Matrix Fund

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 811-03758

MATRIX ADVISORS VALUE FUND, INC.

(Exact name of registrant as specified in charter)

747 THIRD AVENUE, 31ST FLOOR, NEW YORK, NY 10017

(Address of principal executive offices) (Zip code)

David A. Katz

747 Third Avenue, 31st Floor

NEW YORK, NY 10017

(Name and address of agent for service)

(212) 486-2004

(Registrant's telephone number, including area code )

Date of fiscal year end: June 30

Date of reporting period: June 30, 2004


Vote Summary Report
Jul 01, 2003 - Jun 30, 2004

MATRIX/LMH VALUE FUND

Mtg	Company/			Mgmt	Vote	Record		Shares
Date/Type	Ballot Issues		Security	Rec	Cast	Date	Prpnent	Voted

04/23/04 - A	Abbott Laboratories ABT		002824100			02/25/04	110,000
	1	Elect Directors		For	For		Mgmt
	2	Ratify Auditors		For	For		Mgmt
	3	Drug Pricing		Against	Against		ShrHoldr
	4	Report on Political Contributions/Activities		Against	Against		ShrHoldr
	5	Prohibit Awards to Executives		Against	Against		ShrHoldr
	6	Report on Operational Imact of HIV/AIDS, TB, and Malaria Pandemic		Against	Against		ShrHoldr


08/21/03 - A	Adaptec, Inc. ADPT		00651F108			06/25/03	300,000
	1	Elect Directors		For	Split		Mgmt
	1.1	Elect Director Carl J. Conti --- For
	1.2	Elect Director Victoria L. Cotten --- For
	1.3	Elect Director Lucie J. Fjeldstad --- Withhold
	1.4	Elect Director Joseph S. Kennedy --- For
	1.5	Elect Director Ilene H. Lang --- Withhold
	1.6	Elect Director Robert J. Loarie --- Withhold
	1.7	Elect Director Robert N. Stephens --- For
	1.8	Elect Director Dr. Douglas E. Van Houweling --- For
	2	Amend Employee Stock Purchase Plan		For	For		Mgmt
	3	Ratify Auditors		For	Against		Mgmt


04/26/04 - A	American Express Co. AXP		025816109			02/27/04	125,000
	1	Elect Directors		For	Split		Mgmt
	1.1	Elect Director Daniel F. Akerson --- For
	1.2	Elect Director Charlene Barshefsky --- For
	1.3	Elect Director William G. Bowen --- For
	1.4	Elect Director Ursula M. Burns --- For
	1.5	Elect Director Kenneth I. Chenault --- For
	1.6	Elect Director Peter R. Dolan --- For
	1.7	Elect Director Vernon E. Jordan, Jr. --- Withhold
	1.8	Elect Director Jan Leschly --- For
	1.9	Elect Director Richard A. McGinn --- For
	1.10	Elect Director Edward D. Miller --- For
	1.11	Elect Director Frank P. Popoff --- For
	1.12	Elect Director Robert D. Walter --- For
	2	Ratify Auditors		For	For		Mgmt
	3	Establish Term Limits for Directors		Against	Against		ShrHoldr
	4	Report on Political Contributions/Activities		Against	Against		ShrHoldr


05/19/04 - A	American International Group, Inc. AIG		026874107			03/26/04	131,000
	1	Elect Directors		For	For		Mgmt
	2	Approve Executive Incentive Bonus Plan		For	For		Mgmt
	3	Approve Non-Employee Director Stock Option Plan		For	For		Mgmt
	4	Ratify Auditors		For	For		Mgmt
	5	Report on Political Contributions/Activities		Against	Against		ShrHoldr
	6	Divest from Tobacco Equities		Against	Against		ShrHoldr
	7	Link Executive Compensation to Predatory Lending		Against	Against		ShrHoldr


06/10/04 - A	American Power Conversion Corp. APCC		029066107			04/14/04	348,400
	1	Fix Number of Directors		For	For		Mgmt
	2	Elect Directors		For	Split		Mgmt
	2.1	Elect Director Rodger B. Dowdell, Jr. --- Withhold
	2.2	Elect Director Emanuel E. Landsman --- Withhold
	2.3	Elect Director Neil E. Rasmussen --- Withhold
	2.4	Elect Director Ervin F. Lyon --- Withhold
	2.5	Elect Director James D. Gerson --- For
	2.6	Elect Director John G. Kassakian --- For
	2.7	Elect Director John F. Keane, Sr. --- For
	2.8	Elect Director Ellen B. Richstone --- For
	3	Approve Omnibus Stock Plan		For	For		Mgmt
	4	Ratify Auditors		For	For		Mgmt


