N-PX 1 dnpx.txt CONTINENTAL ASSURANCE CO SEPARATE ACCOUNT B FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTRERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-01402 Continental Assurance Company Separate Account B (Exact name of registrant as specified in charter) 333 South Wabash Avenue, Chicago, Illinois 60604 (Address of principal executive offices) (Zip Code) Lynne Gugenheim, Secretary (Name and address of agent for service) Registrant's telephone number, including area code: 312-822-4921 Date of fiscal year-end: December 31 Date of reporting period: June 30, 2011 ITEM 1. PROXY VOTING RECORD
MEETING MATTER CAST VOTE MANAGEMENT NAME TICKER CUSIP DATE PROPOSED BY VOTE Y/N) CAST RECOMMENDATION -------------------------- ------ --------- ---------- -------------------------------- ----------- --------- ------- -------------- FOREST LABORATORIES, INC FRX 345838PPH 8/9/2010 Election of Directors Mgmt Y For For FOREST LABORATORIES, INC FRX 345838PPH 8/9/2010 Approval of the amendment to Mgmt Y For For the 2007 equity incentive plan FOREST LABORATORIES, INC FRX 345838PPH 8/9/2010 Approval of executive Mgmt Y For For compensation philosophy, policies and procedures FOREST LABORATORIES, INC FRX 345838PPH 8/9/2010 Ratification of the selection Mgmt Y For For of BDO Seidman, LLP as the company's independent accounting firm FOREST LABORATORIES, INC FRX 345838PPH 8/9/2010 Shareholder proposal to amend Shareholder Y Against Against the by-laws of the company to provide for reimbursement of expenses incurred by a stockholder or group of stockholders in connection with nominating director(s) candidates MASTERCARD INCORPORATED MA 57636Q104 9/21/2010 Amend and restate the company's Mgmt Y For For current Certificate of Incorporation to declassify the Board of Directors in phases and effect related changes in Director vacancy and removal procedures MASTERCARD INCORPORATED MA 57636Q104 9/21/2010 Approval of the elimination of Mgmt Y For For supermajority voting requirement for amending the company's Certificate of Incorporation MASTERCARD INCORPORATED MA 57636Q104 9/21/2010 Approval of revision to Mgmt Y For For current Certificate of Incorporation to requirements applicable to the composition of the Board of Directors MASTERCARD INCORPORATED MA 57636Q104 9/21/2010 Approval of revision Mgmt Y For For requirements applicable to the ownership of the company's stock and delete related obsolete provisions MASTERCARD INCORPORATED MA 57636Q104 9/21/2010 Approval of the adjournment of Mgmt Y For For the annual meeting, if necessary, to solicit additional proxies if there are not sufficient votes to approve each of the proposals comprising proposal 1 at time of meeting MASTERCARD INCORPORATED MA 57636Q104 9/21/2010 Election of Directors Mgmt Y For For MASTERCARD INCORPORATED MA 57636Q104 9/21/2010 Re-approval of the company's Mgmt Y For For senior executive annual incentive compensation plan MASTERCARD INCORPORATED MA 57636Q104 9/21/2010 Proposal to ratify the Mgmt Y For For selection of PricewaterhouseCoopers LLP as independent auditors VALEANT PHARMACEUTICALS VRX 91911XPPH 9/27/2010 Adoption of the agreement and Mgmt Y For For INTERNATIONAL plan of merger among Valeant Pharmaceuticals International, Biovail Corporation, Biovail Americas Corp and Beach Merger Corp, (A wholly owned subsidiary of Biovail Americas Corp) VALEANT PHARMACEUTICALS VRX 91911XPPH 9/27/2010 Approval of the adjournment of Mgmt Y For For INTERNATIONAL the Valeant Pharmaceuticals International Special Meeting, if necessary to solicit additional proxies if there are not sufficient votes to adopt the merger agreement at the time of the special meeting THE PROCTER & GAMBLE PG 742718109 10/12/2010 Election of Directors Mgmt Y For For COMPANY THE PROCTER & GAMBLE PG 742718109 10/12/2010 Ratification of the appointment Mgmt Y For For COMPANY of an independent registered public accounting firm THE PROCTER & GAMBLE PG 742718109 10/12/2010 Shareholder proposal-cumulative Shareholder Y Against Against COMPANY voting CISCO SYSTEMS, INC. CSCO 17275R102 11/18/2010 Election of Directors Mgmt Y For For CISCO SYSTEMS, INC. CSCO 17275R102 11/18/2010 Approval of non-binding Mgmt Y For For advisory resolution regarding executive compensation CISCO SYSTEMS, INC. CSCO 17275R102 11/18/2010 Ratification of the selection Mgmt Y For For of PricewaterhouseCoopers LLP as the independent