N-PX 1 selectedvalue934.htm SELECTED VALUE FUND 934

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD
OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES

INVESTMENT COMPANY ACT FILE NUMBER: 811-07443
NAME OF REGISTRANT: VANGUARD WHITEHALL FUNDS
ADDRESS OF REGISTRANT: PO BOX 2600, VALLEY FORGE, PA 19482
NAME AND ADDRESS OF AGENT FOR SERVICE: HEIDI STAM
PO BOX 876
VALLEY FORGE, PA 19482
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA (610) 669-1000
DATE OF FISCAL YEAR END: OCTOBER 31
DATE OF REPORTING PERIOD: JULY 1, 2005 - JUNE 30, 2006

FUND: VANGUARD SELECTED VALUE FUND
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ISSUER: AIR FRANCE
TICKER: AKH CUSIP: 009119108
MEETING DATE: 7/12/2005 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

PROPOSAL #O1: APPROVAL OF CONSOLIDATED ACCOUNTS OF THE ISSUER NO N/A N/A
FISCAL YEAR ENDING ON 31ST MARCH 2005.

PROPOSAL #O2: APPROVAL OF CORPORATE FINANCIAL ISSUER NO N/A N/A
STATEMENTS FOR THE FISCAL YEAR ENDING 31ST MARCH 2005.

PROPOSAL #O3: ALLOCATION OF THE RESULTS FOR THE FISCAL ISSUER NO N/A N/A
YEAR ENDING ON 31ST MARCH 2005 AND DISTRIBUTION OF
DIVIDEND.

PROPOSAL #O4: AGREEMENTS COVERED IN ARTICLE L.225-38 ISSUER NO N/A N/A
OF THE FRENCH COMMERCIAL CODE.

PROPOSAL #O5: RATIFICATION OF A DIRECTOR'S COOPTATION. ISSUER NO N/A N/A

PROPOSAL #O6: CONTINUATION OF DELOITTE TOUCHE TOHMATSU ISSUER NO N/A N/A
MANDATED BY DELOITTE ET ASSOCIES.

PROPOSAL #O7: AUTHORIZATION TO BE GIVEN TO THE BOARD ISSUER NO N/A N/A
OF DIRECTORS TO ACT ON THE COMPANY'S SHARES.

PROPOSAL #O8: AUTHORIZATION TO ISSUE BONDS AS A ISSUER NO N/A N/A
CONSEQUENCE OF MODIFICATIONS BROUGHT ABOUT BY ORDER
NO2004-604 OF 24TH JUNE 2004.

PROPOSAL #E9: DELEGATION OF AUTHORITY TO THE BOARD FOR ISSUER NO N/A N/A
THE PURPOSE OF ISSUING ORDINARY SHARES OF THE COMPANY
WHILE KEEPING PREFERENTIAL SUBSCRIPTION RIGHT OF
SHAREHOLDERS.

PROPOSAL #E10: DELEGATION OF AUTHORITY TO THE BOARD TO ISSUER NO N/A N/A
ISSUE ORDINARY SHARES OF THE COMPANY WITH ELIMINATION
OF THE SHAREHOLDERS PREFERENTIAL RIGHT OF

PROPOSAL #E11: DELEGATION OF AUTHORITY TO THE BOARD ISSUER NO N/A N/A
FOR THE PURPOSE OF AN INCREASE OF SHARE CAPITAL
LIMITED TO 10% OF THE COMPANY'S CAPITAL FOR THE
PURPOSE OF REMUNERATING AGREED CONTRIBUTIONS IN KIND
TO THE COMPANY AND CONSISTING OF SECURITIES THAT GIVE
ACCESS TO ANOTHER COMPANY'S CAPITAL.

PROPOSAL #E12: ISSUING SECURITIES THAT GIVE THE RIGHT ISSUER NO N/A N/A
OF GRANTING OF SECURITIES AND WHICH DO NOT GIVE RISE
TO AN INCREASE IN THE COMPANY'S SHARE CAPITAL.

PROPOSAL #E13: INCREASE IN SHARE CAPITAL BY ISSUER NO N/A N/A
INCORPORATING PREMIUMS, RESERVES, PROFITS OR OTHER
AMOUNTS WHOSE CAPITALIZATION MAY BE ADMITTED.

PROPOSAL #E14: INCREASE IN CAPITAL RESERVED TO THE ISSUER NO N/A N/A
SUBSCRIBERS TO A COMPANY SAVINGS PLAN.

PROPOSAL #E15: INCREASE THE AMOUNT OF THE INITIAL ISSUER NO N/A N/A
ISSUANCE, IN CASE OF ISSUANCE WITH UPHOLDING OR
SUPPRESSION OF THE SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHT DECIDED UPON BY APPLICATION,
RESPECTIVELY, OF THE NINTH AND TENTH RESOLUTIONS.

PROPOSAL #E16: APPROVAL TO GRANT TO THE BOARD AND ISSUER NO N/A N/A
OTHER PARTIES POWERS TO PERFORM ALL FORMALITIES
REQUIRED AS A RESULT OF THE ADOPTION OF THE
RESOLUTIONS.
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ISSUER: AMERICAN FINANCIAL GROUP, INC.
TICKER: AFG CUSIP: 025932104
MEETING DATE: 5/18/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: CARL H. LINDNER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: CARL H. LINDNER III ISSUER YES FOR FOR

ELECTION OF DIRECTOR: S. CRAIG LINDNER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: KENNETH C. AMBRECHT ISSUER YES FOR FOR

ELECTION OF DIRECTOR: THEODORE H. EMMERICH ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JAMES E. EVANS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: TERRY S. JACOBS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: WILLIAM R. MARTIN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: WILLIAM W. VERITY ISSUER YES FOR FOR

PROPOSAL #02: PROPOSAL TO RATIFY THE AUDIT COMMITTEE'S ISSUER YES FOR FOR
APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S
INDEPENDENT PUBLIC ACCOUNTANTS FOR 2006

PROPOSAL #03: SHAREHOLDER PROPOSAL REGARDING POLITICAL SHAREHOLDER YES ABSTAIN AGAINST
CONTRIBUTIONS
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ISSUER: AMERICAN FINANCIAL REALTY TRUST
TICKER: AFR CUSIP: 02607P305
MEETING DATE: 6/1/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: GLENN BLUMENTHAL ISSUER YES FOR FOR

ELECTION OF DIRECTOR: RAYMOND GAREA ISSUER YES FOR FOR

ELECTION OF DIRECTOR: MICHAEL J. HAGAN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOHN P. HOLLIHAN III ISSUER YES FOR FOR

ELECTION OF DIRECTOR: WILLIAM M. KAHANE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: RICHARD A. KRAEMER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ALAN E. MASTER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: HAROLD W. POTE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: LEWIS S. RANIERI ISSUER YES FOR FOR

ELECTION OF DIRECTOR: NICHOLAS S. SCHORSCH ISSUER YES FOR FOR

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ISSUER: AMERICAN NATIONAL INSURANCE COMPANY
TICKER: ANAT CUSIP: 028591105
MEETING DATE: 4/28/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: ROBERT L. MOODY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: G RICHARD FERDINANDTSEN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: F ANNE MOODY-DAHLBERG ISSUER YES FOR FOR

