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

ICA File Number: 811-08352
Reporting Period: 07/01/2012 - 06/30/2013
LKCM Funds

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 811-8352

LKCM Funds
(Exact name of registrant as specified in charter)

c/o Luther King Capital Management Corporation
301 Commerce Street, Suite 1600
Fort Worth, TX 76102
(Address of principal executive offices) (Zip code)

K&L Gates LLP
1601 K Street, N.W.
Washington, DC 20006
(Name and address of agent for service)

Registrant's telephone number, including area code:
1-800-688-LKCM and 1-800-423-6369

Date of fiscal year end: December 31

Date of reporting period: July 1, 2012 through June 30, 2013

Item 1. Proxy Voting Record.

=========================== LKCM Aquinas Growth Fund ===========================

ABBOTT LABORATORIES

Ticker: ABT Security ID: 002824100 Meeting Date: APR 26, 2013 Meeting Type: Annual

Record Date:  FEB 27, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert J. Alpern         For       For          Management
1.2   Elect Director Roxanne S. Austin        For       For          Management
1.3   Elect Director Sally E. Blount          For       For          Management
1.4   Elect Director W. James Farrell         For       For          Management
1.5   Elect Director Edward M. Liddy          For       For          Management
1.6   Elect Director Nancy McKinstry          For       For          Management
1.7   Elect Director Phebe N. Novakovic       For       For          Management
1.8   Elect Director William A. Osborn        For       For          Management
1.9   Elect Director Samuel C. Scott, III     For       For          Management
1.10  Elect Director Glenn F. Tilton          For       For          Management
1.11  Elect Director Miles D. White           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Label and Eliminate GMO Ingredients in  Against   Against      Shareholder
      Products
5     Report on Lobbying Payments and Policy  Against   For          Shareholder
6     Require Independent Board Chairman      Against   For          Shareholder
7     Stock Retention/Holding Period          Against   For          Shareholder
8     Cease Compliance Adjustments to         Against   For          Shareholder
      Performance Criteria
9     Pro-rata Vesting of Equity Awards       Against   For          Shareholder


ABBVIE INC.

Ticker: ABBV Security ID: 00287Y109
Meeting Date: MAY 06, 2013 Meeting Type: Annual

Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William H.L. Burnside    For       For          Management
1.2   Elect Director Edward J. Rapp           For       For          Management
1.3   Elect Director Roy S. Roberts           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Approve Omnibus Stock Plan For For Management


ACI WORLDWIDE, INC.

Ticker:       ACIW           Security ID:  004498101
Meeting Date: JUN 11, 2013   Meeting Type: Annual
Record Date:  APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John D. Curtis           For       Withhold     Management
1.2   Elect Director Philip G. Heasley        For       Withhold     Management
1.3   Elect Director James C. McGroddy        For       Withhold     Management
1.4   Elect Director Harlan F. Seymour        For       Withhold     Management
1.5   Elect Director John M. Shay, Jr.        For       Withhold     Management
1.6   Elect Director John E. Stokely          For       Withhold     Management
1.7   Elect Director Jan H. Suwinski          For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Approve Executive Incentive Bonus Plan For For Management
5 Increase Authorized Common Stock For For Management


ADOBE SYSTEMS INCORPORATED

Ticker: ADBE Security ID: 00724F101 Meeting Date: APR 11, 2013 Meeting Type: Annual Record Date: FEB 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Amy L. Banse             For       For          Management
1b    Elect Director Kelly J. Barlow          For       For          Management
1c    Elect Director Edward W. Barnholt       For       For          Management
1d    Elect Director Robert K. Burgess        For       For          Management
1e    Elect Director Frank A. Calderoni       For       For          Management
1f    Elect Director Michael R. Cannon        For       For          Management
1g    Elect Director James E. Daley           For       For          Management
1h    Elect Director Laura B. Desmond         For       For          Management
1i    Elect Director Charles M. Geschke       For       For          Management
1j    Elect Director Shantanu Narayen         For       For          Management
1k    Elect Director Daniel L. Rosensweig     For       For          Management
1l    Elect Director Robert Sedgewick         For       For          Management
1m    Elect Director John E. Warnock          For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


AKAMAI TECHNOLOGIES, INC.

Ticker:       AKAM           Security ID:  00971T101
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Pamela J. Craig          For       For          Management
1.2   Elect Director F. Thomson Leighton      For       For          Management
1.3   Elect Director Paul Sagan               For       For          Management
1.4   Elect Director Naomi O. Seligman        For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3a    Declassify the Board of Directors       For       For          Management
3b    Amend Certificate of Incorporation to   For       For          Management
      Provide Directors May be Removed With
      or Without Cause
3c    Reduce Supermajority Vote Requirement   For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Ratify Auditors                         For       For          Management


ALLERGAN, INC.

Ticker: AGN Security ID: 018490102 Meeting Date: APR 30, 2013 Meeting Type: Annual Record Date: MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director David E.I. Pyott         For       For          Management
1b    Elect Director Michael R. Gallagher     For       For          Management
1c    Elect Director Deborah Dunsire          For       For          Management
1d    Elect Director Dawn Hudson              For       For          Management
1e    Elect Director Trevor M. Jones          For       For          Management
1f    Elect Director Louis J. Lavigne, Jr.    For       For          Management
1g    Elect Director Peter J. McDonnell       For       For          Management
1h    Elect Director Timothy D. Proctor       For       For          Management
1i    Elect Director Russell T. Ray           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Provide Right to Call Special Meeting   For       For          Management
5.1   Provide Right to Act by Written Consent Against   For          Shareholder
5.2   Report on Lobbying Payments and Policy  Against   For          Shareholder


AMAZON.COM, INC.

Ticker: AMZN Security ID: 023135106 Meeting Date: MAY 23, 2013 Meeting Type: Annual Record Date: APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jeffrey P. Bezos         For       For          Management
1b    Elect Director Tom A. Alberg            For       For          Management
1c    Elect Director John Seely Brown         For       For          Management
1d    Elect Director William B. Gordon        For       For          Management
1e    Elect Director Jamie S. Gorelick        For       For          Management
1f    Elect Director Alain Monie              For       For          Management

1g Elect Director Jonathan J. Rubinstein For For Management 1h Elect Director Thomas O. Ryder For For Management 1i Elect Director Patricia Q. Stonesifer For For Management
2 Ratify Auditors For For Management
3 Report on Political Contributions Against For Shareholder


AMETEK, INC.

Ticker:       AME            Security ID:  031100100
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 21, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ruby R. Chandy           For       For          Management
1.2   Elect Director Charles D. Klein         For       For          Management
1.3   Elect Director Steven W. Kohlhagen      For       For          Management
2     Increase Authorized Common Stock        For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


ANSYS, INC.

Ticker:       ANSS           Security ID:  03662Q105
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ronald W. Hovsepian      For       For          Management
1.2   Elect Director Michael C. Thurk         For       For          Management
1.3   Elect Director Barbara V. Scherer       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


APPLE INC.

Ticker:       AAPL           Security ID:  037833100
Meeting Date: FEB 27, 2013   Meeting Type: Annual
Record Date:  JAN 02, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William Campbell         For       For          Management
1.2   Elect Director Timothy Cook             For       For          Management
1.3   Elect Director Millard Drexler          For       For          Management
1.4   Elect Director Al Gore                  For       For          Management
1.5   Elect Director Robert Iger              For       For          Management
1.6   Elect Director Andrea Jung              For       For          Management
1.7   Elect Director Arthur Levinson          For       For          Management
1.8   Elect Director Ronald Sugar             For       For          Management
2     Amend Articles of Incorporation         For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
5     Stock Retention/Holding Period          Against   For          Shareholder
6     Establish Board Committee on Human      Against   For          Shareholder
      Rights


ASPEN TECHNOLOGY, INC.

Ticker: AZPN Security ID: 045327103 Meeting Date: DEC 06, 2012 Meeting Type: Annual

Record Date:  OCT 15, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark E. Fusco            For       For          Management
1.2   Elect Director Gary E. Haroian          For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


BOK FINANCIAL CORPORATION

Ticker: BOKF Security ID: 05561Q201 Meeting Date: APR 30, 2013 Meeting Type: Annual

Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gregory S. Allen         For       Withhold     Management
1.2   Elect Director Alan S. Armstrong        For       For          Management
1.3   Elect Director C. Fred Ball, Jr.        For       Withhold     Management
1.4   Elect Director Sharon J. Bell           For       For          Management
1.5   Elect Director Peter C. Boylan, III     For       For          Management
1.6   Elect Director Chester E. Cadieux, III  For       For          Management
1.7   Elect Director Joseph W. Craft, III     For       For          Management
1.8   Elect Director John W. Gibson           For       For          Management
1.9   Elect Director David F. Griffin         For       For          Management
1.10  Elect Director V. Burns Hargis          For       For          Management
1.11  Elect Director Douglas D. Hawthorne     For       For          Management
1.12  Elect Director E. Carey Joullian, IV    For       For          Management
1.13  Elect Director George B. Kaiser         For       Withhold     Management
1.14  Elect Director Robert J. LaFortune      For       For          Management
1.15  Elect Director Stanley A. Lybarger      For       Withhold     Management
1.16  Elect Director Steven J. Malcolm        For       For          Management
1.17  Elect Director E.C. Richards            For       For          Management
1.18  Elect Director John Richels             For       For          Management
1.19  Elect Director Michael C. Turpen        For       For          Management
1.20  Elect Director R. A. Walker             For       For          Management
2     Amend Executive Incentive Bonus Plan    For       Against      Management
3     Amend Omnibus Stock Plan                For       Against      Management
4     Ratify Auditors                         For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


C.H. ROBINSON WORLDWIDE, INC.

Ticker: CHRW Security ID: 12541W209 Meeting Date: MAY 09, 2013 Meeting Type: Annual Record Date: MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Scott P. Anderson        For       For          Management
1b    Elect Director Mary J. Steele Guilfoile For       For          Management
1c    Elect Director Jodee A. Kozlak          For       For          Management
1d    Elect Director ReBecca Koenig Roloff    For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management


CABOT OIL & GAS CORPORATION

Ticker: COG Security ID: 127097103 Meeting Date: MAY 02, 2013 Meeting Type: Annual Record Date: MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Robert L. Keiser         For       Against      Management
1b    Elect Director W. Matt Ralls            For       Against      Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Pro-rata Vesting of Equity Plans Against Against Shareholder


CARPENTER TECHNOLOGY CORPORATION

Ticker:       CRS            Security ID:  144285103
Meeting Date: OCT 08, 2012   Meeting Type: Annual
Record Date:  AUG 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Carl G. Anderson, Jr.    For       For          Management
1.2   Elect Director Philip M. Anderson       For       For          Management
1.3   Elect Director Jeffrey Wadsworth        For       For          Management
1.4   Elect Director William A. Wulfsohn      For       For          Management
2     Ratify Auditors                         For       Against      Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CITRIX SYSTEMS, INC.

Ticker: CTXS Security ID: 177376100 Meeting Date: MAY 23, 2013 Meeting Type: Annual Record Date: APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Mark B. Templeton        For       For          Management
1b    Elect Director Stephen M. Dow           For       For          Management
1c    Elect Director Godfrey R. Sullivan      For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Declassify the Board of Directors       For       For          Management
4     Ratify Auditors                         For       Against      Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


COLGATE-PALMOLIVE COMPANY

Ticker: CL Security ID: 194162103 Meeting Date: MAY 10, 2013 Meeting Type: Annual Record Date: MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Nikesh Arora             For       For          Management
1b    Elect Director John T. Cahill           For       For          Management
1c    Elect Director Ian Cook                 For       For          Management
1d    Elect Director Helene D. Gayle          For       For          Management
1e    Elect Director Ellen M. Hancock         For       For          Management
1f    Elect Director Joseph Jimenez           For       For          Management
1g    Elect Director Richard J. Kogan         For       For          Management
1h    Elect Director Delano E. Lewis          For       For          Management
1i    Elect Director J. Pedro Reinhard        For       For          Management
1j    Elect Director Stephen I. Sadove        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management

5 Adopt Share Retention Policy For Against For Shareholder Senior Executives


COSTCO WHOLESALE CORPORATION

Ticker:       COST           Security ID:  22160K105
Meeting Date: JAN 24, 2013   Meeting Type: Annual
Record Date:  NOV 23, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Benjamin S. Carson, Sr.  For       For          Management
1.2   Elect Director William H. Gates         For       For          Management
1.3   Elect Director Hamilton E. James        For       For          Management
1.4   Elect Director W. Craig Jelinek         For       For          Management
1.5   Elect Director Jill S. Ruckelshaus      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Declassify the Board of Directors Against For Shareholder


COVIDIEN PLC

Ticker: COV Security ID: G2554F113 Meeting Date: MAR 20, 2013 Meeting Type: Annual Record Date: JAN 10, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jose E. Almeida          For       For          Management
1b    Elect Director Joy A. Amundson          For       For          Management
1c    Elect Director Craig Arnold             For       For          Management
1d    Elect Director Robert H. Brust          For       For          Management
1e    Elect Director John M. Connors, Jr.     For       For          Management
1f    Elect Director Christopher J. Coughlin  For       For          Management
1g    Elect Director Randall J. Hogan, III    For       For          Management
1h    Elect Director Martin D. Madaus         For       For          Management
1i    Elect Director Dennis H. Reilley        For       For          Management
1j    Elect Director Joseph A. Zaccagnino     For       For          Management
2     Approve Auditors and Authorize Board    For       For          Management
      to Fix Their  Remuneration
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Authorize Open-Market Purchases of      For       For          Management
      Ordinary Shares
6     Authorize the Price Range at which the  For       For          Management
      Company can Reissue Shares that it
      holds as Treasury Shares
7     Amend Articles of Association to        For       For          Management
      expand the authority to execute
      instruments of transfer
8     Approve Creation of Distributable       For       For          Management
      Reserves


CULLEN/FROST BANKERS, INC.

Ticker: CFR Security ID: 229899109 Meeting Date: APR 25, 2013 Meeting Type: Annual

Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director R. Denny Alexander       For       For          Management
1.2   Elect Director Carlos Alvarez           For       For          Management
1.3   Elect Director Royce S. Caldwell        For       For          Management
1.4   Elect Director Crawford H. Edwards      For       For          Management
1.5   Elect Director Ruben M. Escobedo        For       For          Management
1.6   Elect Director Richard W. Evans, Jr.    For       For          Management
1.7   Elect Director Patrick B. Frost         For       For          Management
1.8   Elect Director David J. Haemisegger     For       For          Management
1.9   Elect Director Karen E. Jennings        For       For          Management
1.10  Elect Director Richard M. Kleberg, III  For       For          Management
1.11  Elect Director Charles W. Matthews      For       For          Management
1.12  Elect Director Ida Clement Steen        For       For          Management
1.13  Elect Director Horace Wilkins, Jr.      For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


DANAHER CORPORATION

Ticker:       DHR            Security ID:  235851102
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Donald J. Ehrlich        For       For          Management
1.2   Elect Director Linda Hefner Filler      For       For          Management
1.3   Elect Director Teri List-Stoll          For       For          Management
1.4   Elect Director Walter G. Lohr, Jr.      For       For          Management
1.5   Elect Director Steven M. Rales          For       For          Management
1.6   Elect Director John T. Schwieters       For       For          Management
1.7   Elect Director Alan G. Spoon            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Stock Retention/Holding Period          Against   For          Shareholder
6     Report on Political Contributions       Against   For          Shareholder


DENTSPLY INTERNATIONAL INC.