auditor CISCO SYSTEMS, INC. CSCO 17275R102 11/18/2010 Shareholder proposal-to amend Shareholder Y Against Against Cisco's bylaws to establish a board committee on environmental sustainability CISCO SYSTEMS, INC. CSCO 17275R102 11/18/2010 Shareholder proposal-requesting Shareholder Y Against Against the board to publish a report to shareholders, within six months, summarizing concrete steps taken to reduce the likelihood of human rights violations CISCO SYSTEMS, INC. CSCO 17275R102 11/18/2010 Shareholder proposal-Cisco Shareholder Y Against Against adopt and implement a policy restricting certain sales in China, adopt a related compliance system with respect to human rights impacts and provide public disclosure of Cisco's sales to China and certain other governments COSTCO WHOLESALE COST 22160K105 1/27/2011 Election of Directors Mgmt Y For For CORPORATION COSTCO WHOLESALE COST 22160K105 1/27/2011 Ratification of selection of Mgmt Y For For CORPORATION independent auditors COSTCO WHOLESALE COST 22160K105 1/27/2011 Approval, on an advisory basis, Mgmt Y For For CORPORATION of executive compensation COSTCO WHOLESALE COST 22160K105 1/27/2011 Approval of an advisory vote on Mgmt Y 3 Years 3 Years CORPORATION the frequency of holding an advisory vote on executive compensation VISA INC. V 92826C839 1/27/2011 Amend the company's Mgmt Y For For Certificate of Incorporation to declassify the Board of Directors VISA INC. V 92826C839 1/20/2011 Approval of implementation of a Mgmt Y For For majority vote standard in uncontested elections of Directors VISA INC. V 92826C839 1/20/2011 Election of Directors Mgmt Y For For (Proposal 3) If proposal 1 to declassify Board of Directors is approved, to elect the ten directors nominated by the Board of Directors VISA INC. V 92826C839 1/20/2011 (Proposal 4) If proposal Mgmt Y For For 1 to declassify Board of Directors is not approved, elect three class 1 Directors nominated by the Board of Directors to serve until the company's 2014 annual meeting of stockholders VISA INC. V 92826C839 1/20/2011 Advisory vote on executive Mgmt Y For For compensation VISA INC. V 92826C839 1/20/2011 Advisory vote on the frequency Mgmt Y 1 Year 1 Year of holding an advisory vote on executive compensation VISA INC. V 92826C839 1/20/2011 Approval of the Visa Inc. Mgmt Y For For Incentive Plan, as amended and restated VISA INC. V 92826C839 1/20/2011 Ratification of the selection Mgmt Y For For of KPMG LLP as the independent auditor DEERE & COMPANY DE 244199105 2/23/2011 Election of Directors Mgmt Y For For DEERE & COMPANY DE 244199105 2/23/2011 Approval of a non-binding Mgmt Y For For advisory vote on executive compensation DEERE & COMPANY DE 244199105 2/23/2011 Approval of a non-binding Mgmt Y 1 Year 1 Year advisory vote on the frequency of say-on-pay votes DEERE & COMPANY DE 244199105 2/23/2011 Ratification of the selection Mgmt Y For For of Deloitte & Touche LLP as the independent auditor HEWLETT-PACKARD COMPANY HPQ 428236103 3/23/2011 Election of Directors Mgmt Y For For HEWLETT-PACKARD COMPANY HPQ 428236103 3/23/2011 Ratification of independent Mgmt Y For For registered public accounting firm for fiscal year ending October 31, 2011 HEWLETT-PACKARD COMPANY HPQ 428236103 3/23/2011 Advisory vote on executive Mgmt Y For For compensation HEWLETT-PACKARD COMPANY HPQ 428236103 3/23/2011 Advisory vote on the frequency Mgmt Y 1 Year 1 Year of holding future advisory votes on executive compensation HEWLETT-PACKARD COMPANY HPQ 428236103 3/23/2011 Approval of the Hewlett Packard Mgmt Y For For Company 2011 employee stock purchase plan HEWLETT-PACKARD COMPANY HPQ 428236103 3/23/2011 Approval of an amendment to the Mgmt Y For For Hewlett-Packard Company 2005 Pay-for-results plan to extend the term of the plan UNITED TECHNOLOGIES UTX 913017109 4/13/2011 Election of Directors Mgmt Y For For CORPORATION UNITED TECHNOLOGIES UTX 913017109 4/13/2011 Appointment of Mgmt Y For For CORPORATION PricewaterhouseCoopers LLP as the independent auditor UNITED TECHNOLOGIES UTX 913017109 4/13/2011 Approval of amendment to 2005 Mgmt Y For For CORPORATION Long-Term Incentive Plan UNITED TECHNOLOGIES UTX 913017109 4/13/2011 Advisory vote on compensation Mgmt Y For For CORPORATION of named executive officers UNITED TECHNOLOGIES UTX 913017109 4/13/2011 Advisory vote on frequency of Mgmt Y 1 Year None CORPORATION advisory vote on compensation of named