ELECTION OF DIRECTOR: RUSSELL S. MOODY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: WILLIAM L. MOODY, IV ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JAMES D. YARBROUGH ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ARTHUR O. DUMMER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DR. SHELBY M. ELLIOTT ISSUER YES FOR FOR

ELECTION OF DIRECTOR: FRANK P. WILLIAMSON ISSUER YES FOR FOR

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ISSUER: AMERICAN POWER CONVERSION CORPORATIO
TICKER: APCC CUSIP: 029066107
MEETING DATE: 6/8/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

PROPOSAL #01: TO FIX THE NUMBER OF DIRECTORS AT SIX. ISSUER YES FOR FOR

ELECTION OF DIRECTOR: RODGER B. DOWDELL, JR. ISSUER YES FOR FOR

ELECTION OF DIRECTOR: NEIL E. RASMUSSEN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ERVIN F. LYON ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: JAMES D. GERSON ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOHN G. KASSAKIAN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ELLEN B. RICHSTONE ISSUER YES FOR FOR

PROPOSAL #03: TO RATIFY THE APPOINTMENT OF THE ISSUER YES FOR FOR
COMPANY'S INDEPENDENT AUDITORS.

PROPOSAL #04: TO APPROVE THE COMPANY'S AMENDED AND ISSUER YES FOR FOR
RESTATED 1997 EMPLOYEE STOCK PURCHASE PLAN.
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ISSUER: AXIS CAPITAL HOLDINGS LTD.
TICKER: AXS CUSIP: G0692U109
MEETING DATE: 5/12/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: MICHAEL A. BUTT ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOHN R. CHARMAN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: CHARLES A. DAVIS ISSUER YES FOR FOR

PROPOSAL #02: TO APPOINT DELOITTE & TOUCHE TO ACT AS ISSUER YES FOR FOR
THE INDEPENDENT AUDITORS OF AXIS CAPITAL HOLDINGS
LIMITED FOR THE FISCAL YEAR ENDING DECEMBER 31, 2006
AND TO AUTHORIZE THE BOARD OF DIRECTORS ACTING THROUGH
THE AUDIT COMMITTEE TO SET THE FEES FOR THE
INDEPENDENT AUDITORS.
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ISSUER: BRUNSWICK CORPORATION
TICKER: BC CUSIP: 117043109
MEETING DATE: 5/3/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: MICHAEL J. CALLAHAN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: MANUEL A. FERNANDEZ ISSUER YES FOR FOR

ELECTION OF DIRECTOR: PETER B. HAMILTON ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ROGER W. SCHIPKE ISSUER YES FOR FOR

PROPOSAL #02: APPROVAL OF THE AMENDMENTS TO THE ISSUER YES FOR FOR
BRUNSWICK CORPORATION 2003 STOCK INCENTIVE PLAN

PROPOSAL #03: RATIFICATION OF THE AUDIT COMMITTEE'S ISSUER YES FOR FOR
SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
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ISSUER: CENTERPOINT ENERGY, INC.
TICKER: CNP CUSIP: 15189T107
MEETING DATE: 5/25/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: DERRILL CODY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DAVID M. MCCLANAHAN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ROBERT T. O'CONNELL ISSUER YES FOR FOR

PROPOSAL #02: RATIFY THE APPOINTMENT OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS INDEPENDENT AUDITORS FOR 2006.

PROPOSAL #03: REAPPROVE THE MATERIAL TERMS OF THE ISSUER YES FOR FOR
PERFORMANCE GOALS UNDER OUR SHORT TERM INCENTIVE PLAN.

PROPOSAL #04: REAPPROVE THE MATERIAL TERMS OF THE ISSUER YES FOR FOR
PERFORMANCE GOALS UNDER OUR LONG-TERM INCENTIVE PLAN.

PROPOSAL #05: SHAREHOLDER PROPOSAL RELATING TO SHAREHOLDER YES FOR AGAINST
ELECTING ALL DIRECTORS ANNUALLY AND ELIMINATING
DIRECTOR CLASSES WITH STAGGERED TERMS.

PROPOSAL #06: WITHHOLD GRANTING OF AUTHORITY TO VOTE ISSUER YES FOR AGAINST
ON ALL OTHER MATTERS THAT MAY PROPERLY COME BEFORE THE
ANNUAL MEETING.
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ISSUER: CNA FINANCIAL CORPORATION
TICKER: CNA CUSIP: 126117100
MEETING DATE: 4/26/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: BRENDA J. GAINES ISSUER YES FOR FOR

ELECTION OF DIRECTOR: STEPHEN W. LILIENTHAL ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: PAUL J. LISKA ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: DON M. RANDEL ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOSEPH ROSENBERG ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: ANDREW H. TISCH ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: JAMES S. TISCH ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: MARVIN ZONIS ISSUER YES FOR FOR

PROPOSAL #02: APPROVAL OF DELOITTE AND TOUCHE, LLP, AS ISSUER YES FOR FOR
THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
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ISSUER: DILLARD'S, INC.
TICKER: DDS CUSIP: 254067101
MEETING DATE: 5/20/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: ROBERT C. CONNOR ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: WILL D. DAVIS ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: JOHN PAUL HAMMERSCHMIDT ISSUER YES FOR FOR

ELECTION OF DIRECTOR: PETER R. JOHNSON ISSUER YES FOR FOR

PROPOSAL #02: RATIFY THE APPOINTMENT BY THE AUDIT ISSUER YES FOR FOR
COMMITTEE OF DELOITTE & TOUCHE LLP AS THE INDEPENDENT
PUBLIC ACCOUNTANTS OF THE COMPANY FOR 2006.
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ISSUER: DOMTAR INC.
TICKER: DTC CUSIP: 257561100
MEETING DATE: 4/27/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: JACK C. BINGLEMAN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: RAYMOND CHRETIEN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: LOUIS P. GIGNAC ISSUER YES FOR FOR

ELECTION OF DIRECTOR: CLAUDE R. LAMOUREUX ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JACQUES LAURENT ISSUER YES FOR FOR

ELECTION OF DIRECTOR: BRIAN M. LEVITT ISSUER YES FOR FOR

ELECTION OF DIRECTOR: GILLES OUIMET ISSUER YES FOR FOR

ELECTION OF DIRECTOR: LOUISE ROY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: RAYMOND ROYER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ROBERT J. STEACY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: GENE R. TYNDALL ISSUER YES FOR FOR

PROPOSAL #02: THE APPOINTMENT OF THE AUDITORS. ISSUER YES FOR FOR

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ISSUER: EL PASO CORPORATION
TICKER: EP CUSIP: 28336L109
MEETING DATE: 5/25/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: JUAN CARLOS BRANIFF ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JAMES L. DUNLAP ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DOUGLAS L. FOSHEE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ROBERT W. GOLDMAN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ANTHONY W. HALL, JR. ISSUER YES FOR FOR

ELECTION OF DIRECTOR: THOMAS R. HIX ISSUER YES FOR FOR

ELECTION OF DIRECTOR: WILLIAM H. JOYCE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: RONALD L. KUEHN, JR. ISSUER YES FOR FOR

ELECTION OF DIRECTOR: FERRELL P. MCCLEAN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: J. MICHAEL TALBERT ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ROBERT F. VAGT ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOHN L. WHITMIRE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOE B. WYATT ISSUER YES FOR FOR

PROPOSAL #02: APPROVAL OF THE ADOPTION OF CUMULATIVE SHAREHOLDER YES AGAINST FOR
VOTING AS A BY-LAW OR LONG-TERM POLICY.