Ticker: XRAY Security ID: 249030107 Meeting Date: MAY 22, 2013 Meeting Type: Annual Record Date: MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Paula H. Cholmondeley    For       For          Management
1b    Elect Director Michael J. Coleman       For       For          Management
1c    Elect Director John C. Miles, II        For       For          Management
1d    Elect Director John L. Miclot           For       For          Management
2     Ratify Auditors                         For       Against      Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management

5 Report on Political Contributions Against For Shareholder


DRIL-QUIP, INC.

Ticker:       DRQ            Security ID:  262037104
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alexander P. Shukis      For       Against      Management
1.2   Elect Director Terence B. Jupp          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


EMC CORPORATION

Ticker: EMC Security ID: 268648102 Meeting Date: MAY 01, 2013 Meeting Type: Annual Record Date: MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Michael W. Brown         For       For          Management
1b    Elect Director Randolph L. Cowen        For       For          Management
1c    Elect Director Gail Deegan              For       For          Management
1d    Elect Director James S. DiStasio        For       For          Management
1e    Elect Director John R. Egan             For       For          Management
1f    Elect Director Edmund F. Kelly          For       For          Management
1g    Elect Director Judith A. Miscik         For       For          Management
1h    Elect Director Windle B. Priem          For       For          Management
1i    Elect Director Paul Sagan               For       For          Management
1j    Elect Director David N. Strohm          For       For          Management
1k    Elect Director Joseph M. Tucci          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
6     Provide Right to Act by Written Consent For       For          Management
7     Require Consistency with Corporate      Against   For          Shareholder
      Values and Report on Political
      Contributions


EMERSON ELECTRIC CO.

Ticker:       EMR            Security ID:  291011104
Meeting Date: FEB 05, 2013   Meeting Type: Annual
Record Date:  NOV 27, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. A. H. Boersig         For       For          Management
1.2   Elect Director J. B. Bolten             For       For          Management
1.3   Elect Director M. S. Levatich           For       For          Management
1.4   Elect Director R. L. Stephenson         For       For          Management
1.5   Elect Director A.A. Busch, III          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Declassify the Board of Directors       For       For          Management

5 Report on Sustainability Against For Shareholder


EXPRESS SCRIPTS HOLDING COMPANY

Ticker: ESRX Security ID: 30219G108 Meeting Date: MAY 09, 2013 Meeting Type: Annual Record Date: MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Gary G. Benanav          For       For          Management
1b    Elect Director Maura C. Breen           For       For          Management
1c    Elect Director William J. DeLaney       For       For          Management
1d    Elect Director Nicholas J. LaHowchic    For       For          Management
1e    Elect Director Thomas P. Mac Mahon      For       For          Management
1f    Elect Director Frank Mergenthaler       For       For          Management
1g    Elect Director Woodrow A. Myers, Jr.    For       For          Management
1h    Elect Director John O. Parker, Jr.      For       For          Management
1i    Elect Director George Paz               For       For          Management
1j    Elect Director William L. Roper         For       For          Management
1k    Elect Director Samuel K. Skinner        For       For          Management
1l    Elect Director Seymour Sternberg        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


F5 NETWORKS, INC.

Ticker: FFIV Security ID: 315616102 Meeting Date: MAR 13, 2013 Meeting Type: Annual Record Date: JAN 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Michael Dreyer           For       For          Management
1b    Elect Director Sandra Bergeron          For       For          Management
1c    Elect Director Deborah L. Bevier        For       For          Management
1d    Elect Director Alan J. Higginson        For       For          Management
1e    Elect Director John McAdam              For       For          Management
1f    Elect Director Stephen Smith            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management


FEDEX CORPORATION

Ticker:       FDX            Security ID:  31428X106
Meeting Date: SEP 24, 2012   Meeting Type: Annual
Record Date:  JUL 30, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James L. Barksdale       For       For          Management
1.2   Elect Director John A. Edwardson        For       For          Management
1.3   Elect Director Shirley Ann Jackson      For       For          Management
1.4   Elect Director Steven R. Loranger       For       For          Management
1.5   Elect Director Gary W. Loveman          For       For          Management
1.6   Elect Director R. Brad Martin           For       For          Management
1.7   Elect Director Joshua Cooper Ramo       For       For          Management
1.8   Elect Director Susan C. Schwab          For       For          Management
1.9   Elect Director Frederick W. Smith       For       For          Management
1.10  Elect Director Joshua I. Smith          For       For          Management
1.11  Elect Director David P. Steiner         For       For          Management
1.12  Elect Director Paul S. Walsh            For       Against      Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Require Independent Board Chairman      Against   For          Shareholder
5     Report on Political Contributions       Against   For          Shareholder


FMC CORPORATION

Ticker:       FMC            Security ID:  302491303
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  FEB 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Pierre Brondeau          For       For          Management
1.2   Elect Director Dirk A. Kempthorne       For       For          Management
1.3   Elect Director Robert C. Pallash        For       For          Management
2     Ratify Auditors                         For       Against      Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management


GOOGLE INC.

Ticker:       GOOG           Security ID:  38259P508
Meeting Date: JUN 06, 2013   Meeting Type: Annual
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Larry Page               For       For          Management
1.2   Elect Director Sergey Brin              For       For          Management
1.3   Elect Director Eric E. Schmidt          For       For          Management
1.4   Elect Director L. John Doerr            For       For          Management
1.5   Elect Director Diane B. Greene          For       For          Management
1.6   Elect Director John L. Hennessy         For       For          Management
1.7   Elect Director Ann Mather               For       For          Management
1.8   Elect Director Paul S. Otellini         For       For          Management
1.9   Elect Director K. Ram Shriram           For       For          Management
1.10  Elect Director Shirley M. Tilghman      For       For          Management
2     Ratify Auditors                         For       Against      Management
3     Report on Reducing Lead Battery Health  Against   For          Shareholder
      Hazards
4     Approve Recapitalization Plan for all   Against   For          Shareholder
      Stock to Have One-vote per Share
5     Stock Retention/Holding Period          Against   For          Shareholder
6     Adopt Policy on Succession Planning     Against   For          Shareholder


GULFPORT ENERGY CORPORATION

Ticker: GPOR Security ID: 402635304 Meeting Date: JUN 13, 2013 Meeting Type: Annual

Record Date:  APR 23, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Donald L. Dillingham     For       Withhold     Management
1.2   Elect Director Craig Groeschel          For       Withhold     Management
1.3   Elect Director David L. Houston         For       Withhold     Management
1.4   Elect Director James D. Palm            For       Withhold     Management
1.5   Elect Director Scott E. Streller        For       Withhold     Management
2     Increase Authorized Common Stock        For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
5     Ratify Auditors                         For       For          Management


INTERNATIONAL BUSINESS MACHINES CORPORATION

Ticker:       IBM            Security ID:  459200101
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alain J.P. Belda         For       For          Management
1.2   Elect Director William R. Brody         For       For          Management
1.3   Elect Director Kenneth I. Chenault      For       For          Management
1.4   Elect Director Michael L. Eskew         For       For          Management
1.5   Elect Director David N. Farr            For       For          Management
1.6   Elect Director Shirley Ann Jackson      For       For          Management
1.7   Elect Director Andrew N. Liveris        For       For          Management
1.8   Elect Director W. James McNerney, Jr.   For       For          Management
1.9   Elect Director James W. Owens           For       For          Management
1.10  Elect Director Virginia M. Rometty      For       For          Management
1.11  Elect Director Joan E. Spero            For       For          Management
1.12  Elect Director Sidney Taurel            For       For          Management
1.13  Elect Director Lorenzo H. Zambrano      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   For          Shareholder
5     Provide Right to Act by Written Consent Against   For          Shareholder

6 Require Independent Board Chairman Against For Shareholder
7 Stock Retention/Holding Period Against For Shareholder


LKQ CORPORATION

Ticker:       LKQ            Security ID:  501889208
Meeting Date: MAY 06, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director A. Clinton Allen         For       For          Management
1.2   Elect Director Kevin F. Flynn           For       For          Management
1.3   Elect Director Ronald G. Foster         For       For          Management
1.4   Elect Director Joseph M. Holsten        For       For          Management
1.5   Elect Director Blythe J. McGarvie       For       For          Management
1.6   Elect Director Paul M. Meister          For       For          Management
1.7   Elect Director John F. O'Brien          For       For          Management
1.8   Elect Director Guhan Subramanian        For       For          Management
1.9   Elect Director Robert L. Wagman         For       For          Management
1.10  Elect Director William M. Webster, IV   For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Increase Authorized Common Stock        For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


MONSANTO COMPANY

Ticker: MON Security ID: 61166W101 Meeting Date: JAN 31, 2013 Meeting Type: Annual Record Date: DEC 03, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director David L. Chicoine        For       Against      Management
1b    Elect Director Arthur H. Harper         For       Against      Management
1c    Elect Director Gwendolyn S. King        For       Against      Management
1d    Elect Director Jon R. Moeller           For       Against      Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management

5 Report on Risk of Genetically Against For Shareholder Engineered Products


NATIONAL INSTRUMENTS CORPORATION

Ticker:       NATI           Security ID:  636518102
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James J. Truchard        For       For          Management
1.2   Elect Director John M. Berra            For       For          Management
2     Increase Authorized Common Stock        For       For          Management
3     Ratify Auditors                         For       For          Management
4     Other Business                          For       Against      Management


NETAPP, INC.

Ticker: NTAP Security ID: 64110D104 Meeting Date: AUG 31, 2012 Meeting Type: Annual

Record Date:  JUL 11, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Daniel J. Warmenhoven    For       Withhold     Management
1.2   Elect Director Nicholas G. Moore        For       Withhold     Management
1.3   Elect Director Thomas Georgens          For       Withhold     Management
1.4   Elect Director Jeffry R. Allen          For       Withhold     Management
1.5   Elect Director Alan L. Earhart          For       Withhold     Management
1.6   Elect Director Gerald Held              For       Withhold     Management
1.7   Elect Director T. Michael Nevens        For       Withhold     Management
1.8   Elect Director George T. Shaheen        For       Withhold     Management
1.9   Elect Director Robert T. Wall           For       Withhold     Management
1.10  Elect Director Richard P. Wallace       For       Withhold     Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Ratify Auditors                         For       For          Management

6 Reduce Supermajority Vote Requirement None For Shareholder


NICE SYSTEMS LTD.

Ticker: NICE Security ID: 653656108 Meeting Date: SEP 12, 2012 Meeting Type: Annual

Record Date:  AUG 13, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Reelect Ron Gutler as Director          For       For          Management
1.2   Reelect Joseph Atsmon as Director       For       For          Management
1.3   Reelect Rimon Ben-Shaoul as Director    For       For          Management
1.4   Reelect Yoseph Dauber as Director       For       For          Management
1.5   Reelect David Kostman as Director       For       For          Management
1.6   Elect Yehoshua (Shuki) Ehrlich as       For       For          Management
      Director
2     Approve Increase of Annual Cash Fee of  For       For          Management
      Independent Directors
3     Approve Increase of Special Annual      For       For          Management
      Cash Fee of Chairman
4     Approve Stock Option Plan Grants of     For       For          Management
      Independent Directors
5     Approve Liability Insurance of          For       For          Management
      Independent Directors
6     Approve Auditors and Authorize Board    For       For          Management
      to Fix Their Remuneration

7 Review Financial Statements for 2011 None None Management


O'REILLY AUTOMOTIVE, INC.

Ticker: ORLY Security ID: 67103H107 Meeting Date: MAY 07, 2013 Meeting Type: Annual Record Date: FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Larry O'Reilly           For       For          Management
1b    Elect Director Rosalie O'Reilly-Wooten  For       For          Management
1c    Elect Director Thomas T. Hendrickson    For       For          Management
2     Declassify the Board of Directors       For       For          Management
3     Provide Right to Call Special Meeting   For       For          Management
4     Amend Articles of Incorporation to      For       For          Management
      Eliminate Unnecessary and Outdated
      Provisions and to Make Minor Revisions
      to Conform to Current State Laws and
      Clarify
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
6     Ratify Auditors                         For       For          Management


OASIS PETROLEUM INC.

Ticker: OAS Security ID: 674215108 Meeting Date: MAY 03, 2013 Meeting Type: Annual

Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael McShane          For       Withhold     Management
1.2   Elect Director Thomas B. Nusz           For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


PETSMART, INC.

Ticker: PETM Security ID: 716768106 Meeting Date: JUN 14, 2013 Meeting Type: Annual Record Date: APR 17, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Angel Cabrera            For       For          Management
1b    Elect Director Rita V. Foley            For       For          Management
1c    Elect Director Rakesh Gangwal           For       For          Management
1d    Elect Director Joseph S. Hardin, Jr.    For       For          Management
1e    Elect Director Gregory P. Josefowicz    For       For          Management
1f    Elect Director Richard K. Lochridge     For       For          Management
1g    Elect Director Robert F. Moran          For       For          Management
1h    Elect Director Barbara Munder           For       For          Management
1i    Elect Director Thomas G. Stemberg       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Executive Incentive Bonus Plan    For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


RANGE RESOURCES CORPORATION

Ticker: RRC Security ID: 75281A109 Meeting Date: MAY 22, 2013 Meeting Type: Annual Record Date: MAR 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Anthony V. Dub           For       For          Management
1b    Elect Director V. Richard Eales         For       For          Management
1c    Elect Director Allen Finkelson          For       For          Management
1d    Elect Director James M. Funk            For       For          Management
1e    Elect Director Jonathan S. Linker       For       For          Management
1f    Elect Director Mary Ralph Lowe          For       For          Management
1g    Elect Director  Kevin S. McCarthy       For       For          Management
1h    Elect Director John H. Pinkerton        For       For          Management
1i    Elect Director Jeffrey L. Ventura       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management

4 Report on Methane Emissions Against Against Shareholder


RELIANCE STEEL & ALUMINUM CO.

Ticker:       RS             Security ID:  759509102
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sarah J. Anderson        For       For          Management
1.2   Elect Director John G. Figueroa         For       For          Management
1.3   Elect Director Thomas W. Gimbel         For       For          Management
1.4   Elect Director David H. Hannah          For       For          Management
1.5   Elect Director Douglas M. Hayes         For       For          Management
1.6   Elect Director Mark V. Kaminski         For       For          Management
1.7   Elect Director Gregg J. Mollins         For       For          Management
1.8   Elect Director Andrew G. Sharkey, III   For       For          Management
1.9   Elect Director Leslie A. Waite          For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Require Independent Board Chairman Against For Shareholder
5 Ratify Auditors For For Management


ROCKWELL COLLINS, INC.

Ticker:       COL            Security ID:  774341101
Meeting Date: FEB 07, 2013   Meeting Type: Annual
Record Date:  DEC 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John A. Edwardson        For       For          Management
1.2   Elect Director Andrew J. Policano       For       For          Management
1.3   Elect Director Jeffrey L. Turner        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
5     Declassify the Board of Directors       None      For          Shareholder


ROPER INDUSTRIES, INC.