03/17/04 - S	Bank of America Corp. BAC		060505104			01/26/04	37,000
	1	Approve Merger Agreement		For	For		Mgmt
	2	Amend Omnibus Stock Plan		For	For		Mgmt
	3	Increase Authorized Common Stock		For	For		Mgmt
	4	Adjourn Meeting		For	Against		Mgmt


05/26/04 - A	Bank of America Corp. BAC		060505104			04/07/04	114,742
	1	Elect Directors		For	For		Mgmt
	2	Ratify Auditors		For	For		Mgmt
	3	Change Date of Annual Meeting		Against	Against		ShrHoldr
	4	Adopt Nomination Procedures for the Board		Against	Against		ShrHoldr
	5	Charitable Contributions		Against	Against		ShrHoldr
	6	Establish Independent Committee to Review Mutual Fund Policy		Against	Against		ShrHoldr
	7	Adopt Standards Regarding Privacy and Information Security		Against	Against		ShrHoldr


05/04/04 - A	Baxter International Inc. BAX		071813109			03/05/04	319,000
	1	Elect Directors		For	For		Mgmt
	2	Ratify Auditors		For	For		Mgmt
	3	Provide for Cumulative Voting		Against	For		ShrHoldr


05/04/04 - A	Bristol-Myers Squibb Co. BMY		110122108			03/08/04	213,000
	1	Elect Directors		For	For		Mgmt
	2	Ratify Auditors		For	For		Mgmt
	3	Report on Political Contributions/Activities		Against	Against		ShrHoldr
	4	Cease Political Contributions/Activities		Against	Against		ShrHoldr
	5	Separate Chairman and CEO Positions		Against	For		ShrHoldr
	6	Report on Operational Impact of HIV/AIDS, TB, and Malaria Pandemic		Against	Against		ShrHoldr
	7	Require Affirmative Vote of a Majority of the Shares to Elect Directors		Against	Against		ShrHoldr


04/20/04 - A	Citigroup Inc. C		172967101			02/27/04	174,000
	1	Elect Directors		For	For		Mgmt
	2	Ratify Auditors		For	For		Mgmt
	3	Limit Executive Compensation		Against	Against		ShrHoldr
	4	Report on Political Contributions/Activities		Against	Against		ShrHoldr
	5	Prohibit Awards to Executives		Against	Against		ShrHoldr
	6	Separate Chairman and CEO Positions		Against	Against		ShrHoldr


05/18/04 - A	Comerica Inc. CMA		200340107			03/22/04	46,000
	1	Elect Directors		For	For		Mgmt
	2	Approve Employee Stock Purchase Plan		For	For		Mgmt
	3	Approve Non-Employee Director Omnibus Stock Plan		For	For		Mgmt
	4	Ratify Auditors		For	For		Mgmt


08/11/03 - A	Computer Sciences Corporation CSC		205363104			06/13/03	25,000
	1	Elect Directors		For	For		Mgmt


05/12/04 - A	CVS Corporation CVS		126650100			03/15/04	234,000
	1	Elect Directors		For	For		Mgmt
	2	Amend Omnibus Stock Plan		For	For		Mgmt
	3	Ratify Auditors		For	For		Mgmt
	4	Limit Executive Compensation		Against	Against		ShrHoldr


05/25/04 - A	Fannie Mae FNM		313586109			04/06/04	28,000
	1	Elect Directors		For	For		Mgmt
	2	Ratify Auditors		For	For		Mgmt
	3	Amend Employee Stock Purchase Plan		For	For		Mgmt
	4	Provide for Cumulative Voting		Against	For		ShrHoldr


03/17/04 - S	FleetBoston Financial Corp.		339030108			01/26/04	140,000
	1	Approve Merger Agreement		For	For		Mgmt
	2	Adjourn Meeting		For	Against		Mgmt


03/31/04 - A	Freddie Mac FRE		313400301			02/20/04	29,000
	1	Elect Directors		For	For		Mgmt
	2	Ratify Auditors		For	For		Mgmt