PROPOSAL #03: APPROVAL OF THE AMENDMENT TO THE BY-LAWS SHAREHOLDER YES AGAINST FOR
FOR THE DISCLOSURE OF EXECUTIVE COMPENSATION.
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ISSUER: FAMILY DOLLAR STORES, INC.
TICKER: FDO CUSIP: 307000109
MEETING DATE: 1/19/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: MARK R. BERNSTEIN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: SHARON ALLRED DECKER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: EDWARD C. DOLBY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: GLENN A. EISENBERG ISSUER YES FOR FOR

ELECTION OF DIRECTOR: HOWARD R. LEVINE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: GEORGE R. MAHONEY, JR. ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JAMES G. MARTIN ISSUER YES FOR FOR

PROPOSAL #02: APPROVAL OF FAMILY DOLLAR STORES, INC. ISSUER YES FOR FOR
2006 INCENTIVE PLAN.

PROPOSAL #03: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED
PUBLIC ACCOUNTANTS.
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ISSUER: GENUINE PARTS COMPANY
TICKER: GPC CUSIP: 372460105
MEETING DATE: 4/17/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: DR. MARY B. BULLOCK ISSUER YES FOR FOR

ELECTION OF DIRECTOR: RICHARD W. COURTS, II ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JERRY W. NIX ISSUER YES FOR FOR

ELECTION OF DIRECTOR: LARRY L. PRINCE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: GARY W. ROLLINS ISSUER YES FOR FOR

PROPOSAL #02: AMEND THE GENUINE PARTS COMPANY RESTATED ISSUER YES FOR FOR
ARTICLES OF INCORPORATION TO PROVIDE FOR ANNUAL
ELECTION OF DIRECTORS.

PROPOSAL #03: ADOPT THE GENUINE PARTS COMPANY 2006 ISSUER YES FOR FOR
LONG-TERM INCENTIVE PLAN.

PROPOSAL #04: RATIFICATION OF THE SELECTION OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS THE COMPANY'S INDEPENDENT AUDITORS FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2006.
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ISSUER: GOODRICH CORPORATION
TICKER: GR CUSIP: 382388106
MEETING DATE: 4/25/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: DIANE C. CREEL ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: GEORGE A. DAVIDSON, JR. ISSUER YES FOR FOR

ELECTION OF DIRECTOR: HARRIS E. DELOACH, JR. ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JAMES W. GRIFFITH ISSUER YES FOR FOR

ELECTION OF DIRECTOR: WILLIAM R. HOLLAND ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOHN P. JUMPER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: MARSHALL O. LARSEN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DOUGLAS E. OLESEN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ALFRED M. RANKIN, JR. ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JAMES R. WILSON ISSUER YES FOR FOR

ELECTION OF DIRECTOR: A. THOMAS YOUNG ISSUER YES FOR FOR

PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ERNST ISSUER YES FOR FOR
& YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR 2006.
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ISSUER: GTECH HOLDINGS CORPORATION
TICKER: GTK CUSIP: 400518106
MEETING DATE: 8/1/2005 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: PAGET L. ALVES ISSUER YES FOR FOR

ELECTION OF DIRECTOR: RT HON SR J. HANLEY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ANTHONY RUYS ISSUER YES WITHHOLD AGAINST

PROPOSAL #02: RATIFICATION OF ERNST & YOUNG LLP, ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM, AS
AUDITORS FOR THE FISCAL YEAR ENDING FEBRUARY 25, 2006.
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ISSUER: GTECH HOLDINGS CORPORATION
TICKER: GTK CUSIP: 400518106
MEETING DATE: 6/7/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

PROPOSAL #01: TO ADOPT THE AGREEMENT AND PLAN OF ISSUER YES FOR FOR
MERGER DATED AS OF JANUARY 10, 2006, AMONG LOTTOMATICA
S.P.A., GOLD HOLDING CO., GOLD ACQUISITION CORP. AND
THE COMPANY (THE MERGER AGREEMENT ).

PROPOSAL #02: TO ADJOURN OR POSTPONE THE SPECIAL ISSUER YES FOR FOR
MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES
IN FAVOR OF ADOPTION OF THE MERGER AGREEMENT IF THERE
ARE INSUFFICIENT VOTES AT THE TIME OF THE MEETING TO
ADOPT THE MERGER AGREEMENT.
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ISSUER: HEALTHSOUTH CORPORATION
TICKER: HLSH CUSIP: 421924101
MEETING DATE: 12/29/2005 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: STEVEN R. BERRARD ISSUER YES FOR FOR

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

ELECTION OF DIRECTOR: DONALD L. CORRELL ISSUER YES FOR FOR

ELECTION OF DIRECTOR: YVONNE M. CURL ISSUER YES FOR FOR

ELECTION OF DIRECTOR: CHARLES M. ELSON ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JAY GRINNEY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JON F. HANSON ISSUER YES FOR FOR

ELECTION OF DIRECTOR: LEO I. HIGDON, JR. ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOHN E. MAUPIN, JR. ISSUER YES FOR FOR

ELECTION OF DIRECTOR: L. EDWARD SHAW, JR. ISSUER YES FOR FOR

PROPOSAL #02: STOCKHOLDER PROPOSAL TO REQUIRE AN ISSUER YES AGAINST N/A
INDEPENDENT BOARD CHAIRMAN.
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ISSUER: HEALTHSOUTH CORPORATION
TICKER: HLSH CUSIP: 421924101
MEETING DATE: 5/18/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

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

ELECTION OF DIRECTOR: DONALD L. CORRELL ISSUER YES FOR FOR

ELECTION OF DIRECTOR: YVONNE M. CURL ISSUER YES FOR FOR

ELECTION OF DIRECTOR: CHARLES M. ELSON ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JAY GRINNEY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JON F. HANSON ISSUER YES FOR FOR

ELECTION OF DIRECTOR: LEO I. HIGDON, JR. ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOHN E. MAUPIN, JR. ISSUER YES FOR FOR

ELECTION OF DIRECTOR: L. EDWARD SHAW, JR. ISSUER YES FOR FOR

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ISSUER: HILLENBRAND INDUSTRIES, INC.
TICKER: HB CUSIP: 431573104
MEETING DATE: 2/10/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: ROLF A. CLASSON ISSUER YES FOR FOR

ELECTION OF DIRECTOR: CHARLES E. GOLDEN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: W AUGUST HILLENBRAND ISSUER YES FOR FOR

ELECTION OF DIRECTOR: EDUARDO R. MENASCE ISSUER YES FOR FOR

PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS.
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ISSUER: HUDSON CITY BANCORP, INC.
TICKER: HCBK CUSIP: 443683107
MEETING DATE: 6/8/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: DENIS J. SALAMONE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: MICHAEL W. AZZARA ISSUER YES FOR FOR

ELECTION OF DIRECTOR: VICTORIA H. BRUNI ISSUER YES FOR FOR

PROPOSAL #02: APPROVAL OF THE HUDSON CITY BANCORP, ISSUER YES FOR FOR
INC. 2006 STOCK INCENTIVE PLAN.