Ticker:       ROP            Security ID:  776696106
Meeting Date: MAY 24, 2013   Meeting Type: Annual
Record Date:  APR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David W. Devonshire      For       For          Management
1.2   Elect Director John F. Fort, III        For       For          Management
1.3   Elect Director Brian D. Jellison        For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Declassify the Board of Directors       For       For          Management
4     Ratify Auditors                         For       For          Management


SIRIUS XM RADIO INC.

Ticker:       SIRI           Security ID:  82967N108
Meeting Date: MAY 21, 2013   Meeting Type: Annual
Record Date:  APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joan L. Amble            For       For          Management
1.2   Elect Director Mark D. Carleton         For       For          Management
1.3   Elect Director David J.A. Flowers       For       Withhold     Management
1.4   Elect Director Eddy W. Hartenstein      For       For          Management
1.5   Elect Director James P. Holden          For       For          Management
1.6   Elect Director Gregory B. Maffei        For       Withhold     Management
1.7   Elect Director Evan D. Malone           For       For          Management
1.8   Elect Director James E. Meyer           For       For          Management
1.9   Elect Director James F. Mooney          For       For          Management
1.10  Elect Director Robin S. Pringle         For       For          Management
1.11  Elect Director Carl E. Vogel            For       For          Management
1.12  Elect Director Vanessa A. Wittman       For       For          Management
1.13  Elect Director David Zaslav             For       For          Management

2 Ratify Auditors For For Management
3 Adopt Policy on Succession Planning Against For Shareholder


SM ENERGY COMPANY

Ticker:       SM             Security ID:  78454L100
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Barbara M. Baumann       For       For          Management
1.2   Elect Director Anthony J. Best          For       For          Management
1.3   Elect Director Larry W. Bickle          For       For          Management
1.4   Elect Director Stephen R. Brand         For       For          Management
1.5   Elect Director William J. Gardiner      For       For          Management
1.6   Elect Director Loren M. Leiker          For       For          Management
1.7   Elect Director Julio M. Quintana        For       For          Management
1.8   Elect Director John M. Seidl            For       For          Management
1.9   Elect Director William D. Sullivan      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       Against      Management
5     Amend Executive Incentive Bonus Plan    For       For          Management


TEXAS CAPITAL BANCSHARES, INC.

Ticker: TCBI Security ID: 88224Q107 Meeting Date: MAY 14, 2013 Meeting Type: Annual

Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director George F. Jones, Jr.     For       For          Management
1.2   Elect Director Peter B. Bartholow       For       For          Management
1.3   Elect Director James H. Browning        For       For          Management
1.4   Elect Director Preston M. Geren, III    For       For          Management
1.5   Elect Director Frederick B. Hegi, Jr.   For       For          Management
1.6   Elect Director Larry L. Helm            For       For          Management
1.7   Elect Director James R. Holland, Jr.    For       For          Management
1.8   Elect Director W. W. McAllister, III    For       For          Management
1.9   Elect Director Elysia Holt Ragusa       For       For          Management
1.10  Elect Director Steven P. Rosenberg      For       For          Management
1.11  Elect Director Grant E. Sims            For       For          Management
1.12  Elect Director Robert W. Stallings      For       For          Management
1.13  Elect Director Dale W. Tremblay         For       For          Management
1.14  Elect Director Ian J. Turpin            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


THE COCA-COLA COMPANY

Ticker: KO Security ID: 191216100 Meeting Date: JUL 10, 2012 Meeting Type: Special Record Date: MAY 21, 2012

# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Stock Split For For Management


THE COCA-COLA COMPANY

Ticker:       KO             Security ID:  191216100
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     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
1.3   Elect Director Howard G. Buffett        For       For          Management
1.4   Elect Director Richard M. Daley         For       For          Management
1.5   Elect Director Barry Diller             For       For          Management
1.6   Elect Director Helene D. Gayle          For       For          Management
1.7   Elect Director Evan G. Greenberg        For       For          Management
1.8   Elect Director Alexis M. Herman         For       For          Management
1.9   Elect Director Muhtar Kent              For       For          Management
1.10  Elect Director Robert A. Kotick         For       For          Management
1.11  Elect Director Maria Elena Lagomasino   For       For          Management
1.12  Elect Director Donald F. McHenry        For       For          Management
1.13  Elect Director Sam Nunn                 For       For          Management
1.14  Elect Director James D. Robinson, III   For       For          Management
1.15  Elect Director Peter V. Ueberroth       For       For          Management
1.16  Elect Director Jacob Wallenberg         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Provide Right to Call Special Meeting   For       For          Management
5     Establish Board Committee on Human      Against   For          Shareholder
      Rights


THE HOME DEPOT, INC.

Ticker: HD Security ID: 437076102 Meeting Date: MAY 23, 2013 Meeting Type: Annual Record Date: MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director F. Duane Ackerman        For       For          Management
1b    Elect Director Francis S. Blake         For       For          Management
1c    Elect Director Ari Bousbib              For       For          Management
1d    Elect Director Gregory D. Brenneman     For       For          Management
1e    Elect Director J. Frank Brown           For       For          Management
1f    Elect Director Albert P. Carey          For       For          Management
1g    Elect Director Armando Codina           For       For          Management
1h    Elect Director Bonnie G. Hill           For       For          Management
1i    Elect Director Karen L. Katen           For       For          Management
1j    Elect Director Mark Vadon               For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Executive Incentive Bonus Plan  For       For          Management
5     Amend Omnibus Stock Plan                For       For          Management
6     Prepare Employment Diversity Report     Against   For          Shareholder
7     Adopt Stormwater Run-off Management     Against   For          Shareholder
      Policy


THE PROCTER & GAMBLE COMPANY

Ticker:       PG             Security ID:  742718109
Meeting Date: OCT 09, 2012   Meeting Type: Annual
Record Date:  AUG 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Angela F. Braly          For       For          Management
1.2   Elect Director Kenneth I. Chenault      For       For          Management
1.3   Elect Director Scott D. Cook            For       For          Management
1.4   Elect Director Susan Desmond-Hellmann   For       For          Management
1.5   Elect Director Robert A. McDonald       For       For          Management
1.6   Elect Director W. James McNerney, Jr.   For       For          Management
1.7   Elect Director Johnathan A. Rodgers     For       For          Management
1.8   Elect Director Margaret C. Whitman      For       For          Management
1.9   Elect Director Mary Agnes Wilderotter   For       For          Management
1.10  Elect Director Patricia A. Woertz       For       For          Management
1.11  Elect Director Ernesto Zedillo          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Adopt Proxy Statement Reporting on      Against   For          Shareholder
      Political Contributions and Advisory
      Vote
5     Report on Adopting Extended Producer    Against   For          Shareholder
      Responsibility Policy

6 Reduce Supermajority Vote Requirement Against For Shareholder


TRACTOR SUPPLY COMPANY

Ticker:       TSCO           Security ID:  892356106
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James F. Wright          For       For          Management
1.2   Elect Director Johnston C. Adams        For       For          Management
1.3   Elect Director Peter D. Bewley          For       For          Management
1.4   Elect Director Jack C. Bingleman        For       For          Management
1.5   Elect Director Richard W. Frost         For       For          Management
1.6   Elect Director Cynthia T. Jamison       For       For          Management
1.7   Elect Director George MacKenzie         For       For          Management
1.8   Elect Director Edna K. Morris           For       For          Management
1.9   Elect Director Gregory A. Sandfort      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


TRIMBLE NAVIGATION LIMITED

Ticker:       TRMB           Security ID:  896239100
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steven W. Berglund       For       For          Management
1.2   Elect Director John B. Goodrich         For       For          Management
1.3   Elect Director William Hart             For       For          Management
1.4   Elect Director Merit E. Janow           For       For          Management
1.5   Elect Director Ulf J. Johansson         For       For          Management
1.6   Elect Director Ronald S. Nersesian      For       For          Management
1.7   Elect Director Mark S. Peek             For       For          Management
1.8   Elect Director Nickolas W. Vande Steeg  For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


VALMONT INDUSTRIES, INC.

Ticker:       VMI            Security ID:  920253101
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kaj den Daas             For       For          Management
1.2   Elect Director James B. Milliken        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

3 Approve Omnibus Stock Plan For For Management
4 Approve Executive Incentive Bonus Plan For For Management
5 Ratify Auditors For For Management


VMWARE, INC.

Ticker: VMW Security ID: 928563402 Meeting Date: MAY 29, 2013 Meeting Type: Annual Record Date: APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Amend Omnibus Stock Plan                For       For          Management
5     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan


WHOLE FOODS MARKET, INC.

Ticker: WFM Security ID: 966837106 Meeting Date: MAR 15, 2013 Meeting Type: Annual

Record Date:  JAN 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John Elstrott            For       For          Management
1.2   Elect Director Gabrielle Greene         For       For          Management
1.3   Elect Director Shahid 'Hass' Hassan     For       For          Management
1.4   Elect Director Stephanie Kugelman       For       For          Management
1.5   Elect Director John Mackey              For       For          Management
1.6   Elect Director Walter Robb              For       For          Management
1.7   Elect Director Jonathan Seiffer         For       For          Management
1.8   Elect Director Morris 'Mo' Siegel       For       For          Management
1.9   Elect Director Jonathan Sokoloff        For       For          Management
1.10  Elect Director Ralph Sorenson           For       For          Management
1.11  Elect Director William 'Kip' Tindell,   For       For          Management
      III
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Report on Adopting Extended Producer    Against   For          Shareholder
      Responsibility Policy
6     Require Independent Board Chairman      Against   For          Shareholder


YAHOO! INC.

Ticker: YHOO Security ID: 984332106 Meeting Date: JUN 25, 2013 Meeting Type: Annual

Record Date:  APR 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John D. Hayes            For       For          Management
1.2   Elect Director Susan M. James           For       For          Management
1.3   Elect Director Max R. Levchin           For       For          Management
1.4   Elect Director Peter Liguori            For       For          Management
1.5   Elect Director Daniel S. Loeb           For       For          Management
1.6   Elect Director Marissa A. Mayer         For       For          Management
1.7   Elect Director Thomas J. McInerney      For       For          Management
1.8   Elect Director Maynard G. Webb, Jr.     For       For          Management
1.9   Elect Director Harry J. Wilson          For       For          Management
1.10  Elect Director Michael J. Wolf          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Sustainability                Against   For          Shareholder
5     Report on Political Contributions       Against   For          Shareholder


YUM! BRANDS, INC.

Ticker: YUM Security ID: 988498101 Meeting Date: MAY 15, 2013 Meeting Type: Annual Record Date: MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Michael J. Cavanagh      For       For          Management
1b    Elect Director David W. Dorman          For       For          Management
1c    Elect Director Massimo Ferragamo        For       For          Management
1d    Elect Director Mirian M. Graddick-Weir  For       For          Management
1e    Elect Director J. David Grissom         For       For          Management
1f    Elect Director Bonnie G. Hill           For       For          Management
1g    Elect Director Jonathan S. Linen        For       For          Management
1h    Elect Director Thomas C. Nelson         For       For          Management
1i    Elect Director David C. Novak           For       For          Management
1j    Elect Director Thomas M. Ryan           For       For          Management
1k    Elect Director Jing-Shyh S. Su          For       For          Management
1l    Elect Director Robert D. Walter         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management

5 Adopt Comprehensive Packaging Against For Shareholder Recycling Strategy

========================= LKCM Aquinas Small Cap Fund ==========================

ACI WORLDWIDE, INC.

Ticker:       ACIW           Security ID:  004498101
Meeting Date: JUN 11, 2013   Meeting Type: Annual
Record Date:  APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John D. Curtis           For       Withhold     Management
1.2   Elect Director Philip G. Heasley        For       Withhold     Management
1.3   Elect Director James C. McGroddy        For       Withhold     Management
1.4   Elect Director Harlan F. Seymour        For       Withhold     Management
1.5   Elect Director John M. Shay, Jr.        For       Withhold     Management
1.6   Elect Director John E. Stokely          For       Withhold     Management
1.7   Elect Director Jan H. Suwinski          For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Approve Executive Incentive Bonus Plan For For Management
5 Increase Authorized Common Stock For For Management


ACTUANT CORPORATION

Ticker: ATU Security ID: 00508X203 Meeting Date: JAN 15, 2013 Meeting Type: Annual

Record Date:  NOV 15, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert C. Arzbaecher     For       For          Management
1.2   Elect Director Gurminder S. Bedi        For       For          Management
1.3   Elect Director Gustav H.P. Boel         For       For          Management
1.4   Elect Director Thomas J. Fischer        For       For          Management
1.5   Elect Director William K. Hall          For       For          Management
1.6   Elect Director R. Alan Hunter, Jr.      For       For          Management
1.7   Elect Director Robert A. Peterson       For       For          Management
1.8   Elect Director Holly A. Van Deursen     For       For          Management
1.9   Elect Director Dennis K. Williams       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Executive Incentive Bonus Plan    For       For          Management
5     Ratify Auditors                         For       For          Management


AKORN, INC.

Ticker: AKRX Security ID: 009728106 Meeting Date: MAY 03, 2013 Meeting Type: Annual

Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John N.  Kapoor          For       For          Management
1.2   Elect Director Ronald M.  Johnson       For       For          Management
1.3   Elect Director Brian Tambi              For       For          Management
1.4   Elect Director Steven J. Meyer          For       For          Management
1.5   Elect Director Alan Weinstein           For       For          Management
1.6   Elect Director Kenneth S. Abramowitz    For       For          Management
1.7   Elect Director Adrienne L. Graves       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


ALLOT COMMUNICATIONS LTD.

Ticker: ALLT Security ID: M0854Q105 Meeting Date: APR 30, 2013 Meeting Type: Special Record Date: APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     To Approve an Amendment to the Company  For       For          Management
      Articles of Association to Increase
      the Number of Authorized External
      Directors
2     To Reelect Steven Levy as an External   For       For          Management
      Director to Serve for a Term of Three
      Years Commencing at the End of His
      Current Term or Until His Office is
      Vacated
3     To Elect Dov Baharav as an External     For       For          Management
      Director to Serve for a Term of Three
      Years Commencing as of the
      Extraordinary Meeting or Until His
      Office is Vacated
4     If Proposal 3 is Approved, to Approve   For       For          Management
      the Compensation Payable to Dov Baharav
5     To Approve an Amendment to the Company  For       For          Management
      Articles of Association to Revise the
      Procedure for Reconvening Adjourned
      Shareholder Meetings
6     To Act Upon Any Other Matters That May  None      None         Management
      Properly Come Before the Extraordinary
      Meeting or any Adjournment Thereof
A     Vote FOR if you are a controlling       None      Against      Management
      shareholder or have a personal
      interest in Item 2, 3, or 4;
      otherwise, vote AGAINST. You may not
      abstain. If you vote FOR, please
      provide an explanation to your account
      manager.


AMTRUST FINANCIAL SERVICES, INC.

Ticker:       AFSI           Security ID:  032359309
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Donald T. DeCarlo        For       For          Management
1.2   Elect Director Susan C. Fisch           For       For          Management
1.3   Elect Director Abraham Gulkowitz        For       For          Management
1.4   Elect Director George Karfunkel         For       For          Management
1.5   Elect Director Michael Karfunkel        For       Withhold     Management
1.6   Elect Director Jay J. Miller            For       For          Management
1.7   Elect Director Barry D. Zyskind         For       For          Management

2 Ratify Auditors For For Management
3 Increase Authorized Common Stock For For Management


APPROACH RESOURCES INC.