executive officers UNITED TECHNOLOGIES UTX 913017109 4/13/2011 Shareholder proposal concerning Shareholder Y Against Against CORPORATION additional share retention requirement for senior executives ELI LILLY AND COMPANY LLY 532457PPH 4/18/2011 Election of Directors Mgmt Y For For ELI LILLY AND COMPANY LLY 532457PPH 4/18/2011 Ratification of Ernst & Young Mgmt Y For For LLP as independent auditors ELI LILLY AND COMPANY LLY 532457PPH 4/18/2011 Approval, by non-binding vote, Mgmt Y For For 2010 compensation paid to the company's named executive officers ELI LILLY AND COMPANY LLY 532457PPH 4/18/2011 Recommend, by non-binding vote, Mgmt Y 1 Year 1 Year the frequency of future advisory votes on executive compensation ELI LILLY AND COMPANY LLY 532457PPH 4/18/2011 Approval of amendments to the Mgmt Y For For articles of incorporation to provide for annual election of all Directors ELI LILLY AND COMPANY LLY 532457PPH 4/18/2011 Approval to the articles of Mgmt Y For For incorporation to eliminate all supermajority voting requirements ELI LILLY AND COMPANY LLY 532457PPH 4/18/2011 Approval of the executive Mgmt Y For For officer incentive plan INTERNATIONAL BUSINESS IBM 459200101 4/26/2011 Election of Directors Mgmt Y For For MACHINES CORP. INTERNATIONAL BUSINESS IBM 459200101 4/26/2011 Ratify appointment of an Mgmt Y For For MACHINES CORP. independent accounting firm INTERNATIONAL BUSINESS IBM 459200101 4/26/2011 Advisory vote on executive Mgmt Y For For MACHINES CORP. compensation INTERNATIONAL BUSINESS IBM 459200101 4/26/2011 Advisory vote regarding Mgmt Y 1 Year 3 Years MACHINES CORP. frequency of advisory vote on executive compensation INTERNATIONAL BUSINESS IBM 459200101 4/26/2011 Shareholder proposal on Shareholder Y Against Against MACHINES CORP. cumulative voting INTERNATIONAL BUSINESS IBM 459200101 4/26/2011 Shareholder proposal to review Shareholder Y Against Against MACHINES CORP. political contributions policy INTERNATIONAL BUSINESS IBM 459200101 4/26/2011 Shareholder proposal on lobbying Shareholder Y Against Against MACHINES CORP. PRAXAIR, INC. PX 74005P104 4/26/2011 Election of Directors Mgmt Y For For PRAXAIR, INC. PX 74005P104 4/26/2011 Approval, on an advisory and Mgmt Y For For non-binding basis, the compensation of Praxair's named executive officers as disclosed in the 2011 proxy statement PRAXAIR, INC. PX 74005P104 4/26/2011 Recommend, on an advisory and Mgmt Y 1 Year 1 Year non-binding basis, the frequency of holding future advisory votes on named executive officer compensation PRAXAIR, INC. PX 74005P104 4/26/2011 Approval of performance goals Mgmt Y For For under Praxair's section 162(m) Plan PRAXAIR, INC. PX 74005P104 4/26/2011 Approval of amendments to the Mgmt Y For For 2009 Praxair, Inc. Long Term Incentive Plan to add Non-Employee Directors as eligible participants PRAXAIR, INC. PX 74005P104 4/26/2011 To ratify the appointment of an Mgmt Y For For independent auditor GENERAL ELECTRIC COMPANY GE 369604103 4/27/2011 Election of Directors Mgmt Y For For GENERAL ELECTRIC COMPANY GE 369604103 4/27/2011 Ratification of appointment of Mgmt Y For For KPMG LLP as independent public accountants GENERAL ELECTRIC COMPANY GE 369604103 4/27/2011 Advisory resolution on Mgmt Y For For executive compensation GENERAL ELECTRIC COMPANY GE 369604103 4/27/2011 Advisory vote on the Mgmt Y 1 Year 1 Year frequency of future advisory votes on executive compensation GENERAL ELECTRIC COMPANY GE 369604103 4/27/2011 Shareholder proposal: Shareholder Y Against Against cumulative voting GENERAL ELECTRIC COMPANY GE 369604103 4/27/2011 Shareholder proposal: future Shareholder Y Against Against stock options GENERAL ELECTRIC COMPANY GE 369604103 4/27/2011 Shareholder proposal: withdraw Shareholder Y Against Against stock options granted to executives GENERAL ELECTRIC COMPANY GE 369604103 4/27/2011 Shareholder proposal: climate Shareholder Y Against Against change risk disclosure GENERAL ELECTRIC COMPANY GE 369604103 4/27/2011 Shareholder proposal: Shareholder Y Against Against transparency in animal research THE COCA-COLA COMPANY KO 191216100 4/27/2011 Election of Directors Mgmt Y For For THE COCA-COLA COMPANY KO 191216100 4/27/2011 Ratification of Ernst & Young Mgmt Y For For LLP as independent auditors THE COCA-COLA COMPANY KO 191216100 4/27/2011 Approval of the performance Mgmt Y For For measures available under the performance incentive