PROPOSAL #03: RATIFICATION OF THE APPOINTMENT OF KPMG ISSUER YES FOR FOR
LLP AS INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2006.
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ISSUER: ITT INDUSTRIES, INC.
TICKER: ITT CUSIP: 450911102
MEETING DATE: 5/9/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: STEVEN R. LORANGER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: CURTIS J. CRAWFORD ISSUER YES FOR FOR

ELECTION OF DIRECTOR: CHRISTINA A. GOLD ISSUER YES FOR FOR

ELECTION OF DIRECTOR: RALPH F. HAKE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOHN J. HAMRE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: RAYMOND W. LEBOEUF ISSUER YES FOR FOR

ELECTION OF DIRECTOR: FRANK T. MACINNIS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: LINDA S. SANFORD ISSUER YES FOR FOR

ELECTION OF DIRECTOR: MARKOS I. TAMBAKERAS ISSUER YES FOR FOR

PROPOSAL #B: TO RATIFY THE APPOINTMENT OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS ITT INDUSTRIES INDEPENDENT AUDITOR FOR
2006.

PROPOSAL #C: TO VOTE UPON A PROPOSAL TO AMEND ITT ISSUER YES FOR FOR
INDUSTRIES, INC.'S RESTATED ARTICLES OF INCORPORATION
TO CHANGE THE COMPANY'S NAME TO ITT CORPORATION.
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ISSUER: LA QUINTA CORPORATION
TICKER: LQI CUSIP: 50419U202
MEETING DATE: 1/23/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

PROPOSAL #01: TO ADOPT THE AGREEMENT AND PLAN OF ISSUER YES FOR FOR
MERGER, DATED AS OF NOVEMBER 9, 2005, BY AND AMONG
LODGE HOLDINGS INC., LODGE ACQUISITION I INC., LODGE
ACQUISITION II INC., LA QUINTA CORPORATION AND LA
QUINTA PROPERTIES, INC.
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ISSUER: LOEWS CORPORATION
TICKER: LTR CUSIP: 540424207
MEETING DATE: 5/8/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: A.E. BERMAN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: J.L. BOWER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: C.M. DIKER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: P.J. FRIBOURG ISSUER YES FOR FOR

ELECTION OF DIRECTOR: W.L. HARRIS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: P.A. LASKAWY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: G.R. SCOTT ISSUER YES FOR FOR

ELECTION OF DIRECTOR: A.H. TISCH ISSUER YES FOR FOR

ELECTION OF DIRECTOR: J.S. TISCH ISSUER YES FOR FOR

ELECTION OF DIRECTOR: J.M. TISCH ISSUER YES FOR FOR

PROPOSAL #02: RATIFY DELOITTE & TOUCHE LLP AS ISSUER YES FOR FOR
INDEPENDENT AUDITORS

PROPOSAL #03: SHAREHOLDER PROPOSAL-CUMULATIVE VOTING SHAREHOLDER YES AGAINST FOR

PROPOSAL #04: SHAREHOLDER PROPOSAL-LAWS RESTRICTING SHAREHOLDER YES ABSTAIN AGAINST
TOBACCO USE
------------------------------------------------------------------------------------
ISSUER: MAGNA INTERNATIONAL INC.
TICKER: MGA CUSIP: 559222401
MEETING DATE: 5/2/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: WILLIAM H. FIKE ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: MANFRED GINGL ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: MICHAEL D. HARRIS ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: EDWARD C. LUMLEY ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: KLAUS MANGOLD ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: DONALD RESNICK ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: ROYDEN R. RICHARDSON ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: FRANK STRONACH ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: FRANZ VRANITZKY ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: DONALD J. WALKER ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: SIEGFRIED WOLF ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: LAWRENCE D. WORRALL ISSUER YES WITHHOLD AGAINST

PROPOSAL #02: RE-APPOINTMENT OF ERNST & YOUNG LLP AS ISSUER YES FOR FOR
THE AUDITOR OF THE CORPORATION, BASED ON THE
RECOMMENDATION OF THE AUDIT COMMITTEE OF THE BOARD OF
DIRECTORS, AND AUTHORIZING THE AUDIT COMMITTEE TO FIX
THE AUDITOR'S REMUNERATION.
------------------------------------------------------------------------------------
ISSUER: MARATHON OIL CORPORATION
TICKER: MRO CUSIP: 565849106
MEETING DATE: 4/26/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: CLARENCE P. CAZALOT, JR ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DAVID A. DABERKO ISSUER YES FOR FOR

ELECTION OF DIRECTOR: WILLIAM L. DAVIS ISSUER YES FOR FOR

PROPOSAL #02: RATIFICATION OF PRICEWATERHOUSECOOPERS ISSUER YES FOR FOR
LLP AS INDEPENDENT AUDITORS FOR 2006.

PROPOSAL #03: BOARD PROPOSAL TO AMEND THE RESTATED ISSUER YES FOR FOR
CERTIFICATE OF INCORPORATION TO DECLASSIFY THE BOARD
OF DIRECTORS.

PROPOSAL #04: BOARD PROPOSAL TO AMEND THE RESTATED ISSUER YES FOR FOR
CERTIFICATE OF INCORPORATION TO REVISE THE PURPOSE
CLAUSE, ELIMINATE THE SERIES A JUNIOR PREFERRED STOCK
AND MAKE OTHER TECHNICAL CHANGES.

PROPOSAL #05: STOCKHOLDER PROPOSAL TO ELECT DIRECTORS SHAREHOLDER YES AGAINST FOR
BY A MAJORITY VOTE.

PROPOSAL #06: STOCKHOLDER PROPOSAL FOR A SIMPLE SHAREHOLDER YES FOR AGAINST
MAJORITY VOTE OF STOCKHOLDERS.
------------------------------------------------------------------------------------
ISSUER: MATTEL, INC.
TICKER: MAT CUSIP: 577081102
MEETING DATE: 5/11/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: EUGENE P. BEARD ISSUER YES FOR FOR

ELECTION OF DIRECTOR: MICHAEL J. DOLAN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ROBERT A. ECKERT ISSUER YES FOR FOR

ELECTION OF DIRECTOR: TULLY M. FRIEDMAN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DOMINIC NG ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DR. ANDREA L. RICH ISSUER YES FOR FOR

ELECTION OF DIRECTOR: RONALD L. SARGENT ISSUER YES FOR FOR

ELECTION OF DIRECTOR: CHRISTOPHER A. SINCLAIR ISSUER YES FOR FOR

ELECTION OF DIRECTOR: G. CRAIG SULLIVAN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOHN L. VOGELSTEIN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: KATHY BRITTAIN WHITE ISSUER YES FOR FOR

PROPOSAL #02: RATIFICATION OF THE SELECTION OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS MATTEL'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2006.

PROPOSAL #03: STOCKHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
SEPARATING THE ROLES OF CEO AND BOARD CHAIR.

PROPOSAL #04: STOCKHOLDER PROPOSAL REGARDING CERTAIN SHAREHOLDER YES ABSTAIN AGAINST
REPORTS BY THE BOARD OF DIRECTORS.

