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 811-21487

HELIOS STRATEGIC INCOME FUND, INC.

(Exact name of registrant as specified in Charter)

THREE WORLD FINANCIAL CENTER, 200 VESEY STREET, 10TH FLOOR,

NEW YORK, NY 10281

(Address of principal executive officers) (Zip code)

JOHN J. FEENEY, JR., PRESIDENT

THREE WORLD FINANCIAL CENTER

200 VESEY STREET, 10TH FLOOR

NEW YORK, NEW YORK 10281-1010

(Name and address of agent for service)

Registrant’s telephone number, including area code: 1-800-HYPERION

Date of fiscal year end: 03/31

Date of reporting period: July 1, 2008 – June 30, 2009

ITEM 1. PROXY VOTING RECORD

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

ICA File Number: 811-21487
Reporting Period: 07/01/2008 - 06/30/2009
RMK Strategic Income Fund, Inc.


======================== RMK STRATEGIC INCOME FUND INC. ========================


PINNACLE GAS RESOURCES INC

Ticker:       PINN           Security ID:  723464301
Meeting Date: AUG 12, 2008   Meeting Type: Annual
Record Date:  JUN 20, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect  Director Robert L. Cabes, Jr.    For       For          Management
1.2   Elect  Director Sylvester P. Johnson,   For       For          Management
      IV
2     Ratify Auditors                         For       For          Management


                                     Page 1

====================== HELIOS STRATEGIC INCOME FUND, INC. ======================


AT&T INC

Ticker:       T              Security ID:  00206R102
Meeting Date: APR 24, 2009   Meeting Type: Annual
Record Date:  FEB 25, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Randall L. Stephenson    For       For          Management
1.2   Elect Director William F. Aldinger III  For       For          Management
1.3   Elect Director Gilbert F. Amelio        For       For          Management
1.4   Elect Director Reuben V. Anderson       For       For          Management
1.5   Elect Director James H. Blanchard       For       For          Management
1.6   Elect Director August A. Busch III      For       For          Management
1.7   Elect Director Jaime Chico Pardo        For       For          Management
1.8   Elect Director James P. Kelly           For       For          Management
1.9   Elect Director Jon C. Madonna           For       For          Management
1.10  Elect Director Lynn M. Martin           For       For          Management
1.11  Elect Director John B. McCoy            For       For          Management
1.12  Elect Director Mary S. Metz             For       For          Management
1.13  Elect Director Joyce M. Roche           For       For          Management
1.14  Elect Director Laura D Andrea Tyson     For       For          Management
1.15  Elect Director Patricia P. Upton        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Increase Authorized Common Stock        For       For          Management
4     Report on Political Contributions       Against   Against      Shareholder
5     Amend Articles/Bylaws/Charter -- Call   Against   Against      Shareholder
      Special Meetings
6     Provide for Cumulative Voting           Against   Against      Shareholder
7     Require Independent Board Chairman      Against   Against      Shareholder
8     Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation
9     Exclude Pension Credits ftom Earnings   Against   Against      Shareholder
      Performance Measure


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COCA-COLA COMPANY, THE

Ticker:       KO             Security ID:  191216100
Meeting Date: APR 22, 2009   Meeting Type: Annual
Record Date:  FEB 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Herbert A. Allen         For       For          Management
1.2   Elect Director Ronald W. Allen          For       Against      Management


                                     Page 2

1.3   Elect Director Cathleen P. Black        For       Against      Management
1.4   Elect Director Barry Diller             For       Against      Management
1.5   Elect Director Alexis M. Herman         For       Against      Management
1.6   Elect Director Muhtar Kent              For       For          Management
1.7   Elect Director Donald R. Keough         For       For          Management
1.8   Elect Director Maria Elena Lagomsino    For       Against      Management
1.9   Elect Director Donald F. McHenry        For       For          Management
1.10  Elect Director Sam Nunn                 For       For          Management
1.11  Elect Director James D. Robinson III    For       Against      Management
1.12  Elect Director Peter V. Ueberroth       For       Against      Management
1.13  Elect Director Jacob Wallenberg         For       For          Management
1.14  Elect Director James B. Williams        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
4     Require Independent Board Chairman      Against   For          Shareholder
5     Amend Bylaws to Establish a Board       Against   Against      Shareholder
      Committee on Human Rights
6     Performance-Based Awards                Against   Against      Shareholder


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FRONTIER COMMUNICATIONS CORP.