04/28/04 - A	General Electric Co. GE		369604103			03/01/04	260,000
	1	Elect Directors		For	Split		Mgmt
	1.1	Elect Director James I. Cash, Jr. --- For
	1.2	Elect Director Dennis D. Dammerman --- For
	1.3	Elect Director Ann M. Fudge --- For
	1.4	Elect Director Claudio X. Gonzalez --- Withhold
	1.5	Elect Director Jeffrey R. Immelt --- For
	1.6	Elect Director Andrea Jung --- For
	1.7	Elect Director Alan G. Lafley --- For
	1.8	Elect Director Kenneth G. Langone --- For
	1.9	Elect Director Ralph S. Larsen --- For
	1.10	Elect Director Rochelle B. Lazarus --- For
	1.11	Elect Director Sam Nunn --- For
	1.12	Elect Director Roger S. Penske --- For
	1.13	Elect Director Robert J. Swieringa --- For
	1.14	Elect Director Douglas A. Warner III --- For
	1.15	Elect Director Robert C. Wright --- For
	2	Ratify Auditors		For	For		Mgmt
	3	Amend Omnibus Stock Plan		For	For		Mgmt
	4	Provide for Cumulative Voting		Against	Against		ShrHoldr
	5	Eliminate Animal Testing		Against	Against		ShrHoldr
	6	Report on Nuclear Fuel Storage Risks		Against	Against		ShrHoldr
	7	Report on PCB Clean-up		Against	Against		ShrHoldr
	8	Report on Foreign Outsourcing		Against	Against		ShrHoldr
	9	Prepare Sustainability Report		Against	Against		ShrHoldr
	10	Limit Composition of Management Development and Compensation Committee to Independent Directors		Against	Against		ShrHoldr
	11	Report on Pay Disparity		Against	Against		ShrHoldr
	12	Limit Awards to Executives		Against	Against		ShrHoldr
	13	Limit Board Service for Other Companies		Against	For		ShrHoldr
	14	Separate Chairman and CEO Positions		Against	Against		ShrHoldr
	15	Hire Advisor/Maximize Shareholder Value		Against	Against		ShrHoldr
	16	Adopt a Retention Ratio for Executives and Directors		Against	Against		ShrHoldr
	17	Require 70% to 80% Independent Board		Against	Against		ShrHoldr
	18	Report on Political Contributions/Activities		Against	Against		ShrHoldr


05/18/04 - A	Guidant Corp. GDT		401698105			03/11/04	140,000
	1	Elect Directors		For	For		Mgmt
	2	Ratify Auditors		For	For		Mgmt
	3	Expense Stock Options		Against	For		ShrHoldr


05/19/04 - A	Intel Corp. INTC		458140100			03/22/04	320,000
	1	Elect Directors		For	Split		Mgmt
	1.1	Elect Director Craig R. Barrett --- For
	1.2	Elect Director Charlene Barshefsky --- For
	1.3	Elect Director E. John P. Browne --- For
	1.4	Elect Director Andrew S. Grove --- For
	1.5	Elect Director D. James Guzy --- Withhold
	1.6	Elect Director Reed E. Hundt --- For
	1.7	Elect Director Paul S. Otellini --- For
	1.8	Elect Director David S. Pottruck --- For
	1.9	Elect Director Jane E. Shaw --- For
	1.10	Elect Director John L. Thornton --- For
	1.11	Elect Director David B. Yoffie --- For
	2	Ratify Auditors		For	For		Mgmt
	3	Approve Omnibus Stock Plan		For	For		Mgmt
	4	Expense Stock Options		Against	For		ShrHoldr
	5	Limit/Prohibit Awards to Executives		Against	For		ShrHoldr
	6	Performance- Based/Indexed Options		Against	For		ShrHoldr


05/25/04 - A	JPMorgan Chase & Co. JPM		46625H100			04/02/04	161,500
	1	Approve Merger Agreement		For	For		Mgmt
	2	Elect Directors		For	For		Mgmt
	3	Ratify Auditors		For	For		Mgmt
	4	Amend Executive Incentive Bonus Plan		For	For		Mgmt
	5	Adjourn Meeting		For	Against		Mgmt
	6	Establish Term Limits for Directors		Against	Against		ShrHoldr
	7	Charitable Contributions		Against	Against		ShrHoldr
	8	Political Contributions		Against	Against		ShrHoldr
	9	Separate Chairman and CEO Positions		Against	For		ShrHoldr
	10	Provide Adequate Disclosure for over the counter Derivatives		Against	Against		ShrHoldr
	11	Auditor Independence		Against	Against		ShrHoldr
	12	Submit Non-Employee Director Compensation to Vote		Against	Against		ShrHoldr
	13	Report on Pay Disparity		Against	Against		ShrHoldr