PROPOSAL #05: STOCKHOLDER PROPOSAL REGARDING PAY-FOR- SHAREHOLDER YES AGAINST FOR
SUPERIOR-PERFORMANCE.
------------------------------------------------------------------------------------
ISSUER: MDU RESOURCES GROUP, INC.
TICKER: MDU CUSIP: 552690109
MEETING DATE: 4/25/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: RICHARD H. LEWIS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: HARRY J. PEARCE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: SISTER T. WELDER, O.S.B ISSUER YES FOR FOR

PROPOSAL #02: RATIFY THE APPOINTMENT OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS THE COMPANY'S INDEPENDENT AUDITORS FOR
2006

PROPOSAL #03: APPROVE THE LONG TERM PERFORMANCE BASED ISSUER YES FOR FOR
INCENTIVE PLAN
------------------------------------------------------------------------------------
ISSUER: MICRON TECHNOLOGY, INC.
TICKER: MU CUSIP: 595112103
MEETING DATE: 12/6/2005 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: STEVEN R. APPLETON ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JAMES W. BAGLEY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: MERCEDES JOHNSON ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ROBERT A. LOTHROP ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: LAWRENCE N. MONDRY ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: GORDON C. SMITH ISSUER YES FOR FOR

ELECTION OF DIRECTOR: WILLIAM P. WEBER ISSUER YES WITHHOLD AGAINST

PROPOSAL #02: PROPOSAL BY THE COMPANY TO APPROVE AN ISSUER YES AGAINST AGAINST
AMENDMENT TO THE COMPANY'S 2004 EQUITY INCENTIVE PLAN
INCREASING THE NUMBER OF SHARES OF COMMON STOCK
RESERVED FOR ISSUANCE THEREUNDER BY 12,000,000

PROPOSAL #03: PROPOSAL BY THE COMPANY TO RATIFY THE ISSUER YES FOR FOR
APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE
COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL 2006
------------------------------------------------------------------------------------
ISSUER: MURPHY OIL CORPORATION
TICKER: MUR CUSIP: 626717102
MEETING DATE: 5/10/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: F.W. BLUE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: G.S. DEMBROSKI ISSUER YES FOR FOR

ELECTION OF DIRECTOR: C.P. DEMING ISSUER YES FOR FOR

ELECTION OF DIRECTOR: R.A. HERMES ISSUER YES FOR FOR

ELECTION OF DIRECTOR: R.M. MURPHY ISSUER YES WITHHOLD AGAINST

ELECTION OF DIRECTOR: W.C. NOLAN, JR. ISSUER YES FOR FOR

ELECTION OF DIRECTOR: I.B. RAMBERG ISSUER YES FOR FOR

ELECTION OF DIRECTOR: N.E. SCHMALE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: D.J.H. SMITH ISSUER YES FOR FOR

ELECTION OF DIRECTOR: C.G. THEUS ISSUER YES FOR FOR

PROPOSAL #02: APPROVE THE APPOINTMENT OF KPMG LLP AS ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
------------------------------------------------------------------------------------
ISSUER: NEW YORK COMMUNITY BANCORP, INC.
TICKER: NYB CUSIP: 649445103
MEETING DATE: 6/7/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: MAUREEN E. CLANCY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ROBERT S. FARRELL ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOSEPH R. FICALORA ISSUER YES FOR FOR

ELECTION OF DIRECTOR: MICHAEL F. MANZULLI ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JAMES J. O'DONOVAN ISSUER YES FOR FOR

PROPOSAL #02: THE RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
KPMG LLP AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF NEW YORK COMMUNITY BANCORP, INC.
FOR THE FISCAL YEAR ENDING DECEMBER 31, 2006.

PROPOSAL #03: APPROVAL OF THE NEW YORK COMMUNITY ISSUER YES FOR FOR
BANCORP, INC. MANAGEMENT INCENTIVE COMPENSATION PLAN.

PROPOSAL #04: APPROVAL OF THE NEW YORK COMMUNITY ISSUER YES FOR FOR
BANCORP, INC. 2006 STOCK INCENTIVE PLAN.

PROPOSAL #05: SHAREHOLDER PROPOSAL, IF PROPERLY SHAREHOLDER YES FOR AGAINST
PRESENTED AT THE ANNUAL MEETING, REGARDING ELECTION OF
ALL DIRECTORS ON AN ANNUAL BASIS.
------------------------------------------------------------------------------------
ISSUER: OVERSEAS SHIPHOLDING GROUP, INC.
TICKER: OSG CUSIP: 690368105
MEETING DATE: 6/9/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: MORTEN ARNTZEN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: OUDI RECANATI ISSUER YES FOR FOR

ELECTION OF DIRECTOR: G. ALLEN ANDREAS III ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ALAN R. BATKIN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: THOMAS B. COLEMAN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: CHARLES A. FRIBOURG ISSUER YES FOR FOR

ELECTION OF DIRECTOR: STANLEY KOMAROFF ISSUER YES FOR FOR

ELECTION OF DIRECTOR: SOLOMON N. MERKIN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOEL I. PICKET ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ARIEL RECANATI ISSUER YES FOR FOR

ELECTION OF DIRECTOR: THOMAS F. ROBARDS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JEAN-PAUL VETTIER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: MICHAEL J. ZIMMERMAN ISSUER YES FOR FOR

PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ERNST ISSUER YES FOR FOR
& YOUNG LLP AS THE CORPORATION'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR 2006.

PROPOSAL #03: AMENDMENT OF THE CERTIFICATE OF ISSUER YES AGAINST AGAINST
INCORPORATION OF THE CORPORATION TO INCREASE THE
NUMBER OF AUTHORIZED SHARES OF COMMON STOCK, PAR VALUE
$1.00 PER SHARE, FROM 60,000,000 TO 120,000,000.
------------------------------------------------------------------------------------
ISSUER: PEOPLE'S BANK
TICKER: PBCT CUSIP: 710198102
MEETING DATE: 4/20/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: GEORGE P. CARTER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JERRY FRANKLIN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: EUNICE S. GROARK ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JAMES A. THOMAS ISSUER YES FOR FOR

PROPOSAL #02: AMENDMENT OF DIRECTORS EQUITY ISSUER YES FOR FOR
COMPENSATION PLAN.
------------------------------------------------------------------------------------
ISSUER: PINNACLE WEST CAPITAL CORPORATION
TICKER: PNW CUSIP: 723484101
MEETING DATE: 5/17/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: JACK E. DAVIS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: PAMELA GRANT ISSUER YES FOR FOR

ELECTION OF DIRECTOR: MARTHA O. HESSE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: WILLIAM S. JAMIESON, JR ISSUER YES FOR FOR

PROPOSAL #02: RATIFICATION OF DELOITTE & TOUCHE LLP AS ISSUER YES FOR FOR
THE COMPANY'S INDEPENDENT AUDITORS FOR FISCAL YEAR
ENDING DECEMBER 31, 2006

PROPOSAL #03: VOTE ON SHAREHOLDER PROPOSAL TO ELECT SHAREHOLDER YES FOR AGAINST
DIRECTORS ANNUALLY
------------------------------------------------------------------------------------
ISSUER: RADIAN GROUP INC.
TICKER: RDN CUSIP: 750236101
MEETING DATE: 5/9/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: HERBERT WENDER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DAVID C. CARNEY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: HOWARD B. CULANG ISSUER YES FOR FOR

ELECTION OF DIRECTOR: STEPHEN T. HOPKINS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: SANFORD A. IBRAHIM ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JAMES W. JENNINGS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: RONALD W. MOORE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JAN NICHOLSON ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ROBERT W. RICHARDS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ANTHONY W. SCHWEIGER ISSUER YES FOR FOR

PROPOSAL #02: TO AMEND RADIAN'S EQUITY COMPENSATION ISSUER YES FOR FOR
PLAN TO EXTEND THE TERM OF THE PLAN FROM DECEMBER 31,
2006 THROUGH DECEMBER 31, 2008.