Ticker:       AREX           Security ID:  03834A103
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director J. Ross Craft            For       Withhold     Management
1.2   Elect Director Bryan H. Lawrence        For       Withhold     Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


ARMSTRONG WORLD INDUSTRIES, INC.

Ticker: AWI Security ID: 04247X102 Meeting Date: JUN 21, 2013 Meeting Type: Annual

Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stan A. Askren           For       For          Management
1.2   Elect Director Kevin R. Burns           For       For          Management
1.3   Elect Director Matthew J. Espe          For       For          Management
1.4   Elect Director James J. Gaffney         For       For          Management
1.5   Elect Director Tao Huang                For       For          Management
1.6   Elect Director Michael F. Johnston      For       For          Management
1.7   Elect Director Jeffrey Liaw             For       For          Management
1.8   Elect Director  Larry S. McWilliams     For       For          Management
1.9   Elect Director James C. Melville        For       For          Management
1.10  Elect Director James J. O'Connor        For       For          Management
1.11  Elect Director John J. Roberts          For       For          Management
1.12  Elect Director Richard E. Wenz          For       For          Management
2     Ratify Auditors                         For       For          Management


ASPEN TECHNOLOGY, INC.

Ticker: AZPN Security ID: 045327103 Meeting Date: DEC 06, 2012 Meeting Type: Annual

Record Date:  OCT 15, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark E. Fusco            For       For          Management
1.2   Elect Director Gary E. Haroian          For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


ATWOOD OCEANICS, INC.

Ticker:       ATW            Security ID:  050095108
Meeting Date: FEB 14, 2013   Meeting Type: Annual
Record Date:  DEC 18, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Deborah A. Beck          For       For          Management
1.2   Elect Director George S. Dotson         For       For          Management
1.3   Elect Director Jack E. Golden           For       For          Management
1.4   Elect Director Hans Helmerich           For       For          Management
1.5   Elect Director James R. Montague        For       For          Management
1.6   Elect Director Robert J. Saltiel        For       For          Management
1.7   Elect Director Phil D. Wedemeyer        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Change Range for Size of the Board      For       Against      Management
5     Ratify Auditors                         For       Against      Management


BANCORPSOUTH, INC.

Ticker: BXS Security ID: 059692103 Meeting Date: APR 24, 2013 Meeting Type: Annual

Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gus J. Blass, III        For       For          Management
1.2   Elect Director Grace Clark              For       For          Management
1.3   Elect Director Larry G. Kirk            For       For          Management
1.4   Elect Director Guy W. Mitchell, III     For       For          Management
1.5   Elect Director Aubrey B. Patterson      For       For          Management
1.6   Elect Director James D. Rollins, III    For       For          Management
2     Amend Executive Incentive Bonus Plan    For       For          Management


BEACON ROOFING SUPPLY, INC.

Ticker:       BECN           Security ID:  073685109
Meeting Date: FEB 13, 2013   Meeting Type: Annual
Record Date:  DEC 17, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert R. Buck           For       Withhold     Management
1.2   Elect Director Paul M. Isabella         For       Withhold     Management
1.3   Elect Director Richard W. Frost         For       Withhold     Management
1.4   Elect Director James J. Gaffney         For       Withhold     Management
1.5   Elect Director Peter M. Gotsch          For       Withhold     Management
1.6   Elect Director Neil S. Novich           For       Withhold     Management
1.7   Elect Director Stuart A. Randle         For       Withhold     Management
1.8   Elect Director Wilson B. Sexton         For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


BEBE STORES, INC.

Ticker:       BEBE           Security ID:  075571109
Meeting Date: OCT 22, 2012   Meeting Type: Annual
Record Date:  SEP 26, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Manny Mashouf            For       For          Management
1.2   Elect Director Barbara Bass             For       For          Management
1.3   Elect Director Cynthia Cohen            For       For          Management
1.4   Elect Director Corrado Federico         For       For          Management
1.5   Elect Director Caden Wang               For       For          Management
2     Ratify Auditors                         For       For          Management


BELDEN INC.

Ticker:       BDC            Security ID:  077454106
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David Aldrich            For       For          Management
1.2   Elect Director Lance C. Balk            For       For          Management
1.3   Elect Director Judy L. Brown            For       For          Management
1.4   Elect Director Bryan C. Cressey         For       For          Management
1.5   Elect Director Glenn Kalnasy            For       For          Management
1.6   Elect Director George Minnich           For       For          Management
1.7   Elect Director John M. Monter           For       For          Management
1.8   Elect Director John S. Stroup           For       For          Management
1.9   Elect Director Dean Yoost               For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Executive Incentive Bonus Plan    For       For          Management


CAPITOL FEDERAL FINANCIAL, INC.

Ticker:       CFFN           Security ID:  14057J101
Meeting Date: JAN 22, 2013   Meeting Type: Annual
Record Date:  DEC 07, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John B. Dicus            For       For          Management
1.2   Elect Director James G. Morris          For       For          Management
1.3   Elect Director Jeffrey R. Thompson      For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


CARBO CERAMICS INC.

Ticker: CRR Security ID: 140781105 Meeting Date: MAY 21, 2013 Meeting Type: Annual

Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sigmund L. Cornelius     For       Withhold     Management
1.2   Elect Director James B. Jennings        For       Withhold     Management
1.3   Elect Director Gary A. Kolstad          For       Withhold     Management
1.4   Elect Director H. E. Lentz, Jr.         For       Withhold     Management
1.5   Elect Director Randy L. Limbacher       For       Withhold     Management
1.6   Elect Director William C. Morris        For       Withhold     Management
1.7   Elect Director Robert S. Rubin          For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CARPENTER TECHNOLOGY CORPORATION

Ticker:       CRS            Security ID:  144285103
Meeting Date: OCT 08, 2012   Meeting Type: Annual
Record Date:  AUG 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Carl G. Anderson, Jr.    For       For          Management
1.2   Elect Director Philip M. Anderson       For       For          Management
1.3   Elect Director Jeffrey Wadsworth        For       For          Management
1.4   Elect Director William A. Wulfsohn      For       For          Management
2     Ratify Auditors                         For       Against      Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CASEY'S GENERAL STORES, INC.

Ticker:       CASY           Security ID:  147528103
Meeting Date: SEP 14, 2012   Meeting Type: Annual
Record Date:  JUL 23, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kenneth H. Haynie        For       Withhold     Management
1.2   Elect Director William C. Kimball       For       Withhold     Management
1.3   Elect Director Richard A. Wilkey        For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CASH AMERICA INTERNATIONAL, INC.

Ticker:       CSH            Security ID:  14754D100
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Daniel E. Berce          For       Withhold     Management
1.2   Elect Director Jack R. Daugherty        For       Withhold     Management
1.3   Elect Director Daniel R. Feehan         For       Withhold     Management
1.4   Elect Director James H. Graves          For       Withhold     Management
1.5   Elect Director B.D. Hunter              For       Withhold     Management
1.6   Elect Director Timothy J. McKibben      For       Withhold     Management
1.7   Elect Director Alfred M. Micallef       For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CATALYST HEALTH SOLUTIONS, INC.

Ticker: CHSI Security ID: 14888B103 Meeting Date: JUL 02, 2012 Meeting Type: Special Record Date: MAY 31, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Merger Agreement                For       For          Management
2     Advisory Vote on Golden Parachutes      For       For          Management
3     Adjourn Meeting                         For       For          Management


CHART INDUSTRIES, INC.

Ticker:       GTLS           Security ID:  16115Q308
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Samuel F. Thomas         For       Withhold     Management
1.2   Elect Director W. Douglas Brown         For       Withhold     Management
1.3   Elect Director Richard E. Goodrich      For       Withhold     Management
1.4   Elect Director Steven W. Krablin        For       Withhold     Management
1.5   Elect Director Michael W. Press         For       Withhold     Management
1.6   Elect Director James M. Tidwell         For       Withhold     Management
1.7   Elect Director Thomas L. Williams       For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CIENA CORPORATION

Ticker: CIEN Security ID: 171779309 Meeting Date: MAR 20, 2013 Meeting Type: Annual Record Date: JAN 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Lawton W. Fitt           For       For          Management
1b    Elect Director Patrick H. Nettles       For       For          Management
1c    Elect Director Michael J. Rowny         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CINEMARK HOLDINGS, INC.

Ticker: CNK Security ID: 17243V102 Meeting Date: MAY 23, 2013 Meeting Type: Annual

Record Date:  APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Benjamin D. Chereskin    For       For          Management
1.2   Elect Director Lee Roy Mitchell         For       For          Management
1.3   Elect Director Raymond W. Syufy         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Amend Executive Incentive Bonus Plan    For       For          Management


CIRRUS LOGIC, INC.

Ticker:       CRUS           Security ID:  172755100
Meeting Date: JUL 26, 2012   Meeting Type: Annual
Record Date:  MAY 29, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John C. Carter           For       For          Management
1.2   Elect Director Timothy R. Dehne         For       For          Management
1.3   Elect Director Jason P. Rhode           For       For          Management
1.4   Elect Director Alan R. Schuele          For       For          Management
1.5   Elect Director William D. Sherman       For       For          Management
1.6   Elect Director Susan Wang               For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CLARCOR INC.

Ticker: CLC Security ID: 179895107 Meeting Date: MAR 26, 2013 Meeting Type: Annual

Record Date:  FEB 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert J. Burgstahler    For       Withhold     Management
1.2   Elect Director Paul Donovan             For       Withhold     Management
1.3   Elect Director Christopher L. Conway    For       Withhold     Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


COLUMBIA BANKING SYSTEM, INC.

Ticker: COLB Security ID: 197236102 Meeting Date: APR 24, 2013 Meeting Type: Annual Record Date: MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director David A. Dietzler        For       For          Management
1b    Elect Director Melanie J. Dressel       For       For          Management
1c    Elect Director John P. Folsom           For       For          Management
1d    Elect Director Frederick M. Goldberg    For       For          Management
1e    Elect Director Thomas M. Hulbert        For       For          Management
1f    Elect Director Michelle M. Lantow       For       For          Management
1g    Elect Director S. Mae Fujita Numata     For       For          Management
1h    Elect Director Daniel C. Regis          For       For          Management
1i    Elect Director William T. Weyerhaeuser  For       For          Management
1j    Elect Director James M. Will            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


COMMERCIAL METALS COMPANY

Ticker:       CMC            Security ID:  201723103
Meeting Date: JAN 25, 2013   Meeting Type: Annual
Record Date:  DEC 07, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Rhys J. Best             For       For          Management
1.2   Elect Director Richard B. Kelson        For       For          Management
1.3   Elect Director Rick J. Mills            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Approve Executive Incentive Bonus Plan For For Management
5 Approve Omnibus Stock Plan For For Management


COMMUNITY BANK SYSTEM, INC.

Ticker:       CBU            Security ID:  203607106
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark J. Bolus            For       For          Management
1.2   Elect Director Nicholas A. Dicerbo      For       For          Management
1.3   Elect Director James A. Gabriel         For       For          Management
1.4   Elect Director Edward S. Mucenski       For       For          Management
1.5   Elect Director Brian R. Wright          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Increase Authorized Common Stock        For       For          Management
4     Ratify Auditors                         For       For          Management


COMPUTER PROGRAMS AND SYSTEMS, INC.

Ticker:       CPSI           Security ID:  205306103
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director J. Boyd Douglas          For       Against      Management
1.2   Elect Director Charles P. Huffman       For       Against      Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


COMSTOCK RESOURCES, INC.

Ticker:       CRK            Security ID:  205768203
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Cecil E. Martin          For       For          Management
1.2   Elect Director Nancy E. Underwood       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management


CYBERONICS, INC.

Ticker:       CYBX           Security ID:  23251P102
Meeting Date: SEP 19, 2012   Meeting Type: Annual
Record Date:  JUL 30, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Guy C. Jackson           For       Withhold     Management
1.2   Elect Director Joseph E. Laptewicz, Jr. For       Withhold     Management
1.3   Elect Director Daniel J. Moore          For       Withhold     Management
1.4   Elect Director Hugh M. Morrison         For       Withhold     Management
1.5   Elect Director Alfred J. Novak          For       Withhold     Management
1.6   Elect Director Arthur L. Rosenthal      For       Withhold     Management
1.7   Elect Director Jon T. Tremmel           For       Withhold     Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Ratify Auditors                         For       Against      Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


DEXCOM, INC.

Ticker: DXCM Security ID: 252131107 Meeting Date: MAY 30, 2013 Meeting Type: Annual Record Date: APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Barbara E. Kahn          For       For          Management
1b    Elect Director Jay S. Skyler            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


DSW INC.

Ticker:       DSW            Security ID:  23334L102
Meeting Date: JUN 05, 2013   Meeting Type: Annual
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Henry L. Aaron           For       Withhold     Management
1.2   Elect Director Elaine J. Eisenman       For       For          Management
1.3   Elect Director Joanna T. Lau            For       For          Management
1.4   Elect Director Joseph A. Schottenstein  For       For          Management
2     Elect Director James O'Donnell          For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


ENDOLOGIX, INC.

Ticker: ELGX Security ID: 29266S106 Meeting Date: MAY 23, 2013 Meeting Type: Annual

Record Date:  APR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gregory D. Waller        For       Withhold     Management
1.2   Elect Director Thomas C. Wilder, III    For       Withhold     Management
1.3   Elect Director Thomas F. Zenty, III     For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
5     Ratify Auditors                         For       For          Management


FIFTH & PACIFIC COMPANIES, INC.

Ticker: FNP Security ID: 316645100 Meeting Date: MAY 14, 2013 Meeting Type: Annual

Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Bernard W. Aronson       For       For          Management
1.2   Elect Director Lawrence S. Benjamin     For       For          Management
1.3   Elect Director Raul J. Fernandez        For       For          Management
1.4   Elect Director Kenneth B. Gilman        For       For          Management
1.5   Elect Director Nancy J. Karch           For       For          Management
1.6   Elect Director Kenneth P. Kopelman      For       For          Management
1.7   Elect Director Kay Koplovitz            For       For          Management
1.8   Elect Director Arthur C. Martinez       For       For          Management
1.9   Elect Director William L. McComb        For       For          Management
1.10  Elect Director Doreen A. Toben          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management

5 Provide Right to Act by Written Consent For For Management


FIRST CASH FINANCIAL SERVICES, INC.

Ticker: FCFS Security ID: 31942D107 Meeting Date: JUN 12, 2013 Meeting Type: Annual Record Date: APR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Jorge Montano            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


FIRST HORIZON NATIONAL CORPORATION

Ticker: FHN Security ID: 320517105 Meeting Date: MAY 02, 2013 Meeting Type: Annual

Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert B. Carter         For       For          Management
1.2   Elect Director John C. Compton          For       For          Management
1.3   Elect Director Mark A. Emkes            For       For          Management
1.4   Elect Director Corydon J. Gilchrist     For       For          Management
1.5   Elect Director Vicky B. Gregg           For       For          Management
1.6   Elect Director D. Bryan Jordan          For       For          Management
1.7   Elect Director R. Brad Martin           For       For          Management
1.8   Elect Director Scott M. Niswonger       For       For          Management
1.9   Elect Director Vicki R. Palmer          For       For          Management
1.10  Elect Director Colin V. Reed            For       For          Management
1.11  Elect Director Luke Yancy, III          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


FRANKLIN ELECTRIC CO., INC.