plan to preserve the tax deductibility of the awards THE COCA-COLA COMPANY KO 191216100 4/27/2011 Approval of the performance Mgmt Y For For measures available under the company's 1989 restricted stock award plan to preserve the tax deductibility of the awards THE COCA-COLA COMPANY KO 191216100 4/27/2011 Advisory vote on executive Mgmt Y For For compensation (say on pay vote) THE COCA-COLA COMPANY KO 191216100 4/27/2011 Advisory vote on the frequency Mgmt Y 1 Year 1 Year of holding the say on pay vote THE COCA-COLA COMPANY KO 191216100 4/27/2011 Shareholder proposal regarding Shareholder Y Against Against a report on Bisphenol-A E.I. DU PONT DE NEMOURS DD 263534109 4/27/2011 Election of Directors Mgmt Y For For AND COMPANY E.I. DU PONT DE NEMOURS DD 263534109 4/27/2011 Ratify appointment of an Mgmt Y For For AND COMPANY independent accounting firm E.I. DU PONT DE NEMOURS DD 263534109 4/27/2011 Approval of amended Mgmt Y For For AND COMPANY equity and incentive plan E.I. DU PONT DE NEMOURS DD 263534109 4/27/2011 Approval, by advisory vote, Mgmt Y For For AND COMPANY executive compensation E.I. DU PONT DE NEMOURS DD 263534109 4/27/2011 Recommend, by advisory vote, Mgmt Y 1 Year 1 Year AND COMPANY the frequency of executive compensation votes E.I. DU PONT DE NEMOURS DD 263534109 4/27/2011 Shareholder proposal regarding Shareholder Y For Against AND COMPANY shareowner meetings E.I. DU PONT DE NEMOURS DD 263534109 4/27/2011 Shareholder proposal on Shareholder Y Against Against AND COMPANY engineered seed E.I. DU PONT DE NEMOURS DD 263534109 4/27/2011 Shareholder proposal on Shareholder Y Against Against AND COMPANY executive compensation PFIZER INC PFE 717081PPH 4/28/2011 Election of Directors Mgmt Y For For PFIZER INC PFE 717081PPH 4/28/2011 Proposal to ratify the Mgmt Y For For selection of KPMG LLP as independent auditors PFIZER INC PFE 717081PPH 4/28/2011 Advisory vote on executive Mgmt Y For For compensation PFIZER INC PFE 717081PPH 4/28/2011 Advisory vote on the frequency Mgmt Y 1 Year 2 Years of future advisory votes on executive compensation PFIZER INC PFE 717081PPH 4/28/2011 Shareholder proposal regarding Shareholder Y Against Against publication of political contributions PFIZER INC PFE 717081PPH 4/28/2011 Shareholder proposal regarding Shareholder Y Against Against public policy initiatives PFIZER INC PFE 717081PPH 4/28/2011 Shareholder proposal regarding Shareholder Y Against Against pharmaceutical price restraints PFIZER INC PFE 717081PPH 4/28/2011 Shareholder proposal regarding Shareholder Y Against Against action by written consent PFIZER INC PFE 717081PPH 4/28/2011 Shareholder proposal regarding Shareholder Y Against Against special shareholder meetings PFIZER INC PFE 717081PPH 4/28/2011 Shareholder proposal regarding Shareholder Y Against Against animal research CORNING INCORPORATED GLW 219350105 4/28/2011 Election of Directors Mgmt Y For For CORNING INCORPORATED GLW 219350105 4/28/2011 Approval, by non-binding vote, Mgmt Y For For on executive compensation CORNING INCORPORATED GLW 219350105 4/28/2011 Approval, by non-binding, on Mgmt Y 1 Year 1 Year the frequency of future executive compensation votes CORNING INCORPORATED GLW 219350105 4/28/2011 Ratification of the selection Mgmt Y For For of PricewaterhouseCoopers LLP as the independent auditor CORNING INCORPORATED GLW 219350105 4/28/2011 Shareholder proposal concerning Shareholder Y For Against special meetings JOHNSON & JOHNSON JNJ 478160PPH 4/28/2011 Election of Directors Mgmt Y For For JOHNSON & JOHNSON JNJ 478160PPH 4/28/2011 Proposal to ratify the Mgmt Y For For selection of PricewaterhouseCoopers LLP as independent auditors JOHNSON & JOHNSON JNJ 478160PPH 4/28/2011 Advisory vote on named Mgmt Y For For executive officer compensation JOHNSON & JOHNSON JNJ 478160PPH 4/28/2011 Advisory vote on frequency of Mgmt Y 1 Year 1 Year advisory vote on named executive officer compensation JOHNSON & JOHNSON JNJ 478160PPH 4/28/2011 Shareholder proposal on Shareholder Y Against Against pharmaceutical price restraint JOHNSON & JOHNSON JNJ 478160PPH 4/28/2011 Shareholder proposal on Shareholder Y Against Against amendment to company's equal employment opportunity policy JOHNSON & JOHNSON JNJ 478160PPH 4/28/2011 Shareholder proposal on Shareholder Y Against Against adopting non-animal methods for training ABBOTT LABORATORIES ABT 002824PPH 4/29/2011 Election of Directors