PROPOSAL #03: TO RATIFY THE SELECTION OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS RADIAN'S INDEPENDENT AUDITORS FOR THE
YEAR ENDING DECEMBER 31, 2006.
------------------------------------------------------------------------------------
ISSUER: RELIANT ENERGY, INC.
TICKER: RRI CUSIP: 75952B105
MEETING DATE: 5/19/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: JOEL V. STAFF ISSUER YES FOR FOR

ELECTION OF DIRECTOR: KIRBYJON H. CALDWELL ISSUER YES FOR FOR

ELECTION OF DIRECTOR: STEVEN L. MILLER ISSUER YES FOR FOR

PROPOSAL #02: PROPOSAL TO RATIFY KPMG LLP AS RELIANT ISSUER YES FOR FOR
ENERGY, INC.'S INDEPENDENT AUDITORS FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2006

PROPOSAL #03: STOCKHOLDER PROPOSAL REGARDING THE SHAREHOLDER YES FOR N/A
ELIMINATION OF A CLASSIFIED BOARD OF DIRECTORS
------------------------------------------------------------------------------------
ISSUER: REYNOLDS AMERICAN INC.
TICKER: RAI CUSIP: 761713106
MEETING DATE: 5/3/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: A. MONTEIRO DE CASTRO ISSUER YES FOR FOR

ELECTION OF DIRECTOR: H.G.L. (HUGO) POWELL ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOSEPH P. VIVIANO ISSUER YES FOR FOR

ELECTION OF DIRECTOR: THOMAS C. WAJNERT ISSUER YES FOR FOR

PROPOSAL #02: RATIFICATION OF KPMG LLP AS INDEPENDENT ISSUER YES FOR FOR
AUDITORS

PROPOSAL #03: SHAREHOLDER PROPOSAL ON IMPACT ON YOUTH SHAREHOLDER YES ABSTAIN AGAINST
OF FLAVORED CIGARETTES

PROPOSAL #04: SHAREHOLDER PROPOSAL ON LAWS COMBATING SHAREHOLDER YES ABSTAIN AGAINST
USE OF TOBACCO
------------------------------------------------------------------------------------
ISSUER: ROYAL CARIBBEAN CRUISES LTD.
TICKER: RCL CUSIP: V7780T103
MEETING DATE: 5/26/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: BERNARD W. ARONSON ISSUER YES FOR FOR

ELECTION OF DIRECTOR: RICHARD D. FAIN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ARVID GRUNDEKJOEN ISSUER YES FOR FOR

PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT REGISTERED CERTIFIED PUBLIC ACCOUNTING
FIRM FOR 2006.
------------------------------------------------------------------------------------
ISSUER: RYDER SYSTEM, INC.
TICKER: R CUSIP: 783549108
MEETING DATE: 5/5/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: L. PATRICK HASSEY* ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOHN M. BERRA** ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DANIEL H. MUDD** ISSUER YES FOR FOR

ELECTION OF DIRECTOR: E. FOLLIN SMITH** ISSUER YES FOR FOR

ELECTION OF DIRECTOR: GREGORY T. SWIENTON** ISSUER YES FOR FOR

PROPOSAL #02: RATIFICATION OF PRICEWATERHOUSECOOPERS ISSUER YES FOR FOR
LLP AS INDEPENDENT AUDITOR.
------------------------------------------------------------------------------------
ISSUER: SERVICE CORPORATION INTERNATIONAL
TICKER: SCI CUSIP: 817565104
MEETING DATE: 5/11/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: R.L. WALTRIP ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ANTHONY L. COELHO ISSUER YES FOR FOR

ELECTION OF DIRECTOR: A.J. FOYT, JR. ISSUER YES FOR FOR

ELECTION OF DIRECTOR: EDWARD E. WILLIAMS ISSUER YES FOR FOR

PROPOSAL #02: APPROVAL OF THE SELECTION OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT ACCOUNTANTS FOR FISCAL 2006.

PROPOSAL #03: APPROVAL OF A PROPOSAL TO APPROVE THE ISSUER YES FOR FOR
AMENDED AND RESTATED DIRECTOR FEE PLAN.
------------------------------------------------------------------------------------
ISSUER: SOLECTRON CORPORATION
TICKER: SLR CUSIP: 834182107
MEETING DATE: 1/12/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: WILLIAM A. HASLER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: MICHAEL R. CANNON ISSUER YES FOR FOR

ELECTION OF DIRECTOR: RICHARD A. D'AMORE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: H. PAULETT EBERHART ISSUER YES FOR FOR

ELECTION OF DIRECTOR: HEINZ FRIDRICH ISSUER YES FOR FOR

ELECTION OF DIRECTOR: WILLIAM R. GRABER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DR. PAUL R. LOW ISSUER YES FOR FOR

ELECTION OF DIRECTOR: C. WESLEY M. SCOTT ISSUER YES FOR FOR

ELECTION OF DIRECTOR: CYRIL YANSOUNI ISSUER YES FOR FOR

PROPOSAL #02: TO AUTHORIZE THE BOARD OF DIRECTORS TO ISSUER YES FOR FOR
AMEND AND RESTATE THE CERTIFICATE OF INCORPORATION OF
THE COMPANY TO EFFECT A REVERSE STOCK SPLIT AT ONE OF
THREE RATIOS.

PROPOSAL #03: TO RATIFY THE APPOINTMENT OF KPMG LLP AS ISSUER YES FOR FOR
THE REGISTERED INDEPENDENT PUBLIC ACCOUNTING FIRM OF
THE COMPANY FOR THE FISCAL YEAR ENDING AUGUST 31, 2006.
------------------------------------------------------------------------------------
ISSUER: SPANSION, INC.
TICKER: SPSN CUSIP: 84649R101
MEETING DATE: 5/12/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: DAVID K. CHAO ISSUER YES FOR FOR

PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ERNST ISSUER YES FOR FOR
& YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE CURRENT FISCAL YEAR.
------------------------------------------------------------------------------------
ISSUER: TCF FINANCIAL CORPORATION
TICKER: TCB CUSIP: 872275102
MEETING DATE: 4/26/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: WILLIAM F. BIEBER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: GERALD A. SCHWALBACH ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DOUGLAS A. SCOVANNER ISSUER YES FOR FOR

PROPOSAL #02: APPROVE THE TCF EMPLOYEES STOCK PURCHASE ISSUER YES FOR FOR
PLAN - SUPPLEMENTAL PLAN.