Ticker:       FELE           Security ID:  353514102
Meeting Date: MAY 03, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director R. Scott Trumbull        For       Withhold     Management
1.2   Elect Director Thomas L. Young          For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


GREENHILL & CO., INC.

Ticker:       GHL            Security ID:  395259104
Meeting Date: APR 11, 2013   Meeting Type: Annual
Record Date:  FEB 21, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert F. Greenhill      For       For          Management
1.2   Elect Director Scott L. Bok             For       For          Management
1.3   Elect Director Robert T. Blakely        For       For          Management
1.4   Elect Director John C. Danforth         For       For          Management
1.5   Elect Director Steven F. Goldstone      For       For          Management
1.6   Elect Director Stephen L. Key           For       For          Management
1.7   Elect Director Karen P. Robards         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management


GROUP 1 AUTOMOTIVE, INC.

Ticker:       GPI            Security ID:  398905109
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John L. Adams            For       For          Management
1.2   Elect Director J. Terry Strange         For       For          Management
1.3   Elect Director Max P. Watson, Jr.       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


GUESS?, INC.

Ticker: GES Security ID: 401617105 Meeting Date: JUN 27, 2013 Meeting Type: Annual

Record Date:  MAY 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Anthony Chidoni          For       Withhold     Management
1.2   Elect Director Paul Marciano            For       For          Management
2     Ratify Auditors                         For       For          Management


GULFPORT ENERGY CORPORATION

Ticker: GPOR Security ID: 402635304 Meeting Date: JUN 13, 2013 Meeting Type: Annual

Record Date:  APR 23, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Donald L. Dillingham     For       Withhold     Management
1.2   Elect Director Craig Groeschel          For       Withhold     Management
1.3   Elect Director David L. Houston         For       Withhold     Management
1.4   Elect Director James D. Palm            For       Withhold     Management
1.5   Elect Director Scott E. Streller        For       Withhold     Management
2     Increase Authorized Common Stock        For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
5     Ratify Auditors                         For       For          Management


HANCOCK HOLDING COMPANY

Ticker:       HBHC           Security ID:  410120109
Meeting Date: APR 12, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James B. Estabrook, Jr.  For       For          Management
1.2   Elect Director Hardy B. Fowler          For       For          Management
1.3   Elect Director Randall W. Hanna         For       For          Management
1.4   Elect Director Eric J. Nickelsen        For       For          Management
1.5   Elect Director Robert W. Roseberry      For       For          Management
1.6   Elect Director Anthony J. Topazi        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


HEXCEL CORPORATION

Ticker:       HXL            Security ID:  428291108
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David E. Berges          For       For          Management
1.2   Elect Director Joel S. Beckman          For       For          Management
1.3   Elect Director Lynn Brubaker            For       For          Management
1.4   Elect Director Jeffrey C. Campbell      For       For          Management
1.5   Elect Director Sandra L. Derickson      For       For          Management
1.6   Elect Director W. Kim Foster            For       For          Management
1.7   Elect Director Thomas A. Gendron        For       For          Management
1.8   Elect Director Jeffrey A. Graves        For       For          Management
1.9   Elect Director David C. Hill            For       For          Management
1.10  Elect Director David L. Pugh            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       Against      Management


HOME BANCSHARES, INC.

Ticker: HOMB Security ID: 436893200 Meeting Date: APR 18, 2013 Meeting Type: Annual

Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John W. Allison          For       Withhold     Management
1.2   Elect Director C. Randall Sims          For       Withhold     Management
1.3   Elect Director Randy E. Mayor           For       Withhold     Management
1.4   Elect Director Milburn Adams            For       Withhold     Management
1.5   Elect Director Robert H. Adcock, Jr.    For       Withhold     Management
1.6   Elect Director Richard H. Ashley        For       Withhold     Management
1.7   Elect Director Dale A. Bruns            For       Withhold     Management
1.8   Elect Director Richard A. Buckheim      For       Withhold     Management
1.9   Elect Director Jack E. Engelkes         For       Withhold     Management
1.10  Elect Director James G. Hinkle          For       Withhold     Management
1.11  Elect Director Alex R. Lieblong         For       Withhold     Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Increase Authorized Common Stock        For       For          Management
4     Ratify Auditors                         For       For          Management


IMPAX LABORATORIES, INC.

Ticker:       IPXL           Security ID:  45256B101
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Leslie Z. Benet          For       Withhold     Management
1.2   Elect Director Robert L. Burr           For       Withhold     Management
1.3   Elect Director Allen Chao               For       Withhold     Management
1.4   Elect Director Nigel Ten Fleming        For       Withhold     Management
1.5   Elect Director Larry Hsu                For       Withhold     Management
1.6   Elect Director Michael Markbreiter      For       Withhold     Management
1.7   Elect Director Peter R. Terreri         For       Withhold     Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       Against      Management


INFINERA CORPORATION

Ticker:       INFN           Security ID:  45667G103
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kenneth A. Goldman       For       For          Management
1.2   Elect Director Carl Redfield            For       For          Management
1.3   Elect Director Mark A. Wegleitner       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


INSPERITY, INC.

Ticker:       NSP            Security ID:  45778Q107
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jack M. Fields, Jr.      For       For          Management
1.2   Elect Director Paul S. Lattanzio        For       For          Management
1.3   Elect Director Richard G. Rawson        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


INTEGRA LIFESCIENCES HOLDINGS CORPORATION

Ticker: IART Security ID: 457985208 Meeting Date: MAY 22, 2013 Meeting Type: Annual

Record Date:  MAR 29, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Peter J. Arduini         For       For          Management
1.2   Elect Director Keith Bradley            For       For          Management
1.3   Elect Director Richard E. Caruso        For       For          Management
1.4   Elect Director Stuart M. Essig          For       For          Management
1.5   Elect Director Barbara B. Hill          For       For          Management
1.6   Elect Director Lloyd W. Howell, Jr.     For       For          Management
1.7   Elect Director Neal Moszkowski          For       For          Management
1.8   Elect Director Raymond G. Murphy        For       For          Management
1.9   Elect Director Christian S. Schade      For       For          Management
1.10  Elect Director James M. Sullivan        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


INTERACTIVE INTELLIGENCE GROUP, INC.

Ticker:       ININ           Security ID:  45841V109
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark E. Hill             For       Withhold     Management
1.2   Elect Director Michael C. Heim          For       Withhold     Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       Against      Management
4     Ratify Auditors                         For       For          Management


IXIA

Ticker:       XXIA           Security ID:  45071R109
Meeting Date: JUN 19, 2013   Meeting Type: Annual
Record Date:  APR 24, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Victor Alston            For       For          Management
1.2   Elect Director Laurent Asscher          For       For          Management
1.3   Elect Director Jonathan Fram            For       For          Management
1.4   Elect Director Errol Ginsberg           For       For          Management
1.5   Elect Director Gail Hamilton            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan


KAMAN CORPORATION

Ticker:       KAMN           Security ID:  483548103
Meeting Date: APR 17, 2013   Meeting Type: Annual
Record Date:  FEB 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Neal J. Keating          For       For          Management
1.2   Elect Director Eileen S. Kraus          For       For          Management
1.3   Elect Director Scott E. Kuechle         For       For          Management
1.4   Elect Director Richard J. Swift         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       Against      Management


KIRBY CORPORATION

Ticker: KEX Security ID: 497266106 Meeting Date: APR 23, 2013 Meeting Type: Annual Record Date: MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. Sean Day              For       Against      Management
1.2   Elect Director William M. Lamont, Jr.   For       Against      Management
1.3   Elect Director William M. Waterman      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


KODIAK OIL & GAS CORP.

Ticker:       KOG            Security ID:  50015Q100
Meeting Date: JUN 19, 2013   Meeting Type: Annual
Record Date:  MAY 09, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Lynn A. Peterson         For       Against      Management
1.2   Elect Director James E. Catlin          For       Against      Management
1.3   Elect Director Rodney D. Knutson        For       Against      Management
1.4   Elect Director Herrick K. Lidstone, Jr. For       Against      Management
1.5   Elect Director William J. Krysiak       For       Against      Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


LOGMEIN, INC.

Ticker:       LOGM           Security ID:  54142L109
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gregory Hughes           For       For          Management
1.2   Elect Director Irfan Salim              For       For          Management
1.3   Elect Director Hilary Schneider         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation


MERCURY COMPUTER SYSTEMS, INC.

Ticker:       MRCY           Security ID:  589378108
Meeting Date: OCT 17, 2012   Meeting Type: Annual
Record Date:  AUG 22, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director George K. Muellner       For       Withhold     Management
1.2   Elect Director Vincent Vitto            For       Withhold     Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Change Company Name                     For       For          Management
5     Ratify Auditors                         For       For          Management


MICROSTRATEGY INCORPORATED

Ticker:       MSTR           Security ID:  594972408
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael J. Saylor        For       Withhold     Management
1.2   Elect Director Sanju K. Bansal          For       Withhold     Management
1.3   Elect Director Matthew W. Calkins       For       For          Management
1.4   Elect Director Robert H. Epstein        For       For          Management
1.5   Elect Director David W. LaRue           For       For          Management
1.6   Elect Director Jarrod M. Patten         For       Withhold     Management
1.7   Elect Director Carl J. Rickertsen       For       Withhold     Management
1.8   Elect Director Thomas P. Spahr          For       For          Management
2     Ratify Auditors                         For       For          Management


MONRO MUFFLER BRAKE, INC.

Ticker: MNRO Security ID: 610236101 Meeting Date: AUG 07, 2012 Meeting Type: Annual

Record Date:  JUN 19, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard A. Berenson      For       For          Management
1.2   Elect Director Donald Glickman          For       For          Management
1.3   Elect Director James R. Wilen           For       For          Management
1.4   Elect Director Elizabeth A. Wolszon     For       For          Management
1.5   Elect Director John W. Van Heel         For       For          Management
2     Increase Authorized Common Stock        For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       Against      Management


MWI VETERINARY SUPPLY, INC.

Ticker: MWIV Security ID: 55402X105 Meeting Date: FEB 05, 2013 Meeting Type: Annual

Record Date:  DEC 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Keith E. Alessi          For       Withhold     Management
1.2   Elect Director Bruce C. Bruckmann       For       Withhold     Management
1.3   Elect Director James F. Cleary, Jr.     For       Withhold     Management
1.4   Elect Director John F. McNamara         For       Withhold     Management
1.5   Elect Director A. Craig Olson           For       Withhold     Management
1.6   Elect Director Robert N. Rebholtz, Jr.  For       Withhold     Management
1.7   Elect Director William J. Robison       For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Approve Executive Incentive Bonus Plan For For Management


NATIONAL INSTRUMENTS CORPORATION

Ticker:       NATI           Security ID:  636518102
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James J. Truchard        For       For          Management
1.2   Elect Director John M. Berra            For       For          Management
2     Increase Authorized Common Stock        For       For          Management
3     Ratify Auditors                         For       For          Management
4     Other Business                          For       Against      Management


NICE SYSTEMS LTD.

Ticker: NICE Security ID: 653656108 Meeting Date: SEP 12, 2012 Meeting Type: Annual

Record Date:  AUG 13, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Reelect Ron Gutler as Director          For       For          Management
1.2   Reelect Joseph Atsmon as Director       For       For          Management
1.3   Reelect Rimon Ben-Shaoul as Director    For       For          Management
1.4   Reelect Yoseph Dauber as Director       For       For          Management
1.5   Reelect David Kostman as Director       For       For          Management
1.6   Elect Yehoshua (Shuki) Ehrlich as       For       For          Management
      Director
2     Approve Increase of Annual Cash Fee of  For       For          Management
      Independent Directors
3     Approve Increase of Special Annual      For       For          Management
      Cash Fee of Chairman
4     Approve Stock Option Plan Grants of     For       For          Management
      Independent Directors
5     Approve Liability Insurance of          For       For          Management
      Independent Directors
6     Approve Auditors and Authorize Board    For       For          Management
      to Fix Their Remuneration

7 Review Financial Statements for 2011 None None Management


OASIS PETROLEUM INC.

Ticker: OAS Security ID: 674215108 Meeting Date: MAY 03, 2013 Meeting Type: Annual

Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael McShane          For       Withhold     Management
1.2   Elect Director Thomas B. Nusz           For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


OXFORD INDUSTRIES, INC.

Ticker:       OXM            Security ID:  691497309
Meeting Date: JUN 19, 2013   Meeting Type: Annual
Record Date:  APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas C. Gallagher      For       For          Management
1.2   Elect Director George C. Guynn          For       For          Management
1.3   Elect Director Helen B. Weeks           For       For          Management
1.4   Elect Director E. Jenner Wood III       For       For          Management
2     Amend Executive Incentive Bonus Plan    For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


PEGASYSTEMS INC.

Ticker:       PEGA           Security ID:  705573103
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Peter Gyenes             For       Against      Management
1.2   Elect Director Richard H. Jones         For       Against      Management
1.3   Elect Director Steven F. Kaplan         For       Against      Management
1.4   Elect Director James P. O'Halloran      For       Against      Management
1.5   Elect Director Alan Trefler             For       Against      Management
1.6   Elect Director Larry Weber              For       For          Management
1.7   Elect Director William W. Wyman         For       Against      Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


PROSPERITY BANCSHARES, INC.

Ticker: PB Security ID: 743606105 Meeting Date: APR 16, 2013 Meeting Type: Annual

Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Leah Henderson           For       For          Management
1.2   Elect Director Ned S. Holmes            For       For          Management
1.3   Elect Director David Zalman             For       For          Management
1.4   Elect Director W.R. Collier             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


RAVEN INDUSTRIES, INC.

Ticker:       RAVN           Security ID:  754212108
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jason M. Andringa        For       For          Management
1.2   Elect Director Thomas S. Everist        For       For          Management
1.3   Elect Director Mark E. Griffin          For       For          Management
1.4   Elect Director Kevin T. Kirby           For       For          Management
1.5   Elect Director Marc E. LeBaron          For       For          Management
1.6   Elect Director Cynthia H. Milligan      For       For          Management
1.7   Elect Director Daniel A. Rykhus         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


REXNORD CORPORATION

Ticker:       RXN            Security ID:  76169B102
Meeting Date: SEP 20, 2012   Meeting Type: Annual
Record Date:  JUL 23, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Todd A. Adams            For       Withhold     Management
1.2   Elect Director Laurence M. Berg         For       Withhold     Management
1.3   Elect Director George M. Sherman        For       Withhold     Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   Three     One Year     Management
                                              Years
4     Ratify Auditors                         For       Against      Management


ROSETTA RESOURCES INC.

