record Date:   DEC 03, 2010



#    Proposal                             Mgt Rec      Vote Cast    Sponsor
                                                        
1    Declassify the Board of Directors    For          For          Management
2    Adopt Majority Voting for            For          For          Management
     Uncontested Election of Directors
3.1  Elect Director Gary P. Coughlan      For          For          Management
3.2  Elect Director Mary B. Cranston      For          For          Management
3.3  Elect Director Francisco Javier      For          For          Management
     Fernandez-Carbajal
3.4  Elect Director Robert W. Matschullat For          For          Management
3.5  Elect Director Cathy E. Minehan      For          For          Management
3.6  Elect Director Suzanne Nora Johnson  For          For          Management
3.7  Elect Director David J. Pang         For          For          Management
3.8  Elect Director Joseph W. Saunders    For          For          Management
3.9  Elect Director William S. Shanahan   For          For          Management
3.10 Elect Director John A. Swainson      For          For          Management
4.1  Elect Director Suzanne Nora Johnson  For          For          Management
4.2  Elect Director Joseph W. Saunders    For          For          Management
4.3  Elect Director John A. Swainson      For          For          Management
5    Advisory Vote to Ratify Named        For          For          Management
     Executive Officers' Compensation
6    Advisory Vote on Say on Pay          One Year     One Year     Management
     Frequency
7    Amend Executive Incentive Bonus Plan For          For          Management
8    Ratify Auditors                      For          For          Management


======== END NPX REPORT

                                    Page 33



                                  SIGNATURES
                          [See General Instruction F]

   Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

(Registrant)               George Aylward

By (Signature and Title)*  /s/ George Aylward, President

Date                       7/27/11

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

                                       3