PROPOSAL #03: ADVISORY VOTE ON THE APPOINTMENT OF KPMG ISSUER YES FOR FOR
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR
2006.
------------------------------------------------------------------------------------
ISSUER: TECH DATA CORPORATION
TICKER: TECD CUSIP: 878237106
MEETING DATE: 6/6/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: KATHY MISUNAS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: STEVEN A. RAYMUND ISSUER YES FOR FOR

PROPOSAL #02: TO APPROVE A PROPOSAL TO AMEND THE ISSUER YES FOR FOR
AMENDED AND RESTATED 2000 EQUITY INCENTIVE PLAN OF
TECH DATA CORPORATION TO INCREASE THE NUMBER OF SHARES
AVAILABLE FOR GRANT AND THE LIMITS APPLICABLE TO
GRANTS OF RESTRICTED STOCK OR RESTRICTED STOCK UNITS,
AND OF PERFORMANCE GRANTS.
------------------------------------------------------------------------------------
ISSUER: THE MAY DEPARTMENT STORES COMPANY
TICKER: MAY CUSIP: 577778103
MEETING DATE: 7/13/2005 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

PROPOSAL #01: APPROVE AND ADOPT THE AGREEMENT AND PLAN ISSUER YES FOR FOR
OF MERGER, DATED AS OF FEBRUARY 27, 2005, BY AND
AMONG THE MAY DEPARTMENT STORES COMPANY, FEDERATED
DEPARTMENT STORES, INC. AND MILAN ACQUISITION LLC, A
WHOLLY OWNED SUBSIDIARY OF FEDERATED DEPARTMENT
STORES, INC. AND THE TRANSACTIONS CONTEMPLATED BY THE
MERGER AGREEMENT, INCLUDING THE MERGER.

ELECTION OF DIRECTOR: MARSHA J. EVANS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DAVID B. RICKARD ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOYCE M. ROCHE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: R. DEAN WOLFE ISSUER YES FOR FOR

PROPOSAL #03: ADOPT AN AMENDMENT TO MAY'S CERTIFICATE ISSUER YES FOR FOR
OF INCORPORATION TO PROVIDE FOR ANNUAL ELECTION OF
DIRECTORS.

PROPOSAL #04: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

PROPOSAL #05: APPROVE ADJOURNMENTS OR POSTPONEMENTS OF ISSUER YES FOR FOR
THE MAY ANNUAL MEETING, IF NECESSARY, TO PERMIT
FURTHER SOLICITATION OF PROXIES IF THERE ARE NOT
SUFFICIENT VOTES AT THE TIME OF THE MAY ANNUAL MEETING
TO APPROVE THE ABOVE PROPOSALS.
------------------------------------------------------------------------------------
ISSUER: THE SHERWIN-WILLIAMS COMPANY
TICKER: SHW CUSIP: 824348106
MEETING DATE: 4/19/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: A.F. ANTON ISSUER YES FOR FOR

ELECTION OF DIRECTOR: J.C. BOLAND ISSUER YES FOR FOR

ELECTION OF DIRECTOR: C.M. CONNOR ISSUER YES FOR FOR

ELECTION OF DIRECTOR: D.E. EVANS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: D.F. HODNIK ISSUER YES FOR FOR

ELECTION OF DIRECTOR: S.J. KROPF ISSUER YES FOR FOR

ELECTION OF DIRECTOR: R.W. MAHONEY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: G.E. MCCULLOUGH ISSUER YES FOR FOR

ELECTION OF DIRECTOR: A.M. MIXON, III ISSUER YES FOR FOR

ELECTION OF DIRECTOR: C.E. MOLL ISSUER YES FOR FOR

ELECTION OF DIRECTOR: R.K. SMUCKER ISSUER YES FOR FOR

PROPOSAL #02: APPROVAL OF THE 2006 EQUITY AND ISSUER YES FOR FOR
PERFORMANCE INCENTIVE PLAN

PROPOSAL #03: APPROVAL OF THE 2006 STOCK PLAN FOR ISSUER YES FOR FOR
NONEMPLOYEE DIRECTORS

PROPOSAL #04: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
------------------------------------------------------------------------------------
ISSUER: THE SOUTH FINANCIAL GROUP, INC.
TICKER: TSFG CUSIP: 837841105
MEETING DATE: 4/18/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: J. W. DAVIS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: M. DEXTER HAGY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: CHALLIS M. LOWE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DARLA D. MOORE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: H. EARLE RUSSELL, JR. ISSUER YES FOR FOR

ELECTION OF DIRECTOR: WILLIAM R. TIMMONS III ISSUER YES FOR FOR

ELECTION OF DIRECTOR: SAMUEL H. VICKERS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DAVID C. WAKEFIELD III ISSUER YES FOR FOR

PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS TSFG'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2006.
------------------------------------------------------------------------------------
ISSUER: THE STANLEY WORKS
TICKER: SWK CUSIP: 854616109
MEETING DATE: 4/26/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: EILEEN S. KRAUS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: LAWRENCE A. ZIMMERMAN ISSUER YES FOR FOR

PROPOSAL #02: TO APPROVE ERNST & YOUNG LLP AS ISSUER YES FOR FOR
INDEPENDENT AUDITORS FOR THE YEAR 2006.

PROPOSAL #03: TO APPROVE THE STANLEY WORKS 2006 ISSUER YES FOR FOR
MANAGEMENT INCENTIVE COMPENSATION PLAN.

PROPOSAL #04: TO APPROVE AMENDMENTS TO THE STANLEY ISSUER YES FOR FOR
WORKS 2001 LONG-TERM INCENTIVE PLAN AND THE STANLEY
WORKS 1997 LONG-TERM INCENTIVE PLAN.

PROPOSAL #05: TO VOTE ON A SHAREHOLDER PROPOSAL URGING SHAREHOLDER YES FOR AGAINST
THE BOARD OF DIRECTORS TO TAKE THE NECESSARY STEPS TO
REQUIRE THAT ALL MEMBERS OF THE BOARD OF DIRECTORS BE
ELECTED ANNUALLY.

------------------------------------------------------------------------------------
ISSUER: TRIAD HOSPITALS, INC.
TICKER: TRI CUSIP: 89579K109
MEETING DATE: 5/23/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: BARBARA A. DURAND ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DONALD B. HALVERSTADT ISSUER YES FOR FOR

ELECTION OF DIRECTOR: WILLIAM J. HIBBITT ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DALE V. KESLER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: HARRIET R. MICHEL ISSUER YES FOR FOR

PROPOSAL #02: RATIFICATION OF ERNST & YOUNG LLP AS ISSUER YES FOR FOR
TRIAD'S REGISTERED INDEPENDENT ACCOUNTING FIRM FOR
FISCAL 2006.
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ISSUER: UNITED STATES STEEL CORPORATION
TICKER: X CUSIP: 912909108
MEETING DATE: 4/25/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: J. GARY COOPER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: FRANK J. LUCCHINO ISSUER YES FOR FOR

ELECTION OF DIRECTOR: SETH E. SCHOFIELD ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOHN P. SURMA ISSUER YES FOR FOR

PROPOSAL #02: ELECTION OF PRICEWATERHOUSECOOPERS LLP ISSUER YES FOR FOR
AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
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ISSUER: UNUMPROVIDENT CORPORATION
TICKER: UNM CUSIP: 91529Y106
MEETING DATE: 5/17/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: PAMELA H. GODWIN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: THOMAS KINSER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: A.S. (PAT) MACMILLAN JR ISSUER YES FOR FOR

ELECTION OF DIRECTOR: EDWARD J. MUHL ISSUER YES FOR FOR

PROPOSAL #02: RATIFICATION OF ERNST & YOUNG LLP AS THE ISSUER YES FOR FOR
COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.