Ticker: ROSE Security ID: 777779307 Meeting Date: MAY 16, 2013 Meeting Type: Annual

Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard W. Beckler       For       For          Management
1.2   Elect Director James E. Craddock        For       For          Management
1.3   Elect Director Matthew D. Fitzgerald    For       For          Management
1.4   Elect Director Philip L. Frederickson   For       For          Management
1.5   Elect Director D. Henry Houston         For       For          Management
1.6   Elect Director Carin S. Knickel         For       For          Management
1.7   Elect Director Donald D. Patteson, Jr.  For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management


SELECT COMFORT CORPORATION

Ticker:       SCSS           Security ID:  81616X103
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael J. Harrison      For       For          Management
1.2   Elect Director Shelly R. Ibach          For       For          Management
1.3   Elect Director David T. Kollat          For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


SONIC AUTOMOTIVE, INC.

Ticker:       SAH            Security ID:  83545G102
Meeting Date: APR 17, 2013   Meeting Type: Annual
Record Date:  FEB 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director O. Bruton Smith          For       Withhold     Management
1.2   Elect Director B. Scott Smith           For       Withhold     Management
1.3   Elect Director David Bruton Smith       For       Withhold     Management
1.4   Elect Director William I. Belk          For       Withhold     Management
1.5   Elect Director William R. Brooks        For       Withhold     Management
1.6   Elect Director Victor H. Doolan         For       Withhold     Management
1.7   Elect Director Robert Heller            For       Withhold     Management
1.8   Elect Director Robert L. Rewey          For       Withhold     Management
1.9   Elect Director David C. Vorhoff         For       Withhold     Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


TEAM HEALTH HOLDINGS, INC.

Ticker:       TMH            Security ID:  87817A107
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director H. Lynn Massingale       For       For          Management
1.2   Elect Director Neil P. Simpkins         For       For          Management
1.3   Elect Director Earl P. Holland          For       For          Management

2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Approve Executive Incentive Bonus Plan For For Management


TELEDYNE TECHNOLOGIES INCORPORATED

Ticker:       TDY            Security ID:  879360105
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Charles Crocker          For       For          Management
1.2   Elect Director Robert Mehrabian         For       For          Management
1.3   Elect Director Michael T. Smith         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


TEMPUR-PEDIC INTERNATIONAL INC.

Ticker: TPX Security ID: 88023U101 Meeting Date: MAY 22, 2013 Meeting Type: Annual Record Date: APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Evelyn S. Dilsaver       For       For          Management
1b    Elect Director Frank Doyle              For       For          Management
1c    Elect Director John A. Heil             For       For          Management
1d    Elect Director Peter K. Hoffman         For       For          Management
1e    Elect Director Sir Paul Judge           For       For          Management
1f    Elect Director Nancy F. Koehn           For       For          Management
1g    Elect Director Christopher A. Masto     For       For          Management
1h    Elect Director P. Andrews McLane        For       For          Management
1i    Elect Director Mark Sarvary             For       For          Management
1j    Elect Director Robert B. Trussell, Jr.  For       For          Management
2     Ratify Auditors                         For       Against      Management
3     Approve Omnibus Stock Plan              For       Against      Management
4     Change Company Name to Tempur Sealy     For       For          Management
      International, Inc.
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


TEXAS CAPITAL BANCSHARES, INC.

Ticker: TCBI Security ID: 88224Q107 Meeting Date: MAY 14, 2013 Meeting Type: Annual

Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director George F. Jones, Jr.     For       For          Management
1.2   Elect Director Peter B. Bartholow       For       For          Management
1.3   Elect Director James H. Browning        For       For          Management
1.4   Elect Director Preston M. Geren, III    For       For          Management
1.5   Elect Director Frederick B. Hegi, Jr.   For       For          Management
1.6   Elect Director Larry L. Helm            For       For          Management
1.7   Elect Director James R. Holland, Jr.    For       For          Management
1.8   Elect Director W. W. McAllister, III    For       For          Management
1.9   Elect Director Elysia Holt Ragusa       For       For          Management
1.10  Elect Director Steven P. Rosenberg      For       For          Management
1.11  Elect Director Grant E. Sims            For       For          Management
1.12  Elect Director Robert W. Stallings      For       For          Management
1.13  Elect Director Dale W. Tremblay         For       For          Management
1.14  Elect Director Ian J. Turpin            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


THE CHILDREN'S PLACE RETAIL STORES, INC.

Ticker: PLCE Security ID: 168905107 Meeting Date: MAY 30, 2013 Meeting Type: Annual Record Date: APR 02, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jane Elfers              For       For          Management
1.2   Elect Director Susan Patricia Griffith  For       For          Management
1.3   Elect Director Louis Lipschitz          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation


THE MANITOWOC COMPANY, INC.

Ticker:       MTW            Security ID:  563571108
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joan K. Chow             For       For          Management
1.2   Elect Director Kenneth W. Krueger       For       For          Management
1.3   Elect Director Robert C. Stift          For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
4     Ratify Auditors                         For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


THE MIDDLEBY CORPORATION

Ticker:       MIDD           Security ID:  596278101
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Selim A. Bassoul         For       For          Management
1.2   Elect Director Robert B. Lamb           For       For          Management
1.3   Elect Director John R. Miller, III      For       For          Management
1.4   Elect Director Gordon O'Brien           For       For          Management
1.5   Elect Director Philip G. Putnam         For       For          Management
1.6   Elect Director Sabin C. Streeter        For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Require Majority Vote for the Election  For       For          Management
      of Directors
4     Ratify Auditors                         For       For          Management


THE SPECTRANETICS CORPORATION

Ticker:       SPNC           Security ID:  84760C107
Meeting Date: MAY 29, 2013   Meeting Type: Annual
Record Date:  APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Scott Drake              For       For          Management
1.2   Elect Director William C. Jennings      For       For          Management
1.3   Elect Director Joseph M. Ruggio         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


THERMON GROUP HOLDINGS, INC.

Ticker: THR Security ID: 88362T103 Meeting Date: AUG 02, 2012 Meeting Type: Annual

Record Date:  JUN 04, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Rodney L. Bingham        For       For          Management
1.2   Elect Director  Marcus J. George        For       For          Management
1.3   Elect Director Richard E. Goodrich      For       For          Management
1.4   Elect Director Kevin J. McGinty         For       For          Management
1.5   Elect Director John T. Nesser, III      For       For          Management
1.6   Elect Director Michael W. Press         For       For          Management
1.7   Elect Director Stephen A. Snider        For       For          Management
1.8   Elect Director Charles A. Sorrentino    For       For          Management
2     Ratify Auditors                         For       Against      Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Approve Executive Incentive Bonus Plan For For Management


UMPQUA HOLDINGS CORPORATION

Ticker:       UMPQ           Security ID:  904214103
Meeting Date: APR 16, 2013   Meeting Type: Annual
Record Date:  FEB 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Raymond P. Davis         For       For          Management
1.2   Elect Director Peggy Y. Fowler          For       For          Management
1.3   Elect Director Stephen M. Gambee        For       For          Management
1.4   Elect Director James S. Greene          For       For          Management
1.5   Elect Director William A. Lansing       For       Against      Management
1.6   Elect Director Luis F. Machuca          For       For          Management
1.7   Elect Director Laureen E. Seeger        For       For          Management
1.8   Elect Director Dudley R. Slater         For       For          Management
1.9   Elect Director Susan F. Stevens         For       For          Management
1.10  Elect Director Hilliard C. Terry, III   For       For          Management
1.11  Elect Director Bryan L. Timm            For       For          Management
1.12  Elect Director Frank R. J. Whittaker    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management


WALTER ENERGY, INC.

Ticker: WLT Security ID: 93317Q105 Meeting Date: APR 25, 2013 Meeting Type: Proxy Contest

Record Date:  MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
      Management Proxy (White Card)           None
1.1   Elect Director David R. Beatty          For       For          Management
1.2   Elect Director Mary R. Henderson        For       For          Management
1.3   Elect Director Jerry W. Kolb            For       For          Management
1.4   Elect Director Patrick A. Kriegshauser  For       For          Management
1.5   Elect Director Joseph B. Leonard        For       For          Management
1.6   Elect Director Graham Mascall           For       For          Management
1.7   Elect Director Bernard G. Rethore       For       For          Management
1.8   Elect Director Walter J. Scheller       For       For          Management
1.9   Elect Director Michael T. Tokarz        For       For          Management
1.10  Elect Director A.J. Wagner              For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
#     Proposal                                Diss Rec  Vote Cast    Sponsor
      Dissident Proxy (Gold Card)             None
1.1   Elect Director Edward G. Scholtz        For       Did Not Vote Shareholder
1.2   Elect Director Mark H. Lochtenberg      For       Did Not Vote Shareholder
1.3   Elect Director Robert H. Stan           For       Did Not Vote Shareholder
1.4   Elect Director Lawrence M. Clark, Jr.   For       Did Not Vote Shareholder
1.5   Elect Director Julian A. Treger         For       Did Not Vote Shareholder
1.6   Management Nominee - David R. Beatty    For       Did Not Vote Shareholder
1.7   Management Nominee - Mary R. Henderson  For       Did Not Vote Shareholder
1.8   Management Nominee -  Patrick A.        For       Did Not Vote Shareholder
      Kriegshauser
1.9   Management Nominee - Graham Mascall     For       Did Not Vote Shareholder
1.10  Management Nominee - Walter J. Scheller For       Did Not Vote Shareholder
2     Advisory Vote to Ratify Named           None      Did Not Vote Management
      Executive Officers' Compensation
3     Ratify Auditors                         None      Did Not Vote Management


WESCO INTERNATIONAL, INC.

Ticker:       WCC            Security ID:  95082P105
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sandra Beach Lin         For       For          Management
1.2   Elect Director Robert J. Tarr, Jr.      For       For          Management
1.3   Elect Director Stephen A. Van Oss       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Omnibus Stock Plan                For       For          Management
5     Ratify Auditors                         For       For          Management

6 Declassify the Board of Directors Against For Shareholder


WESTPORT INNOVATIONS INC.

Ticker: WPT Security ID: 960908309 Meeting Date: APR 11, 2013 Meeting Type: Annual/Special

Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John A. Beaulieu         For       For          Management
1.2   Elect Director Warren J. Baker          For       For          Management
1.3   Elect Director M.A. (Jill) Bodkin       For       For          Management
1.4   Elect Director David R. Demers          For       For          Management
1.5   Elect Director Nancy S. Gougarty        For       For          Management
1.6   Elect Director Philip B. Hodge          For       For          Management
1.7   Elect Director Dezso J. Horvath         For       For          Management
1.8   Elect Director Douglas R. King          For       For          Management
1.9   Elect Director Albert T. Maringer       For       For          Management
1.10  Elect Director Gottfried (Guff) Muench  For       For          Management
2     Approve KPMG LLP as Auditors and        For       For          Management
      Authorize Board to Fix Their
      Remuneration
3     Re-approve Omnibus Incentive Plan       For       Against      Management


WOLVERINE WORLD WIDE, INC.

Ticker: WWW Security ID: 978097103 Meeting Date: APR 18, 2013 Meeting Type: Annual

Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jeffrey M. Boromisa      For       For          Management
1.2   Elect Director David T. Kollat          For       For          Management
1.3   Elect Director Timothy J. O'Donovan     For       For          Management
2     Ratify Auditors                         For       Against      Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management


WOODWARD, INC.

Ticker:       WWD            Security ID:  980745103
Meeting Date: JAN 23, 2013   Meeting Type: Annual
Record Date:  NOV 26, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James R. Rulseh          For       For          Management
1.2   Elect Director Gregg C. Sengstack       For       For          Management
1.3   Elect Director John D. Cohn             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

=========================== LKCM Aquinas Value Fund ============================

ABBOTT LABORATORIES

Ticker: ABT Security ID: 002824100 Meeting Date: APR 26, 2013 Meeting Type: Annual

Record Date:  FEB 27, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert J. Alpern         For       For          Management
1.2   Elect Director Roxanne S. Austin        For       For          Management
1.3   Elect Director Sally E. Blount          For       For          Management
1.4   Elect Director W. James Farrell         For       For          Management
1.5   Elect Director Edward M. Liddy          For       For          Management
1.6   Elect Director Nancy McKinstry          For       For          Management
1.7   Elect Director Phebe N. Novakovic       For       For          Management
1.8   Elect Director William A. Osborn        For       For          Management
1.9   Elect Director Samuel C. Scott, III     For       For          Management
1.10  Elect Director Glenn F. Tilton          For       For          Management
1.11  Elect Director Miles D. White           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Label and Eliminate GMO Ingredients in  Against   Against      Shareholder
      Products
5     Report on Lobbying Payments and Policy  Against   For          Shareholder
6     Require Independent Board Chairman      Against   For          Shareholder
7     Stock Retention/Holding Period          Against   For          Shareholder
8     Cease Compliance Adjustments to         Against   For          Shareholder
      Performance Criteria
9     Pro-rata Vesting of Equity Awards       Against   For          Shareholder


ABBVIE INC.

Ticker: ABBV Security ID: 00287Y109 Meeting Date: MAY 06, 2013 Meeting Type: Annual

Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William H.L. Burnside    For       For          Management
1.2   Elect Director Edward J. Rapp           For       For          Management
1.3   Elect Director Roy S. Roberts           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Approve Omnibus Stock Plan For For Management


ADOBE SYSTEMS INCORPORATED

Ticker: ADBE Security ID: 00724F101 Meeting Date: APR 11, 2013 Meeting Type: Annual Record Date: FEB 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Amy L. Banse             For       For          Management
1b    Elect Director Kelly J. Barlow          For       For          Management
1c    Elect Director Edward W. Barnholt       For       For          Management
1d    Elect Director Robert K. Burgess        For       For          Management
1e    Elect Director Frank A. Calderoni       For       For          Management
1f    Elect Director Michael R. Cannon        For       For          Management
1g    Elect Director James E. Daley           For       For          Management
1h    Elect Director Laura B. Desmond         For       For          Management
1i    Elect Director Charles M. Geschke       For       For          Management
1j    Elect Director Shantanu Narayen         For       For          Management
1k    Elect Director Daniel L. Rosensweig     For       For          Management
1l    Elect Director Robert Sedgewick         For       For          Management
1m    Elect Director John E. Warnock          For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


AKAMAI TECHNOLOGIES, INC.

Ticker:       AKAM           Security ID:  00971T101
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Pamela J. Craig          For       For          Management
1.2   Elect Director F. Thomson Leighton      For       For          Management
1.3   Elect Director Paul Sagan               For       For          Management
1.4   Elect Director Naomi O. Seligman        For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3a    Declassify the Board of Directors       For       For          Management
3b    Amend Certificate of Incorporation to   For       For          Management
      Provide Directors May be Removed With
      or Without Cause
3c    Reduce Supermajority Vote Requirement   For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Ratify Auditors                         For       For          Management


AT&T INC.