Mgmt Y For For ABBOTT LABORATORIES ABT 002824PPH 4/29/2011 Ratification of the selection Mgmt Y For For of Deloitte & Touche LLP as the independent auditor ABBOTT LABORATORIES ABT 002824PPH 4/29/2011 Advisory vote on the approval Mgmt Y For For of executive compensation (say on pay) ABBOTT LABORATORIES ABT 002824PPH 4/29/2011 Advisory vote on the approval Mgmt Y 1 Year 1 Year of the frequency of shareholder votes on executive compensation (say when on pay) ABBOTT LABORATORIES ABT 002824PPH 4/29/2011 Shareholder Shareholder Y Against Against proposal-pharmaceutical pricing THE BOEING COMPANY BA 097023105 5/2/2011 Election of Directors Mgmt Y For For THE BOEING COMPANY BA 097023105 5/2/2011 Advisory vote on executive Mgmt Y For For compensation THE BOEING COMPANY BA 097023105 5/2/2011 Advisory vote on the frequency Mgmt Y 1 Year 3 Years of advisory votes on executive compensation THE BOEING COMPANY BA 097023105 5/2/2011 Ratification of the selection Mgmt Y For For of Deloitte & Touche LLP as the independent auditor for 2011 THE BOEING COMPANY BA 097023105 5/2/2011 Shareholder Shareholder Y Against Against proposal-independent monitoring of the human rights code THE BOEING COMPANY BA 097023105 5/2/2011 Shareholder proposal-report on Shareholder Y Against Against political activity THE BOEING COMPANY BA 097023105 5/2/2011 Shareholder proposal-action by Shareholder Y For Against written consent THE BOEING COMPANY BA 097023105 5/2/2011 Shareholder proposal-change Shareholder Y For Against ownership threshold to call special meetings THE BOEING COMPANY BA 097023105 5/2/2011 Shareholder proposal -adopt a Shareholder Y Against Against policy that the Board's Chairman be an Independent Chairman ZIMMER HOLDINGS, INC. ZMH 98956PPPH 5/2/2011 Election of Directors Mgmt Y For For ZIMMER HOLDINGS, INC. ZMH 98956PPPH 5/2/2011 Non-Binding advisory vote Mgmt Y For For on executive compensation ("say-on-pay") ZIMMER HOLDINGS, INC. ZMH 98956PPPH 5/2/2011 Non-Binding advisory vote on Mgmt Y 1 Year 1 Year the frequency of say-on-pay votes ZIMMER HOLDINGS, INC. ZMH 98956PPPH 5/2/2011 Ratify appointment of an Mgmt Y For For independent accounting firm ALLERGAN, INC. AGN 018490PPH 5/3/2011 Election of Directors Mgmt Y For For ALLERGAN, INC. AGN 018490PPH 5/3/2011 Ratification of the selection Mgmt Y For For of Ernst & Young as the independent auditor ALLERGAN, INC. AGN 018490PPH 5/3/2011 Advisory vote on the Mgmt Y For For compensation of our named executive officers ALLERGAN, INC. AGN 018490PPH 5/3/2011 Advisory vote on the frequency Mgmt Y 1 Year 3 Years of an advisory vote on the compensation of our named executive officers ALLERGAN, INC. AGN 018490PPH 5/3/2011 Approval of the Allergan, Inc. Mgmt Y For For 2011 executive bonus plan ALLERGAN, INC. AGN 018490PPH 5/3/2011 Approval of the Allergan, Inc. Mgmt Y For For 2011 incentive award plan ALLERGAN, INC. AGN 018490PPH 5/3/2011 Approval of the amendment and Mgmt Y For For restatement of our amended and restated Certificate of Incorporation to declassify our Board of Directors BRISTOL-MYERS SQUIBB BMY-W 110122PPH 5/3/2011 Election of Directors Mgmt Y For For COMPANY BRISTOL-MYERS SQUIBB BMY-W 110122PPH 5/3/2011 Ratification of independent Mgmt Y For For COMPANY registered public accounting firm BRISTOL-MYERS SQUIBB BMY-W 110122PPH 5/3/2011 Advisory vote on the Mgmt Y For For COMPANY compensation of our named executive officers BRISTOL-MYERS SQUIBB BMY-W 110122PPH 5/3/2011 Advisory vote on the frequency Mgmt Y 1 Year 3 Years COMPANY of the advisory vote on the compensation of our named executive officers BRISTOL-MYERS SQUIBB BMY-W 110122PPH 5/3/2011 Shareholder proposal-executive Shareholder Y Against Against COMPANY compensation disclosure BRISTOL-MYERS SQUIBB BMY-W 110122PPH 5/3/2011 Shareholder proposal-action by Shareholder Y For Against COMPANY shareholder written consent BRISTOL-MYERS SQUIBB BMY-W 110122PPH 5/3/2011 Shareholder Shareholder Y Against Against COMPANY proposal-pharmaceutical price restraint CSX CORPORATION CSX 126408103 5/4/2011 Election of Directors Mgmt Y For For CSX CORPORATION CSX 126408103 5/4/2011 Ratification of Ernst & Young Mgmt Y For For LLP as independent auditors CSX CORPORATION CSX 126408103 5/4/2011 Approval, by non-binding vote, Mgmt Y For For executive compensation CSX CORPORATION CSX 126408103 5/4/2011 Recommendation, by non-binding Mgmt Y 1 Year 3 Years vote, the