PROPOSAL #03: STOCKHOLDER PROPOSAL RE: ESTABLISHING AN SHAREHOLDER YES AGAINST FOR
ENGAGEMENT PROCESS FOLLOWING A MAJORITY VOTE (WITHOUT
GIVING EFFECT TO BROKER NON-VOTES AND ABSTENTIONS) BY
STOCKHOLDERS ON A STOCKHOLDER PROPOSAL.

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ISSUER: UST INC.
TICKER: UST CUSIP: 902911106
MEETING DATE: 5/2/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: P. DIAZ DENNIS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: P.J. NEFF ISSUER YES FOR FOR

ELECTION OF DIRECTOR: A.J. PARSONS ISSUER YES FOR FOR

PROPOSAL #02: MANAGEMENT PROPOSAL TO RATIFY AND ISSUER YES FOR FOR
APPROVE ERNST & YOUNG LLP AS INDEPENDENT AUDITORS OF
THE COMPANY FOR THE YEAR 2006.

PROPOSAL #03: STOCKHOLDER PROPOSAL RELATING TO PRODUCT SHAREHOLDER YES ABSTAIN AGAINST
PROMOTION ON THE INTERNET.

PROPOSAL #04: STOCKHOLDER PROPOSAL RELATING TO BOARD SHAREHOLDER YES FOR AGAINST
CLASSIFICATION.
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ISSUER: VALEANT PHARMACEUTICALS INTERNATIONA
TICKER: VRX CUSIP: 91911X104
MEETING DATE: 5/23/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: ROBERT A. INGRAM ISSUER YES FOR FOR

ELECTION OF DIRECTOR: LAWRENCE N. KUGELMAN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: THEO MELAS-KYRIAZI ISSUER YES FOR FOR

PROPOSAL #02: APPROVAL OF THE COMPANY'S 2006 EQUITY ISSUER YES FOR FOR
INCENTIVE PLAN.

PROPOSAL #03: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE COMPANY.
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ISSUER: WELLCHOICE, INC.
TICKER: WC CUSIP: 949475107
MEETING DATE: 12/28/2005 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

PROPOSAL #01: TO ADOPT THE AGREEMENT AND PLAN OF ISSUER YES FOR FOR
MERGER, DATED AS OF SEPTEMBER 27, 2005, AMONG
WELLPOINT, WELLPOINT HOLDING CORP, AND WELLCHOICE, AND
THE TRANSACTIONS CONTEMPLATED THEREBY, INCLUDING THE
MERGER, AS MORE FULLY DESCRIBED IN THE ACCOMPANYING
PROXY STATEMENT/PROSPECTUS.
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ISSUER: WHIRLPOOL CORPORATION
TICKER: WHR CUSIP: 963320106
MEETING DATE: 4/18/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: GARY T. DICAMILLO ISSUER YES FOR FOR

ELECTION OF DIRECTOR: KATHLEEN J. HEMPEL ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ARNOLD G. LANGBO ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DAVID L. SWIFT ISSUER YES FOR FOR

ELECTION OF DIRECTOR: MICHAEL A. TODMAN ISSUER YES FOR FOR

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ISSUER: WILLIS GROUP HOLDINGS LIMITED
TICKER: WSH CUSIP: G96655108
MEETING DATE: 4/26/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: GORDON M. BETHUNE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: WILLIAM W. BRADLEY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOSEPH A. CALIFANO, JR. ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ERIC G. FRIBERG ISSUER YES FOR FOR

ELECTION OF DIRECTOR: SIR ROY GARDNER ISSUER YES FOR FOR

ELECTION OF DIRECTOR: PERRY GOLKIN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: SIR JEREMY HANLEY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: PAUL M. HAZEN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: WENDY E. LANE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JAMES F. MCCANN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOSEPH J. PLUMERI ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DOUGLAS B. ROBERTS ISSUER YES FOR FOR

PROPOSAL #02: REAPPOINTMENT AND REMUNERATION OF ISSUER YES FOR FOR
DELOITTE & TOUCHE AS INDEPENDENT AUDITORS.
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ISSUER: WINNEBAGO INDUSTRIES, INC.
TICKER: WGO CUSIP: 974637100
MEETING DATE: 1/10/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: JOHN V. HANSON ISSUER YES FOR FOR

ELECTION OF DIRECTOR: BRUCE D. HERTZKE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: GERALD C. KITCH ISSUER YES FOR FOR

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ISSUER: XCEL ENERGY INC.
TICKER: XEL CUSIP: 98389B100
MEETING DATE: 5/17/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: C. CONEY BURGESS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: FREDRIC W. CORRIGAN ISSUER YES FOR FOR

ELECTION OF DIRECTOR: RICHARD K. DAVIS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ROGER R. HEMMINGHAUS ISSUER YES FOR FOR

ELECTION OF DIRECTOR: A. BARRY HIRSCHFELD ISSUER YES FOR FOR

ELECTION OF DIRECTOR: RICHARD C. KELLY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DOUGLAS W. LEATHERDALE ISSUER YES FOR FOR

ELECTION OF DIRECTOR: ALBERT F. MORENO ISSUER YES FOR FOR

ELECTION OF DIRECTOR: DR. MARGARET R. PRESKA ISSUER YES FOR FOR

ELECTION OF DIRECTOR: A. PATRICIA SAMPSON ISSUER YES FOR FOR

ELECTION OF DIRECTOR: RICHARD H. TRULY ISSUER YES FOR FOR

PROPOSAL #02: TO RATIFY THE APPOINTMENT OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS XCEL ENERGY INC'S PRINCIPAL ACCOUNTANTS
FOR 2006.

PROPOSAL #03: SHAREHOLDER PROPOSAL TO SEPARATE THE SHAREHOLDER YES AGAINST FOR
ROLES OF CHAIRMAN OF THE BOARD AND THE CHIEF EXECUTIVE
OFFICER.
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ISSUER: XL CAPITAL LTD
TICKER: XL CUSIP: G98255105
MEETING DATE: 4/28/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT

ELECTION OF DIRECTOR: DALE R. COMEY ISSUER YES FOR FOR

ELECTION OF DIRECTOR: BRIAN M. O'HARA ISSUER YES FOR FOR

ELECTION OF DIRECTOR: JOHN T. THORNTON ISSUER YES FOR FOR

PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP, NEW YORK, NEW YORK TO ACT
AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
OF THE COMPANY FOR THE FISCAL YEAR ENDING DECEMBER 31,
2006.

PROPOSAL #03: IN THEIR DISCRETION, UPON OTHER MATTERS ISSUER YES AGAINST AGAINST
THAT MAY PROPERLY COME BEFORE THE MEETING OR ANY
ADJOURNMENTS THEREOF.

SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant
has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
VANGUARD WHITEHALL FUNDS
By: /s/John J. Brennan
(Heidi Stam)
John J. Brennan*
Chairman & Chief Executive
Date: August 31, 2006
* By Power of Attorney. Filed on December 20, 2004, see File Number 002-14336.
Incorporated by Reference.