Ticker: T Security ID: 00206R102 Meeting Date: APR 26, 2013 Meeting Type: Annual

Record Date:  FEB 27, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Randall L. Stephenson    For       For          Management
1.2   Elect Director Gilbert F. Amelio        For       For          Management
1.3   Elect Director Reuben V. Anderson       For       For          Management
1.4   Elect Director James H. Blanchard       For       For          Management
1.5   Elect Director Jaime Chico Pardo        For       For          Management
1.6   Elect Director Scott T. Ford            For       For          Management
1.7   Elect Director James P. Kelly           For       For          Management
1.8   Elect Director Jon C. Madonna           For       For          Management
1.9   Elect Director Michael B. McCallister   For       For          Management
1.10  Elect Director John B. McCoy            For       For          Management
1.11  Elect Director Joyce M. Roche           For       For          Management
1.12  Elect Director Matthew K. Rose          For       For          Management
1.13  Elect Director  Laura D'Andrea Tyson    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Stock Purchase and Deferral Plan  For       For          Management
5     Report on Political Contributions       Against   For          Shareholder
6     Report on Reducing Lead Battery Health  Against   For          Shareholder
      Hazards
7     Submit Severance Agreement              Against   For          Shareholder
      (Change-in-Control) to Shareholder Vote
8     Require Independent Board Chairman      Against   For          Shareholder


BARNES GROUP INC.

Ticker:       B              Security ID:  067806109
Meeting Date: MAY 03, 2013   Meeting Type: Annual
Record Date:  MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John W. Alden            For       For          Management
1.2   Elect Director Francis J. Kramer        For       For          Management
1.3   Elect Director William J. Morgan        For       For          Management
2     Ratify Auditors                         For       Against      Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management

5 Reduce Supermajority Vote Requirement For For Management


BOK FINANCIAL CORPORATION

Ticker: BOKF Security ID: 05561Q201 Meeting Date: APR 30, 2013 Meeting Type: Annual

Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gregory S. Allen         For       Withhold     Management
1.2   Elect Director Alan S. Armstrong        For       For          Management
1.3   Elect Director C. Fred Ball, Jr.        For       Withhold     Management
1.4   Elect Director Sharon J. Bell           For       For          Management
1.5   Elect Director Peter C. Boylan, III     For       For          Management
1.6   Elect Director Chester E. Cadieux, III  For       For          Management
1.7   Elect Director Joseph W. Craft, III     For       For          Management
1.8   Elect Director John W. Gibson           For       For          Management
1.9   Elect Director David F. Griffin         For       For          Management
1.10  Elect Director V. Burns Hargis          For       For          Management
1.11  Elect Director Douglas D. Hawthorne     For       For          Management
1.12  Elect Director E. Carey Joullian, IV    For       For          Management
1.13  Elect Director George B. Kaiser         For       Withhold     Management
1.14  Elect Director Robert J. LaFortune      For       For          Management
1.15  Elect Director Stanley A. Lybarger      For       Withhold     Management
1.16  Elect Director Steven J. Malcolm        For       For          Management
1.17  Elect Director E.C. Richards            For       For          Management
1.18  Elect Director John Richels             For       For          Management
1.19  Elect Director Michael C. Turpen        For       For          Management
1.20  Elect Director R. A. Walker             For       For          Management
2     Amend Executive Incentive Bonus Plan    For       Against      Management
3     Amend Omnibus Stock Plan                For       Against      Management
4     Ratify Auditors                         For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


BROCADE COMMUNICATIONS SYSTEMS, INC.

Ticker:       BRCD           Security ID:  111621306
Meeting Date: APR 11, 2013   Meeting Type: Annual
Record Date:  FEB 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Judy Bruner              For       For          Management
1.2   Elect Director Lloyd A. Carney          For       For          Management
1.3   Elect Director Renato DiPentima         For       For          Management
1.4   Elect Director Alan Earhart             For       For          Management
1.5   Elect Director John W. Gerdelman        For       For          Management
1.6   Elect Director David L. House           For       For          Management
1.7   Elect Director Glenn C. Jones           For       For          Management
1.8   Elect Director L. William Krause        For       For          Management
1.9   Elect Director Sanjay Vaswani           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Non-Employee Director Omnibus     For       Against      Management
      Stock Plan

4 Approve Executive Incentive Bonus Plan For For Management
5 Ratify Auditors For For Management


CABOT OIL & GAS CORPORATION

Ticker: COG Security ID: 127097103 Meeting Date: MAY 02, 2013 Meeting Type: Annual Record Date: MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Robert L. Keiser         For       Against      Management
1b    Elect Director W. Matt Ralls            For       Against      Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Pro-rata Vesting of Equity Plans Against Against Shareholder


CAPITOL FEDERAL FINANCIAL, INC.

Ticker:       CFFN           Security ID:  14057J101
Meeting Date: JAN 22, 2013   Meeting Type: Annual
Record Date:  DEC 07, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John B. Dicus            For       For          Management
1.2   Elect Director James G. Morris          For       For          Management
1.3   Elect Director Jeffrey R. Thompson      For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


CINEMARK HOLDINGS, INC.

Ticker: CNK Security ID: 17243V102 Meeting Date: MAY 23, 2013 Meeting Type: Annual

Record Date:  APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Benjamin D. Chereskin    For       For          Management
1.2   Elect Director Lee Roy Mitchell         For       For          Management
1.3   Elect Director Raymond W. Syufy         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Amend Executive Incentive Bonus Plan    For       For          Management


COMMERCIAL METALS COMPANY

Ticker:       CMC            Security ID:  201723103
Meeting Date: JAN 25, 2013   Meeting Type: Annual
Record Date:  DEC 07, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Rhys J. Best             For       For          Management
1.2   Elect Director Richard B. Kelson        For       For          Management
1.3   Elect Director Rick J. Mills            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Approve Executive Incentive Bonus Plan For For Management
5 Approve Omnibus Stock Plan For For Management


CONOCOPHILLIPS

Ticker: COP Security ID: 20825C104 Meeting Date: MAY 14, 2013 Meeting Type: Annual Record Date: MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Richard L. Armitage      For       For          Management
1b    Elect Director Richard H. Auchinleck    For       For          Management
1c    Elect Director James E. Copeland, Jr.   For       For          Management
1d    Elect Director Jody L. Freeman          For       For          Management
1e    Elect Director Gay Huey Evans           For       For          Management
1f    Elect Director Ryan M. Lance            For       For          Management
1g    Elect Director Mohd H. Marican          For       For          Management
1h    Elect Director Robert A. Niblock        For       For          Management
1i    Elect Director Harald J. Norvik         For       For          Management
1j    Elect Director William E. Wade, Jr.     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   For          Shareholder
5     Adopt Quantitative GHG Goals for        Against   For          Shareholder
      Products and Operations
6     Amend EEO Policy to Prohibit            Against   For          Shareholder
      Discrimination based on Gender Identity


COVIDIEN PLC

Ticker: COV Security ID: G2554F113 Meeting Date: MAR 20, 2013 Meeting Type: Annual Record Date: JAN 10, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jose E. Almeida          For       For          Management
1b    Elect Director Joy A. Amundson          For       For          Management
1c    Elect Director Craig Arnold             For       For          Management
1d    Elect Director Robert H. Brust          For       For          Management
1e    Elect Director John M. Connors, Jr.     For       For          Management
1f    Elect Director Christopher J. Coughlin  For       For          Management
1g    Elect Director Randall J. Hogan, III    For       For          Management
1h    Elect Director Martin D. Madaus         For       For          Management
1i    Elect Director Dennis H. Reilley        For       For          Management
1j    Elect Director Joseph A. Zaccagnino     For       For          Management
2     Approve Auditors and Authorize Board    For       For          Management
      to Fix Their  Remuneration
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Authorize Open-Market Purchases of      For       For          Management
      Ordinary Shares
6     Authorize the Price Range at which the  For       For          Management
      Company can Reissue Shares that it
      holds as Treasury Shares
7     Amend Articles of Association to        For       For          Management
      expand the authority to execute
      instruments of transfer
8     Approve Creation of Distributable       For       For          Management
      Reserves


CULLEN/FROST BANKERS, INC.

Ticker: CFR Security ID: 229899109 Meeting Date: APR 25, 2013 Meeting Type: Annual

Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director R. Denny Alexander       For       For          Management
1.2   Elect Director Carlos Alvarez           For       For          Management
1.3   Elect Director Royce S. Caldwell        For       For          Management
1.4   Elect Director Crawford H. Edwards      For       For          Management
1.5   Elect Director Ruben M. Escobedo        For       For          Management
1.6   Elect Director Richard W. Evans, Jr.    For       For          Management
1.7   Elect Director Patrick B. Frost         For       For          Management
1.8   Elect Director David J. Haemisegger     For       For          Management
1.9   Elect Director Karen E. Jennings        For       For          Management
1.10  Elect Director Richard M. Kleberg, III  For       For          Management
1.11  Elect Director Charles W. Matthews      For       For          Management
1.12  Elect Director Ida Clement Steen        For       For          Management
1.13  Elect Director Horace Wilkins, Jr.      For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CVS CAREMARK CORPORATION

Ticker:       CVS            Security ID:  126650100
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. David Brown II        For       For          Management
1.2   Elect Director David W. Dorman          For       For          Management
1.3   Elect Director Anne M. Finucane         For       For          Management
1.4   Elect Director Kristen Gibney Williams  For       For          Management
1.5   Elect Director Larry J. Merlo           For       For          Management
1.6   Elect Director Jean-Pierre Millon       For       For          Management
1.7   Elect Director Richard J. Swift         For       For          Management
1.8   Elect Director William C. Weldon        For       For          Management
1.9   Elect Director Tony L. White            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
5     Reduce Vote Requirement Under the Fair  For       For          Management
      Price Provision
6     Report on Political Contributions       Against   For          Shareholder
7     Pro-rata Vesting of Equity Awards       Against   For          Shareholder

8 Report on Lobbying Payments and Policy Against For Shareholder


DANAHER CORPORATION

Ticker:       DHR            Security ID:  235851102
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Donald J. Ehrlich        For       For          Management
1.2   Elect Director Linda Hefner Filler      For       For          Management
1.3   Elect Director Teri List-Stoll          For       For          Management
1.4   Elect Director Walter G. Lohr, Jr.      For       For          Management
1.5   Elect Director Steven M. Rales          For       For          Management
1.6   Elect Director John T. Schwieters       For       For          Management
1.7   Elect Director Alan G. Spoon            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Stock Retention/Holding Period          Against   For          Shareholder
6     Report on Political Contributions       Against   For          Shareholder


DENBURY RESOURCES INC.

Ticker: DNR Security ID: 247916208 Meeting Date: MAY 22, 2013 Meeting Type: Annual

Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Wieland F. Wettstein     For       For          Management
1.2   Elect Director Michael L. Beatty        For       For          Management
1.3   Elect Director Michael B. Decker        For       For          Management
1.4   Elect Director Ronald G. Greene         For       For          Management
1.5   Elect Director Gregory L. McMichael     For       For          Management
1.6   Elect Director Kevin O. Meyers          For       For          Management
1.7   Elect Director Phil Rykhoek             For       For          Management
1.8   Elect Director Randy Stein              For       For          Management
1.9   Elect Director Laura A. Sugg            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Nonqualified Employee Stock       For       For          Management
      Purchase Plan
4     Amend Omnibus Stock Plan                For       For          Management
5     Ratify Auditors                         For       For          Management


DENTSPLY INTERNATIONAL INC.

Ticker: XRAY Security ID: 249030107 Meeting Date: MAY 22, 2013 Meeting Type: Annual Record Date: MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Paula H. Cholmondeley    For       For          Management
1b    Elect Director Michael J. Coleman       For       For          Management
1c    Elect Director John C. Miles, II        For       For          Management
1d    Elect Director John L. Miclot           For       For          Management
2     Ratify Auditors                         For       Against      Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management

5 Report on Political Contributions Against For Shareholder


DUKE ENERGY CORPORATION

Ticker: DUK Security ID: 26441C204 Meeting Date: MAY 02, 2013 Meeting Type: Annual

Record Date:  MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William Barnet, III      For       For          Management
1.2   Elect Director G. Alex Bernhardt, Sr.   For       For          Management
1.3   Elect Director Michael G. Browning      For       For          Management
1.4   Elect Director Harris E. DeLoach, Jr.   For       For          Management
1.5   Elect Director Daniel R. DiMicco        For       For          Management
1.6   Elect Director John H. Forsgren         For       For          Management
1.7   Elect Director Ann Maynard Gray         For       For          Management
1.8   Elect Director James H. Hance, Jr.      For       For          Management
1.9   Elect Director John T. Herron           For       For          Management
1.10  Elect Director James B. Hyler, Jr.      For       For          Management
1.11  Elect Director E. Marie McKee           For       For          Management
1.12  Elect Director E. James Reinsch         For       For          Management
1.13  Elect Director James T. Rhodes          For       For          Management
1.14  Elect Director James E. Rogers          For       For          Management
1.15  Elect Director Carlos A. Saladrigas     For       For          Management
1.16  Elect Director Philip R. Sharp          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Executive Incentive Bonus Plan    For       For          Management

5 Provide Right to Act by Written Consent Against For Shareholder
6 Require a Majority Vote for the Against For Shareholder Election of Directors


EMC CORPORATION

Ticker: EMC Security ID: 268648102 Meeting Date: MAY 01, 2013 Meeting Type: Annual Record Date: MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Michael W. Brown         For       For          Management
1b    Elect Director Randolph L. Cowen        For       For          Management
1c    Elect Director Gail Deegan              For       For          Management
1d    Elect Director James S. DiStasio        For       For          Management
1e    Elect Director John R. Egan             For       For          Management
1f    Elect Director Edmund F. Kelly          For       For          Management
1g    Elect Director Judith A. Miscik         For       For          Management
1h    Elect Director Windle B. Priem          For       For          Management
1i    Elect Director Paul Sagan               For       For          Management
1j    Elect Director David N. Strohm          For       For          Management
1k    Elect Director Joseph M. Tucci          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
6     Provide Right to Act by Written Consent For       For          Management
7     Require Consistency with Corporate      Against   For          Shareholder
      Values and Report on Political
      Contributions


EXXON MOBIL CORPORATION

Ticker:       XOM            Security ID:  30231G102
Meeting Date: MAY 29, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director M.J. Boskin              For       For          Management
1.2   Elect Director P. Brabeck-Letmathe      For       For          Management
1.3   Elect Director U.M. Burns               For       For          Management
1.4   Elect Director L.R. Faulkner            For       For          Management
1.5   Elect Director J.S. Fishman             For       For          Management
1.6   Elect Director H.H. Fore                For       For          Management
1.7   Elect Director K.C. Frazier             For       For          Management
1.8   Elect Director W.W. George              For       For          Management
1.9   Elect Director S.J. Palmisano           For       For          Management
1.10  Elect Director S.S. Reinemund           For       For          Management
1.11  Elect Director R.W. Tillerson           For       Withhold     Management
1.12  Elect Director W.C. Weldon              For       For          Management
1.13  Elect Director E.E. Whitacre, Jr.       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Require Independent Board Chairman      Against   For          Shareholder
5     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors
6     Limit Directors to a Maximum of Three   Against   Against      Shareholder
      Board Memberships in Companies with
      Sales over $500 Million Annually
7     Report on Lobbying Payments and Policy  Against   For          Shareholder
8     Study Feasibility of Prohibiting        Against   Against      Shareholder
      Political Contributions
9     Adopt Sexual Orientation Anti-bias      Against   For          Shareholder
      Policy
10    Report on Management of Hydraulic       Against   For          Shareholder
      Fracturing Risks and Opportunities
11    Adopt Quantitative GHG Goals for        Against   For          Shareholder
      Products and Operations


FMC CORPORATION

Ticker:       FMC            Security ID:  302491303
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  FEB 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Pierre Brondeau          For       For          Management
1.2   Elect Director Dirk A. Kempthorne       For       For          Management
1.3   Elect Director Robert C. Pallash        For       For          Management
2     Ratify Auditors                         For       Against      Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management


FOOT LOCKER, INC.