Ticker:       FTR            Security ID:  35906A108
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 18, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kathleen Q. Abernathy    For       For          Management
1.2   Elect Director Leroy T. Barnes, Jr.     For       For          Management
1.3   Elect Director Peter C.B. Bynoe         For       For          Management
1.4   Elect Director Michael T. Dugan         For       For          Management
1.5   Elect Director Jeri B. Finard           For       For          Management
1.6   Elect Director Lawton Wehle Fitt        For       For          Management
1.7   Elect Director William M. Kraus         For       For          Management
1.8   Elect Director Howard L. Schrott        For       For          Management
1.9   Elect Director Larraine D. Segil        For       For          Management
1.10  Elect Director David H. Ward            For       For          Management
1.11  Elect Director Myron A. Wick, III       For       For          Management
1.12  Elect Director Mary Agnes Wilderotter   For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
4     Ratify Auditors                         For       For          Management


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FSI REALTY TRUST

Ticker:                      Security ID:  302634100
Meeting Date: DEC 8, 2008    Meeting Type: Annual
Record Date:  NOV 10, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Plan of Liquidation             For       For          Management
2.1   Elect Director John M. Stein            For       For          Management
2.2   Elect Director Steven N. Stein          For       For          Management
2.3   Elect Director Stephan R. Kuppenheimer  For       For          Management
2.4   Elect Director Joseph V. Green          For       For          Management
2.5   Elect Director Robert L. Hoverson       For       For          Management


                                     Page 3

2.6   Elect Director Richard J. Pregel        For       For          Management
2.7   Elect Director Stephen J. Schrantz      For       For          Management


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FSI REALTY TRUST

Ticker:                      Security ID:  302634209
Meeting Date: DEC 8, 2008    Meeting Type: Annual
Record Date:  NOV 10, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Plan of Liquidation             For       For          Management
2.1   Elect Director John M. Stein            For       For          Management
2.2   Elect Director Steven N. Stein          For       For          Management
2.3   Elect Director Stephan R. Kuppenheimer  For       For          Management
2.4   Elect Director Joseph V. Green          For       For          Management
2.5   Elect Director Robert L. Hoverson       For       For          Management
2.6   Elect Director Richard J. Pregel        For       For          Management
2.7   Elect Director Stephen J. Schrantz      For       For          Management


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GENERAL ELECTRIC CO.

Ticker:       GE             Security ID:  369604103
Meeting Date: APR 22, 2009   Meeting Type: Annual
Record Date:  FEB 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James I. Cash, Jr.       For       For          Management
1.2   Elect Director William M. Castell       For       For          Management
1.3   Elect Director Ann M. Fudge             For       For          Management
1.4   Elect Director Susan Hockfield          For       For          Management
1.5   Elect Director Jeffrey R. Immelt        For       For          Management
1.6   Elect Director Andrea Jung              For       For          Management
1.7   Elect Director Alan G. (A.G.) Lafley    For       Against      Management
1.8   Elect Director Robert W. Lane           For       For          Management
1.9   Elect Director Ralph S. Larsen          For       For          Management
1.10  Elect Director Rochelle B. Lazarus      For       For          Management
1.11  Elect Director James J. Mulva           For       For          Management
1.12  Elect Director Sam Nunn                 For       For          Management
1.13  Elect Director Roger S. Penske          For       Against      Management
1.14  Elect Director Robert J. Swieringa      For       For          Management
1.15  Elect Director Douglas A. Warner III    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Provide for Cumulative Voting           Against   For          Shareholder
4     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
5     Evaluate the Potential Conversion of    Against   Against      Shareholder
      the Corporation's Business Units into
      Four or More Public Corporations and
      Distribute New Shares
6     Adopt Policy to Cease the Payments of   Against   For          Shareholder
      Dividends or Equivalent Payments to
      Senior Executives for Shares Not Owned
7     Submit Severance Agreement (Change in   Against   For          Shareholder
      Control) to shareholder Vote


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                                     Page 4

QWEST COMMUNICATIONS INTERNATIONAL INC.