06/25/04 - A	Kyocera Corp.		501556203			03/31/04	94,400
		Meeting for Holders of ADRs
	1	APPROVAL OF THE PROPOSED APPROPRIATION OF RETAINED EARNINGS FOR THE 50TH FISCAL YEAR. (PLEASE SEE PAGE 2 OF THE COMPANY S NOTICE OF MEETING ENCLOSED).		For	For		Mgmt
	2	APPROVAL OF THE AMENDMENTS OF THE ARTICLES OF INCORPORATION.		For	Against		Mgmt
	3	ELECTION OF TWO (2) CORPORATE AUDITORS. (PLEASE SEE PAGE 4 OF THE COMPANY S NOTICE OF MEETING ENCLOSED). (A) OSAMU NISHIEDA (B) SHINJI KURIHARA		For	Against		Mgmt
	4	APPROVAL OF THE PAYMENT OF RETIREMENT ALLOWANCES TO A RETIRING CORPORATE AUDITOR. (PLEASE SEE PAGE 5 OF THE COMPANY S NOTICE OF MEETING ENCLOSED).		For	For		Mgmt
	5	APPROVAL OF THE ISSUANCE OF STOCK ACQUISITION RIGHTS FOR GRANTING STOCK OPTION. (PLEASE SEE PAGES 5-8 OF THE COMPANY S NOTICE OF MEETING).		For	For		Mgmt


05/05/04 - A	Leggett & Platt, Inc. LEG		524660107			03/15/04	112,100
	1	Elect Directors		For	For		Mgmt
	2	Ratify Auditors		For	For		Mgmt
	3	Amend Employee Stock Purchase Plan		For	For		Mgmt
	4	Approve Executive Incentive Bonus Plan		For	For		Mgmt


06/09/04 - A	Liberty Media Corp. L		530718105			04/21/04	280,000
	1	Elect Directors		For	Split		Mgmt
	1.1	Elect Director Robert R. Bennett --- Withhold
	1.2	Elect Director Paul A. Gould --- For
	1.3	Elect Director John C. Malone --- Withhold
	2	Amend Executive Incentive Bonus Plan		For	For		Mgmt
	3	Ratify Auditors		For	For		Mgmt


04/27/04 - A	Manpower Inc. MAN		56418H100			02/17/04	58,000
	1	Elect Directors		For	For		Mgmt
	2	Ratify Auditors		For	For		Mgmt


05/20/04 - A	Marsh & McLennan Companies, Inc. MMC		571748102			03/22/04	55,000
	1	Elect Directors		For	For		Mgmt
	2	Ratify Auditors		For	For		Mgmt


05/20/04 - A	MedImmune, Inc. MEDI		584699102			03/31/04	465,000
	1	Elect Directors		For	For		Mgmt
	2	Approve Omnibus Stock Plan		For	For		Mgmt
	3	Ratify Auditors		For	For		Mgmt


04/27/04 - A	Merck & Co., Inc. MRK		589331107			02/24/04	182,000
	1	Elect Directors		For	For		Mgmt
	2	Ratify Auditors		For	For		Mgmt
	3	Declassify the Board of Directors		For	For		Mgmt
	4	Prohibit Awards to Executives		Against	Against		ShrHoldr
	5	Develop Ethical Criteria for Patent Extension		Against	Against		ShrHoldr
	6	Link Executive Compensation to Social Issues		Against	Against		ShrHoldr
	7	Report on Political Contributions		Against	Against		ShrHoldr
	8	Report on Operational Impact of HIV/AIDS, TB, and Malaria Pandemic		Against	Against		ShrHoldr


04/23/04 - A	Merrill Lynch & Co., Inc. MER		590188108			02/24/04	150,000
	1	Elect Directors		For	For		Mgmt
	2	Ratify Auditors		For	For		Mgmt
	3	Restore or Provide for Cumulative Voting		Against	For		ShrHoldr
	4	Separate Chairman and CEO Positions		Against	For		ShrHoldr


04/20/04 - A	Morgan Stanley MWD		617446448			02/20/04	175,600
	1	Elect Directors		For	Split		Mgmt
	1.1	Elect Director John W. Madigan --- Withhold
	1.2	Elect Director Dr. Klaus Zumwinkel --- For
	1.3	Elect Director Sir Howard Davies --- For
	2	Ratify Auditors		For	For		Mgmt
	3	Declassify the Board of Directors		Against	For		ShrHoldr
	4	Submit Severance Agreement (Change-in-Control) to Shareholder Vote		Against	For		ShrHoldr
	5	Report on Political Contributions/Activities		Against	Against		ShrHoldr