frequency of executive compensation votes FLUOR CORPORATION FLR 343412102 5/5/2011 Election of Directors Mgmt Y For For FLUOR CORPORATION FLR 343412102 5/5/2011 Advisory vote on the company's Mgmt Y For For executive compensation FLUOR CORPORATION FLR 343412102 5/5/2011 Advisory vote on the frequency Mgmt Y 1 Year None of shareholder advisory votes on the company's executive compensation FLUOR CORPORATION FLR 343412102 5/5/2011 Approval of an amendment to the Mgmt Y For For amended and restated Certificate of Incorporation to declassify the Board of Directors FLUOR CORPORATION FLR 343412102 5/5/2011 Approval of an amendment to the Mgmt Y For For Certificate of Incorporation to remove and replace the supermajority voting provisions FLUOR CORPORATION FLR 343412102 5/5/2011 Ratification of Ernst & Young Mgmt Y For For LLP as independent auditors MARRIOT INTERNATIONAL, MAR 571903202 5/6/2011 Election of Directors Mgmt Y For For INC. MARRIOT INTERNATIONAL, MAR 571903202 5/6/2011 To ratify the appointment of Mgmt Y For For INC. Ernst & Young as independent registered public accounting firm MARRIOT INTERNATIONAL, MAR 571903202 5/6/2011 Advisory resolution approving Mgmt Y For For INC. executive compensation MARRIOT INTERNATIONAL, MAR 571903202 5/6/2011 Advisory vote on the frequency Mgmt Y 1 Year 1 Year INC. of future advisory votes on executive compensation MYLAN INC MYL 628530PPH 5/6/2011 Election of Directors Mgmt Y For For MYLAN INC MYL 628530PPH 5/6/2011 Ratification of the selection Mgmt Y For For of Deloitte & Touche LLP as the independent auditor MYLAN INC MYL 628530PPH 5/6/2011 Approval , by advisory vote, Mgmt Y For For executive compensation MYLAN INC MYL 628530PPH 5/6/2011 Recommend, by advisory vote, Mgmt Y 1 Year 3 Years the frequency of future advisory votes on executive compensation HOSPIRA, INC. HSP 441060PPH 5/10/2011 Election of Directors Mgmt Y For For HOSPIRA, INC. HSP 441060PPH 5/10/2011 Approval of an amendment to our Mgmt Y For For restated Certificate of Incorporation to eliminate the super-majority vote requirement to remove Directors for cause HOSPIRA, INC. HSP 441060PPH 5/10/2011 Approval of an amendment to the Mgmt Y For For restated Certificate of Incorporation to eliminate the super-majority vote requirement for bylaw adoption, amendment or repeal HOSPIRA, INC. HSP 441060PPH 5/10/2011 Approval of an amendment to our Mgmt Y For For restated Certificate of Incorporation to eliminate the super-majority vote requirement for alteration, amendment or repeal of certain provisions in the Certificate of Incorporation HOSPIRA, INC. HSP 441060PPH 5/10/2011 Approval, by non-binding vote, Mgmt Y For For executive compensation HOSPIRA, INC. HSP 441060PPH 5/10/2011 Recommend, by non-binding vote, Mgmt Y 1 Year 1 Year the frequency of executive compensation votes HOSPIRA, INC. HSP 441060PPH 5/10/2011 Ratification of the selection Mgmt Y For For of Deloitte & Touche LLP as the independent auditor CVS CAREMARK CORPORATION CVS 126650100 5/11/2011 Election of Directors Mgmt Y For For CVS CAREMARK CORPORATION CVS 126650100 5/11/2011 Ratification of the selection Mgmt Y For For of Ernst & Young as the independent auditor CVS CAREMARK CORPORATION CVS 126650100 5/11/2011 Approval of the company's Mgmt Y For For executive compensation as disclosed in the proxy statement CVS CAREMARK CORPORATION CVS 126650100 5/11/2011 Approval of the frequency of Mgmt Y 1 Year 1 Year future executive compensation votes CVS CAREMARK CORPORATION CVS 126650100 5/11/2011 Shareholders proposal-political Shareholder Y Against Against contributions and expenditures CVS CAREMARK CORPORATION CVS 126650100 5/11/2011 Shareholders proposal-regarding Shareholder Y For Against stockholder action by written consent KOHL'S CORPORATION KSS 500255104 5/12/2011 Election of Directors Mgmt Y For For KOHL'S CORPORATION KSS 500255104 5/12/2011 Ratification of Ernst & Young Mgmt Y For For LLP as independent auditors KOHL'S CORPORATION KSS 500255104 5/12/2011 Approval of elimination of Mgmt Y For For supermajority vote requirement in Article V KOHL'S CORPORATION KSS 500255104 5/12/2011 Approval of elimination of Mgmt Y For For supermajority vote requirement in Article VI KOHL'S CORPORATION KSS 500255104 5/12/2011 Re-approval of annual incentive Mgmt Y For For plan KOHL'S CORPORATION KSS 500255104 5/12/2011 Advisory vote on executive Mgmt Y For For compensation