Ticker:       Q              Security ID:  749121109
Meeting Date: MAY 13, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Edward A. Mueller        For       For          Management
1.2   Elect Director Linda G. Alvarado        For       For          Management
1.3   Elect Director Charles L. Biggs         For       For          Management
1.4   Elect Director K. Dane Brooksher        For       For          Management
1.5   Elect Director Peter S. Hellman         For       For          Management
1.6   Elect Director R. David Hoover          For       Against      Management
1.7   Elect Director Patrick J. Martin        For       For          Management
1.8   Elect Director Caroline Matthews        For       For          Management
1.9   Elect Director Wayne W. Murdy           For       For          Management
1.10  Elect Director Jan L. Murley            For       For          Management
1.11  Elect Director James A. Unruh           For       For          Management
1.12  Elect Director Anthony Welters          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Terms of Severance Payments to    For       For          Management
      Executives
4     Submit SERP to Shareholder Vote         Against   For          Shareholder
5     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
6     Amend Bylaws-- Call Special Meetings    Against   For          Shareholder
7     Reincorporate in Another State          Against   Against      Shareholder
      [Delaware to North Dakota]


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SOUTHERN UNION CO.

Ticker:       SUG            Security ID:  844030106
Meeting Date: MAY 28, 2009   Meeting Type: Annual
Record Date:  APR 7, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director George L. Lindemann      For       For          Management
1.2   Elect Director Michal Barzuza           For       For          Management
1.3   Elect Director Stephen C. Beasley       For       For          Management
1.4   Elect Director David Brodsky            For       For          Management
1.5   Elect Director Frank W. Denius          For       For          Management
1.6   Elect Director Michael J. Egan          For       For          Management
1.7   Elect Director Kurt A. Gitter           For       For          Management
1.8   Elect Director Herbert H. Jacobi        For       For          Management
1.9   Elect Director Thomas N. McCarter, III  For       For          Management
1.10  Elect Director George Rountree, III     For       For          Management
1.11  Elect Director Allan D. Scherer         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management


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UNITED STATES STEEL CORP.

Ticker:       X              Security ID:  912909108
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  FEB 27, 2009


                                     Page 5

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Frank J. Lucchino        For       For          Management
1.2   Elect Director Seth E. Schofield        For       For          Management
1.3   Elect Director John P. Surma            For       For          Management
1.4   Elect Director David S. Sutherland      For       For          Management
2     Ratify Auditors                         For       For          Management


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VERIZON COMMUNICATIONS

Ticker:       VZ             Security ID:  92343V104
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard L. Carrion       For       For          Management
1.2   Elect Director M. Frances Keeth         For       For          Management
1.3   Elect Director Robert W. Lane           For       For          Management
1.4   Elect Director Sandra O. Moose          For       For          Management
1.5   Elect Director Joseph Neubauer          For       For          Management
1.6   Elect Director Donald T. Nicolaisen     For       For          Management
1.7   Elect Director Thomas H. O'Brien        For       For          Management
1.8   Elect Director Clarence Otis, Jr.       For       For          Management
1.9   Elect Director Hugh B. Price            For       For          Management
1.10  Elect Director Ivan G. Seidenberg       For       For          Management
1.11  Elect Director John W. Snow             For       For          Management
1.12  Elect Director John R. Stafford         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management
5     Approve Executive Incentive Bonus Plan  For       For          Management
6     Prohibit Executive Stock-Based Awards   Against   Against      Shareholder
7     Amend Articles/Bylaws/Charter -- Call   Against   Against      Shareholder
      Special Meetings
8     Require Independent Board Chairman      Against   Against      Shareholder
9     Provide for Cumulative Voting           Against   Against      Shareholder
10    Adopt a Policy in which the Company     Against   Against      Shareholder
      will not Make or Promise to Make Any
      Death Benefit Payments to Senior
      Executives


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WINDSTREAM CORP.

Ticker:       WIN            Security ID:  97381W104
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Carol B. Armitage        For       For          Management
1.2   Elect Director Samuel E. Beall, III     For       For          Management
1.3   Elect Director Dennis E. Foster         For       For          Management
1.4   Elect Director Francis X. Frantz        For       For          Management
1.5   Elect Director Jeffery R. Gardner       For       For          Management
1.6   Elect Director Jeffrey T. Hinson        For       For          Management
1.7   Elect Director Judy K. Jones            For       For          Management
1.8   Elect Director William A. Montgomery    For       For          Management
1.9   Elect Director Frank E. Reed            For       For          Management


                                     Page 6

2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation
4     Require Independent Board Chairman      Against   Against      Shareholder

===============================END NPX REPORT===================================


                                     Page 7
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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.

(Registrant) HELIOS STRATEGIC INCOME FUND, INC.

By:	/s/ John J. Feeney, Jr.
	John J. Feeney, Jr., President

Date: August 4, 2009