03/25/04 - A	Nokia Corp.		654902204			01/30/04	472,300
		Meeting for Holders of ADRs
	1	APPROVAL OF THE INCOME STATEMENTS AND THE BALANCE SHEETS.		For	For		Mgmt
	2	APPROVAL OF A DIVIDEND OF EUR 0.30 PER SHARE.		For	For		Mgmt
	3	APPROVAL OF THE DISCHARGE OF THE CHAIRMAN, THE MEMBERS OF THE BOARD OF DIRECTORS AND THE PRESIDENT FROM LIABILITY.		For	For		Mgmt
	4	Elect Directors		For	For		Mgmt
	5	Ratify Auditors		For	For		Mgmt
	6	APPROVAL OF THE PROPOSAL OF THE BOARD TO REDUCE THE SHARE CAPITAL THROUGH CANCELLATION OF NOKIA SHARES HELD BY THE COMPANY		For	For		Mgmt
	7	APPROVAL OF THE AUTHORIZATION TO THE BOARD TO INCREASE THE SHARE CAPITAL OF THE COMPANY.		For	For		Mgmt
	8	APPROVAL OF THE AUTHORIZATION TO THE BOARD TO REPURCHASE NOKIA SHARES.		For	For		Mgmt
	9	APPROVAL OF THE AUTHORIZATION TO THE BOARD TO DISPOSE NOKIA SHARES HELD BY THE COMPANY.		For	For		Mgmt
	10	APPROVAL OF THE PROPOSAL OF THE BOARD TO INCREASE THE CAPITAL OF THE FOUNDATION OF NOKIA CORPORATION.		For	For		Mgmt
	11	MARK THE FOR BOX IF YOU WISH TO INSTRUCT THE DEPOSITARY TO GIVE A PROXY TO ANY ONE OF MARIANNA UOTINEN-TARKOMA, ESA KAUNISTOLA, BOTH LEGAL COUNSELS OF NOKIA CORPORATION, TO AUTHORIZE ANY OF THEM (WITH FULL POWER OF SUBSTITUTION) TO VOTE, IN THEIR DISCR		None	Against		Mgmt


04/16/04 - A	Novellus Systems, Inc. NVLS		670008101			02/17/04	278,400
	1	Elect Directors		For	For		Mgmt
	2	Ratify Auditors		For	For		Mgmt
	3	Provision of Non-Audit Services by Independent Auditors		Against	Against		ShrHoldr
	4	Limit Executive Compensation		Against	Against		ShrHoldr


05/14/04 - A	Office Depot, Inc. ODP		676220106			03/10/04	455,000
	1	Elect Directors		For	Split		Mgmt
	1.1	Elect Director Lee A. Ault III --- Withhold
	1.2	Elect Director Neil R. Austrian --- Withhold
	1.3	Elect Director David W. Bernauer --- For
	1.4	Elect Director Abelardo E. Bru --- For
	1.5	Elect Director David I. Fuente --- Withhold
	1.6	Elect Director Brenda J. Gaines --- Withhold
	1.7	Elect Director Myra M. Hart --- For
	1.8	Elect Director W. Scott Hedrick --- Withhold
	1.9	Elect Director James L. Heskett --- Withhold
	1.10	Elect Director Patricia H. McKay --- For
	1.11	Elect Director Michael J. Myers --- Withhold
	1.12	Elect Director Bruce Nelson --- Withhold
	2	Amend Omnibus Stock Plan		For	For		Mgmt
	3	Ratify Auditors		For	For		Mgmt


04/22/04 - A	Pfizer Inc. PFE		717081103			02/27/04	226,840
	1	Elect Directors		For	For		Mgmt
	2	Ratify Auditors		For	For		Mgmt
	3	Approve Omnibus Stock Plan		For	For		Mgmt
	4	Report on Operational Impact of HIV/AIDS, TB, and Malaria Pandemic		Against	Against		ShrHoldr
	5	Cease Political Contributions/Activities		Against	Against		ShrHoldr
	6	Report on Political Contributions/Activities		Against	Against		ShrHoldr
	7	Establish Term Limits for Directors		Against	Against		ShrHoldr
	8	Report on Drug Pricing		Against	Against		ShrHoldr
	9	Limit Awards to Executives		Against	Against		ShrHoldr
	10	Amend Animal Testing Policy		Against	Against		ShrHoldr