KOHL'S CORPORATION KSS 500255104 5/12/2011 Advisory vote on the frequency Mgmt Y 1 Year 1 Year of future shareholder advisory votes on executive compensation KOHL'S CORPORATION KSS 500255104 5/12/2011 Shareholder proposal: Shareholder Y For Against Shareholder action by written consent KOHL'S CORPORATION KSS 500255104 5/12/2011 Shareholder proposal: Shareholder Y Against Against Succession planning and reporting GILEAD SCIENCES, INC. GILD 375558103 5/12/2011 Election of Directors Mgmt Y For For GILEAD SCIENCES, INC. GILD 375558103 5/12/2011 Ratification of the selection Mgmt Y For For of Ernst & Young as the independent auditor GILEAD SCIENCES, INC. GILD 375558103 5/12/2011 Approval of the amended and Mgmt Y For For restated Gilead Sciences, Inc. Code Section 162(M) Bonus Plan and certain performance-based provisions GILEAD SCIENCES, INC. GILD 375558103 5/12/2011 Approval of amendments to Mgmt Y For For Gilead's restated certificate of incorporation to adopt majority voting standards GILEAD SCIENCES, INC. GILD 375558103 5/12/2011 Approval of amendments to Mgmt Y For For Gilead's amended and restated bylaws to permit holders of at least 20% of the voting power of the outstanding capital stock to call a special meeting of stockholders GILEAD SCIENCES, INC. GILD 375558103 5/12/2011 Approval of an advisory Mgmt Y For For resolution to approve the compensation of Gilead's named executive officers GILEAD SCIENCES, INC. GILD 375558103 5/12/2011 Approval of vote on an advisory Mgmt Y 1 Year 1 Year basis as to the frequency with which executive compensation will be subject to futures advisory stockholder votes WATSON PHARMACEUTICALS, WPI 942683PPH 5/13/2011 Election of Directors Mgmt Y For For INC. WATSON PHARMACEUTICALS, WPI 942683PPH 5/13/2011 Approval of amendment to Mgmt Y For For INC. provide for the declassification of the Board of Directors and to delete certain provisions from the Articles of Incorporation WATSON PHARMACEUTICALS, WPI 942683PPH 5/13/2011 Approval of the fourth Mgmt Y For For INC. amendment and restatement of the 2001 incentive award plan of Watson Pharmaceuticals, Inc. WATSON PHARMACEUTICALS, WPI 942683PPH 5/13/2011 Advisory (non-binding) vote to Mgmt Y For For INC. approve named executive officer compensation WATSON PHARMACEUTICALS, WPI 942683PPH 5/13/2011 Advisory (non-binding) vote on Mgmt Y 1 Year 1 Year INC. the frequency of future advisory votes to approve named executive officer compensation WATSON PHARMACEUTICALS, WPI 942683PPH 5/13/2011 Ratification of the selection Mgmt Y For For INC. of PricewaterhouseCoopers LLP as the independent auditor JP MORGAN CHASE & CO. JPM 46625H100 5/17/2011 Election of Directors Mgmt Y For For JP MORGAN CHASE & CO. JPM 46625H100 5/17/2011 Ratification of independent Mgmt Y For For registered public accounting firm JP MORGAN CHASE & CO. JPM 46625H100 5/17/2011 Advisory vote on Mgmt Y For For executive compensation JP MORGAN CHASE & CO. JPM 46625H100 5/17/2011 Advisory vote on frequency of Mgmt Y 1 Year 1 Year advisory vote on executive compensation JP MORGAN CHASE & CO. JPM 46625H100 5/17/2011 Approval of amendment to Mgmt Y For For long-term incentive plan JP MORGAN CHASE & CO. JPM 46625H100 5/17/2011 Shareholder proposal-political Shareholder Y Against Against non-partisanship JP MORGAN CHASE & CO. JPM 46625H100 5/17/2011 Shareholder Shareholder Y For Against proposal-shareholder action by written consent JP MORGAN CHASE & CO. JPM 46625H100 5/17/2011 Shareholder proposal-mortgage Shareholder Y Against Against loan servicing JP MORGAN CHASE & CO. JPM 46625H100 5/17/2011 Shareholder proposal-political Shareholder Y Against Against contributions JP MORGAN CHASE & CO. JPM 46625H100 5/17/2011 Shareholder Shareholder Y Against Against proposal-genocide-free investing JP MORGAN CHASE & CO. JPM 46625H100 5/17/2011 Shareholder Shareholder Y Against Against proposal-independent lead director MORGAN STANLEY MS 617446448 5/18/2011 Election of Directors Mgmt Y For For MORGAN STANLEY MS 617446448 5/18/2011 Ratification of the selection Mgmt Y For For of Deloitte & Touche LLP as the independent auditor MORGAN STANLEY MS 617446448 5/18/2011 Adoption of amendment to the Mgmt Y For For 2007 equity incentive compensation plan MORGAN STANLEY MS 617446448 5/18/2011 Adoption of the compensation of Mgmt Y For For executives as disclosed in the proxy statement (non-binding advisory resolution) MORGAN STANLEY MS 617446448 5/18/2011 Adoption to the vote on the Mgmt Y 1 Year 1 Year frequency of holding a non-binding advisory vote on the compensation of executives as disclosed in the proxy statement (non-binding advisory vote) HALLIBURTON COMPANY HAL 406216101 5/19/2011 Election of Directors Mgmt Y For For HALLIBURTON COMPANY HAL 406216101 5/19/2011 Proposal for ratification of Mgmt Y For For the selection of auditors HALLIBURTON COMPANY HAL 406216101 5/19/2011 Approval for advisory vote on Mgmt Y For For executive compensation HALLIBURTON COMPANY HAL 406216101 5/19/2011 Approval for and advisory vote Mgmt Y 1 Year 1 Year on the frequency of an advisory vote on executive compensation HALLIBURTON COMPANY HAL 406216101 5/19/2011 Shareholder proposal-human Shareholder Y Against Against rights policy HALLIBURTON COMPANY HAL 406216101 5/19/2011 Shareholder proposal-political Shareholder Y Against Against contributions MEDCO HEALTH SOLUTIONS, MHS 58405UPPH 5/24/2011 Election of Directors Mgmt Y For For INC. MEDCO HEALTH SOLUTIONS, MHS 58405UPPH 5/24/2011 Ratification of the selection Mgmt Y For For INC. of PricewaterhouseCoopers LLP as the independent auditor MEDCO HEALTH SOLUTIONS, MHS 58405UPPH 5/24/2011 Approval of amendments to the Mgmt Y For For INC. Certificate of Incorporation MEDCO HEALTH SOLUTIONS, MHS 58405UPPH 5/24/2011 Approval of the company's Mgmt Y For For INC. amended and restated stock incentive plan MEDCO HEALTH SOLUTIONS, MHS 58405UPPH 5/24/2011 Approval of an advisory vote on Mgmt Y For For INC. the compensation of the company's named executive officers MEDCO HEALTH SOLUTIONS, MHS 58405UPPH 5/24/2011 Approval of an advisory vote on Mgmt Y 1 Year 1 Year INC. the frequency of a shareholder advisory vote on the compensation of the company's named executive officers MEDCO HEALTH SOLUTIONS, MHS 58405UPPH 5/24/2011 Shareholder proposal Shareholder Y Against Against INC. regarding executive equity holding requirements MERCK & CO., INC. MRK 589331PPH 5/24/2011 Election of Directors Mgmt Y For For MERCK & CO., INC. MRK 589331PPH 5/24/2011 To ratify the appointment of Mgmt Y For For the independent registered public accounting firm MERCK & CO., INC. MRK 589331PPH 5/24/2011 Advisory vote on executive Mgmt Y For For compensation MERCK & CO., INC. MRK 589331PPH 5/24/2011 Advisory vote on the frequency Mgmt Y 1 Year 3 Years of future votes on executive compensation MOLSON COORS BREWING CO. TAP 60871R209 5/25/2011 Election of Directors Mgmt Y For For GOOGLE INC. GOOG 38259P508 6/2/2011 Election of Directors Mgmt Y For For GOOGLE INC. GOOG 38259P508 6/2/2011 Ratification of Ernst & Young Mgmt Y For For LLP as independent auditors for fiscal year 2011 GOOGLE INC. GOOG 38259P508 6/2/2011 Approval of amendment to Mgmt Y For For increase the number of shares of Class A stock issuable by 1,500,000 GOOGLE INC. GOOG 38259P508 6/2/2011 Approval of 2010 compensation Mgmt Y For For awarded to named executive officers GOOGLE INC. GOOG 38259P508 6/2/2011 Approval of frequency of future Mgmt Y 1 Years 3 Years stockholder advisory votes regarding compensation awarded to named executive officers GOOGLE INC. GOOG 38259P508 6/2/2011 Shareholder proposal-formation Shareholder Y Against Against of a board committee on sustainability, if properly presented at meeting GOOGLE INC. GOOG 38259P508 6/2/2011 Shareholder proposal-adoption Shareholder Y For Against of a simple majority voting standard for stockholder matters, if properly presented at meeting GOOGLE INC. GOOG 38259P508 6/2/2011 Shareholder proposal-conflict Shareholder Y Against Against of interest and code of conduct compliance report, if properly presented at meeting MASTERCARD INCORPORATED MA 57636Q104 6/7/2011 Election of Directors Mgmt Y For For MASTERCARD INCORPORATED MA 57636Q104 6/7/2011 Advisory vote on Mgmt Y For For executive compensation MASTERCARD INCORPORATED MA 57636Q104 6/7/2011 Advisory vote on Mgmt Y 1 Year 1 Year frequency of holding future advisory votes on executive compensation MASTERCARD INCORPORATED MA 57636Q104 6/7/2011 Ratification of the selection Mgmt Y For For of PricewaterhouseCoopers LLP as the independent auditor
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. Continental Assurance Company Separate Account (B) By: /s/ Thomas C. Scott -------------------------------------------- Thomas C. Scott -Principal Executive Officer Date August 26, 2011