04/26/04 - A	Symbol Technologies, Inc. SBL		871508107			03/01/04	454,950
	1	Elect Directors		For	For		Mgmt
	2	Amend Executive Incentive Bonus Plan		For	For		Mgmt
	3	Approve Omnibus Stock Plan		For	For		Mgmt
	4	Ratify Auditors		For	For		Mgmt


04/13/04 - A	The Bank Of New York Co., Inc. BK		064057102			02/23/04	230,000
	1	Elect Directors		For	For		Mgmt
	2	Ratify Auditors		For	For		Mgmt
	3	Amend Executive Incentive Bonus Plan		For	For		Mgmt
	4	Report on Political Contributions		Against	Against		ShrHoldr
	5	Limit Executive Compensation		Against	Against		ShrHoldr
	6	Limit Composition of Committee to Independent Directors		Against	Against		ShrHoldr
	7	Submit Shareholder Rights Plan (Poison Pill) to Shareholder Vote		Against	For		ShrHoldr


05/12/04 - A	The Gap, Inc. GPS		364760108			03/15/04	425,000
	1	Elect Directors		For	For		Mgmt
	2	Ratify Auditors		For	For		Mgmt
	3	Approve Executive Incentive Bonus Plan		For	For		Mgmt
	4	Limit Executive Compensation		Against	Against		ShrHoldr


05/18/04 - A	The Interpublic Group of Companies, Inc. IPG		460690100			03/26/04	286,000
	1	Elect Directors		For	Split		Mgmt
	1.1	Elect Director David A. Bell --- For
	1.2	Elect Director Frank J. Borell --- For
	1.3	Elect Director Reginald K. Brack --- For
	1.4	Elect Director Jill M. Considine --- For
	1.5	Elect Director Christopher J. Coughlin --- For
	1.6	Elect Director John J. Donner, Jr. --- For
	1.7	Elect Director Richard A. Goldstein --- For
	1.8	Elect Director H. John Greenlaus --- For
	1.9	Elect Director Michael I. Roth --- For
	1.10	Elect Director J. Phillip Samper --- Withhold
	2	Approve Omnibus Stock Plan		For	For		Mgmt
	3	Approve Non-Employee Director Omnibus Stock Plan		For	For		Mgmt
	4	Ratify Auditors		For	For		Mgmt
	5	MacBride Principles		Against	Against		ShrHoldr


03/03/04 - A	The Walt Disney Company DIS		254687106			01/16/04	279,500
	1	Elect Directors		For	Split		Mgmt
	1.1	Elect Director John E. Bryson --- Withhold
	1.2	Elect Director John S. Chen --- For
	1.3	Elect Director Michael D. Eisner --- Withhold
	1.4	Elect Director Judith L. Estrin --- Withhold
	1.5	Elect Director Robert A. Iger --- For
	1.6	Elect Director Aylwin B. Lewis --- For
	1.7	Elect Director Monica C. Lozano --- For
	1.8	Elect Director Robert W. Matschullat --- For
	1.9	Elect Director George J. Mitchell --- Withhold
	1.10	Elect Director Leo J. O'Donovan, S.J. --- For
	1.11	Elect Director Gary L. Wilson --- For
	2	Ratify Auditors		For	For		Mgmt
	3	China Principles		Against	Against		ShrHoldr
	4	Report on Supplier Labor Standards in China		Against	For		ShrHoldr
	5	Report on Amusement Park Safety		Against	Against		ShrHoldr


05/12/04 - A	Vishay Intertechnology, Inc. VSH		928298108			03/29/04	199,700
	1	Elect Directors		For	Split		Mgmt
	1.1	Elect Director Dr. Felix Zandman --- Withhold
	1.2	Elect Director Philippe Gazeau --- Withhold
	1.3	Elect Director Zvi Grinfas --- For
	1.4	Elect Director Dr. Gerald Paul --- Withhold
	2	Ratify Auditors		For	For		Mgmt
	3	Amend Executive Incentive Bonus Plan		For	For		Mgmt
	4	Approve Restricted Stock Plan		For	For		Mgmt


04/22/04 - A	Wyeth WYE		983024100			03/12/04	245,000
	1	Elect Directors		For	For		Mgmt
	2	Ratify Auditors		For	For		Mgmt
	3	Report on Drug Pricing		Against	Against		ShrHoldr
	4	Amend Animal Testing Policy		Against	Against		ShrHoldr

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.