Ticker:       FL             Security ID:  344849104
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ken C. Hicks             For       For          Management
1.2   Elect Director Guillermo G. Marmol      For       For          Management
1.3   Elect Director Dona D. Young            For       For          Management
1.4   Elect Director Maxine Clark             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

5 Declassify the Board of Directors Against For Shareholder


GULFPORT ENERGY CORPORATION

Ticker: GPOR Security ID: 402635304 Meeting Date: JUN 13, 2013 Meeting Type: Annual

Record Date:  APR 23, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Donald L. Dillingham     For       Withhold     Management
1.2   Elect Director Craig Groeschel          For       Withhold     Management
1.3   Elect Director David L. Houston         For       Withhold     Management
1.4   Elect Director James D. Palm            For       Withhold     Management
1.5   Elect Director Scott E. Streller        For       Withhold     Management
2     Increase Authorized Common Stock        For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
5     Ratify Auditors                         For       For          Management


HCC INSURANCE HOLDINGS, INC.

Ticker: HCC Security ID: 404132102 Meeting Date: MAY 22, 2013 Meeting Type: Annual

Record Date:  APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Emmanuel T. Ballases     For       For          Management
1.2   Elect Director Judy C. Bozeman          For       For          Management
1.3   Elect Director Frank J. Bramanti        For       For          Management
1.4   Elect Director Walter M. Duer           For       For          Management
1.5   Elect Director James C. Flagg           For       For          Management
1.6   Elect Director Thomas M. Hamilton       For       For          Management
1.7   Elect Director Leslie S. Heisz          For       For          Management
1.8   Elect Director John N. Molbeck, Jr.     For       For          Management
1.9   Elect Director Robert A. Rosholt        For       For          Management
1.10  Elect Director J. Mikesell Thomas       For       For          Management
1.11  Elect Director Christopher J.B.         For       For          Management
      Williams
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
5     Amend Omnibus Stock Plan                For       For          Management


HONEYWELL INTERNATIONAL INC.

Ticker: HON Security ID: 438516106 Meeting Date: APR 22, 2013 Meeting Type: Annual Record Date: FEB 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A    Elect Director Gordon M. Bethune        For       For          Management
1B    Elect Director Kevin Burke              For       For          Management
1C    Elect Director Jaime Chico Pardo        For       For          Management
1D    Elect Director David M. Cote            For       For          Management
1E    Elect Director D. Scott Davis           For       For          Management
1F    Elect Director Linnet F. Deily          For       For          Management
1G    Elect Director Judd Gregg               For       For          Management
1H    Elect Director Clive Hollick            For       For          Management
1I    Elect Director Grace D. Lieblein        For       For          Management
1J    Elect Director George Paz               For       For          Management
1K    Elect Director Bradley T. Sheares       For       For          Management
1L    Elect Director Robin L. Washington      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Require Independent Board Chairman Against For Shareholder
5 Provide Right to Act by Written Consent Against For Shareholder
6 Pro-rata Vesting of Equity Awards Against For Shareholder


INTERNATIONAL BUSINESS MACHINES CORPORATION

Ticker:       IBM            Security ID:  459200101
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alain J.P. Belda         For       For          Management
1.2   Elect Director William R. Brody         For       For          Management
1.3   Elect Director Kenneth I. Chenault      For       For          Management
1.4   Elect Director Michael L. Eskew         For       For          Management
1.5   Elect Director David N. Farr            For       For          Management
1.6   Elect Director Shirley Ann Jackson      For       For          Management
1.7   Elect Director Andrew N. Liveris        For       For          Management
1.8   Elect Director W. James McNerney, Jr.   For       For          Management
1.9   Elect Director James W. Owens           For       For          Management
1.10  Elect Director Virginia M. Rometty      For       For          Management
1.11  Elect Director Joan E. Spero            For       For          Management
1.12  Elect Director Sidney Taurel            For       For          Management
1.13  Elect Director Lorenzo H. Zambrano      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   For          Shareholder
5     Provide Right to Act by Written Consent Against   For          Shareholder

6 Require Independent Board Chairman Against For Shareholder
7 Stock Retention/Holding Period Against For Shareholder


JPMORGAN CHASE & CO.

Ticker: JPM Security ID: 46625H100 Meeting Date: MAY 21, 2013 Meeting Type: Annual Record Date: MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director James A. Bell            For       For          Management
1b    Elect Director Crandall C.Bowles        For       For          Management
1c    Elect Director Stephen B. Burke         For       For          Management
1d    Elect Director David M. Cote            For       Against      Management
1e    Elect Director James S. Crown           For       Against      Management
1f    Elect Director James Dimon              For       For          Management
1g    Elect Director Timothy P. Flynn         For       For          Management
1h    Elect Director Ellen V. Futter          For       Against      Management
1i    Elect Director Laban P. Jackson, Jr.    For       For          Management
1j    Elect Director Lee R. Raymond           For       For          Management
1k    Elect Director William C. Weldon        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Provide Right to Act by Written Consent For       For          Management
5     Amend Executive Incentive Bonus Plan    For       For          Management
6     Require Independent Board Chairman      Against   For          Shareholder
7     Stock Retention/Holding Period          Against   Against      Shareholder
8     Institute Procedures to Prevent         Against   For          Shareholder
      Investments in Companies that
      Contribute to Genocide or Crimes
      Against Humanity

9 Report on Lobbying Payments and Policy Against For Shareholder


KOHL'S CORPORATION

Ticker: KSS Security ID: 500255104 Meeting Date: MAY 16, 2013 Meeting Type: Annual Record Date: MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Peter Boneparth          For       For          Management
1b    Elect Director Steven A. Burd           For       For          Management
1c    Elect Director Dale E. Jones            For       For          Management
1d    Elect Director Kevin Mansell            For       For          Management
1e    Elect Director John E. Schlifske        For       For          Management
1f    Elect Director Frank V. Sica            For       For          Management
1g    Elect Director Peter M. Sommerhauser    For       For          Management
1h    Elect Director Stephanie A. Streeter    For       For          Management
1i    Elect Director Nina G. Vaca             For       For          Management
1j    Elect Director Stephen E. Watson        For       For          Management
2     Ratify Auditors                         For       Against      Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Adopt Policy on Animal Cruelty          Against   For          Shareholder
5     Require Independent Board Chairman      Against   For          Shareholder


KRAFT FOODS GROUP, INC.

Ticker: KRFT Security ID: 50076Q106 Meeting Date: MAY 22, 2013 Meeting Type: Annual Record Date: MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Abelardo E. Bru          For       For          Management
1b    Elect Director Jeanne P. Jackson        For       For          Management
1c    Elect Director E. Follin Smith          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Amend Omnibus Stock Plan                For       For          Management
5     Ratify Auditors                         For       For          Management

6 Label Products with GMO Ingredients Against For Shareholder


LKQ CORPORATION

Ticker:       LKQ            Security ID:  501889208
Meeting Date: MAY 06, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director A. Clinton Allen         For       For          Management
1.2   Elect Director Kevin F. Flynn           For       For          Management
1.3   Elect Director Ronald G. Foster         For       For          Management
1.4   Elect Director Joseph M. Holsten        For       For          Management
1.5   Elect Director Blythe J. McGarvie       For       For          Management
1.6   Elect Director Paul M. Meister          For       For          Management
1.7   Elect Director John F. O'Brien          For       For          Management
1.8   Elect Director Guhan Subramanian        For       For          Management
1.9   Elect Director Robert L. Wagman         For       For          Management
1.10  Elect Director William M. Webster, IV   For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Increase Authorized Common Stock        For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


MARTIN MARIETTA MATERIALS, INC.

Ticker:       MLM            Security ID:  573284106
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. Howard Nye            For       For          Management
1.2   Elect Director Laree E. Perez           For       For          Management
1.3   Elect Director Dennis L. Rediker        For       For          Management
2     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


MASCO CORPORATION

Ticker: MAS Security ID: 574599106 Meeting Date: MAY 07, 2013 Meeting Type: Annual Record Date: MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Dennis W. Archer         For       For          Management
1b    Elect Director Donald R. Parfet         For       For          Management
1c    Elect Director Lisa A. Payne            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Declassify the Board of Directors       For       For          Management
5     Amend Omnibus Stock Plan                For       For          Management


METLIFE, INC.

Ticker: MET Security ID: 59156R108 Meeting Date: APR 23, 2013 Meeting Type: Annual

Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director R. Glenn Hubbard         For       For          Management
1.2   Elect Director Steven A. Kandarian      For       For          Management
1.3   Elect Director John M. Keane            For       For          Management
1.4   Elect Director Alfred F. Kelly, Jr.     For       For          Management
1.5   Elect Director James M. Kilts           For       For          Management
1.6   Elect Director Catherine R. Kinney      For       For          Management
1.7   Elect Director Hugh B. Price            For       For          Management
1.8   Elect Director Kenton J. Sicchitano     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


MONSANTO COMPANY

Ticker: MON Security ID: 61166W101 Meeting Date: JAN 31, 2013 Meeting Type: Annual Record Date: DEC 03, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director David L. Chicoine        For       Against      Management
1b    Elect Director Arthur H. Harper         For       Against      Management
1c    Elect Director Gwendolyn S. King        For       Against      Management
1d    Elect Director Jon R. Moeller           For       Against      Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management

5 Report on Risk of Genetically Against For Shareholder Engineered Products


NOBLE ENERGY, INC.

Ticker: NBL Security ID: 655044105 Meeting Date: APR 23, 2013 Meeting Type: Annual

Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jeffrey L. Berenson      For       For          Management
1.2   Elect Director Michael A. Cawley        For       For          Management
1.3   Elect Director Edward F. Cox            For       For          Management
1.4   Elect Director Charles D. Davidson      For       For          Management
1.5   Elect Director Thomas J. Edelman        For       For          Management
1.6   Elect Director Eric P. Grubman          For       For          Management
1.7   Elect Director Kirby L. Hedrick         For       For          Management
1.8   Elect Director Scott D. Urban           For       For          Management
1.9   Elect Director William T. Van Kleef     For       For          Management
1.10  Elect Director Molly K. Williamson      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Adopt the Jurisdiction of               For       Against      Management
      Incorporation as the Exclusive Forum
      for Certain Disputes
6     Amend Bylaws to Change Certain          For       For          Management
      Provisions


NUANCE COMMUNICATIONS, INC.

Ticker: NUAN Security ID: 67020Y100 Meeting Date: JAN 25, 2013 Meeting Type: Annual Record Date: DEC 04, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Paul A. Ricci            For       For          Management
1b    Elect Director Robert G. Teresi         For       For          Management
1c    Elect Director Robert J. Frankenberg    For       For          Management
1d    Elect Director Katharine A. Martin      For       For          Management
1e    Elect Director Patrick T. Hackett       For       For          Management
1f    Elect Director William H. Janeway       For       For          Management
1g    Elect Director Mark B. Myers            For       For          Management
1h    Elect Director Philip J. Quigley        For       For          Management
1i    Elect Director Mark R. Laret            For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


PALL CORPORATION

Ticker: PLL Security ID: 696429307 Meeting Date: DEC 12, 2012 Meeting Type: Annual

Record Date:  OCT 23, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Amy E. Alving            For       For          Management
1.2   Elect Director Robert B. Coutts         For       For          Management
1.3   Elect Director Mark E. Goldstein        For       For          Management
1.4   Elect Director Cheryl W. Grise          For       For          Management
1.5   Elect Director Ronald L. Hoffman        For       For          Management
1.6   Elect Director Lawrence D. Kingsley     For       For          Management
1.7   Elect Director Dennis N. Longstreet     For       For          Management
1.8   Elect Director B. Craig Owens           For       For          Management
1.9   Elect Director Katharine L. Plourde     For       For          Management
1.10  Elect Director Edward Travaglianti      For       For          Management
1.11  Elect Director Bret W. Wise             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Bylaws                            For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


PEPSICO, INC.

Ticker:       PEP            Security ID:  713448108
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Shona L. Brown           For       For          Management
1.2   Elect Director George W. Buckley        For       For          Management
1.3   Elect Director Ian M. Cook              For       For          Management
1.4   Elect Director Dina Dublon              For       For          Management
1.5   Elect Director  Victor J. Dzau          For       For          Management
1.6   Elect Director Ray L. Hunt              For       For          Management
1.7   Elect Director Alberto Ibarguen         For       For          Management
1.8   Elect Director Indra K. Nooyi           For       For          Management
1.9   Elect Director Sharon Percy Rockefeller For       For          Management
1.10  Elect Director James J. Schiro          For       For          Management
1.11  Elect Director Lloyd G. Trotter         For       For          Management
1.12  Elect Director Daniel Vasella           For       For          Management
1.13  Elect Director Alberto Weisser          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


PRUDENTIAL FINANCIAL, INC.

Ticker: PRU Security ID: 744320102 Meeting Date: MAY 14, 2013 Meeting Type: Annual

Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas J. Baltimore, Jr. For       For          Management
1.2   Elect Director Gordon M. Bethune        For       For          Management
1.3   Elect Director Gaston Caperton          For       For          Management
1.4   Elect Director Gilbert F. Casellas      For       For          Management
1.5   Elect Director James G. Cullen          For       For          Management
1.6   Elect Director William H. Gray, III     For       For          Management
1.7   Elect Director Mark B. Grier            For       For          Management
1.8   Elect Director Constance J. Horner      For       For          Management
1.9   Elect Director Martina Hund-Mejean      For       For          Management
1.10  Elect Director Karl J. Krapek           For       For          Management
1.11  Elect Director Christine A. Poon        For       For          Management
1.12  Elect Director John R. Strangfeld       For       For          Management
1.13  Elect Director James A. Unruh           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Provide Right to Act by Written Consent Against Against Shareholder


RANGE RESOURCES CORPORATION

Ticker: RRC Security ID: 75281A109 Meeting Date: MAY 22, 2013 Meeting Type: Annual Record Date: MAR 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Anthony V. Dub           For       For          Management
1b    Elect Director V. Richard Eales         For       For          Management
1c    Elect Director Allen Finkelson          For       For          Management
1d    Elect Director James M. Funk            For       For          Management
1e    Elect Director Jonathan S. Linker       For       For          Management
1f    Elect Director Mary Ralph Lowe          For       For          Management
1g    Elect Director  Kevin S. McCarthy       For       For          Management
1h    Elect Director John H. Pinkerton        For       For          Management
1i    Elect Director Jeffrey L. Ventura       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management

4 Report on Methane Emissions Against Against Shareholder


ROPER INDUSTRIES, INC.

Ticker:       ROP            Security ID:  776696106
Meeting Date: MAY 24, 2013   Meeting Type: Annual
Record Date:  APR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David W. Devonshire      For       For          Management
1.2   Elect Director John F. Fort, III        For       For          Management
1.3   Elect Director Brian D. Jellison        For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Declassify the Board of Directors       For       For          Management
4     Ratify Auditors                         For       For          Management


SCHLUMBERGER LIMITED

Ticker: SLB Security ID: 806857108 Meeting Date: APR 10, 2013 Meeting Type: Annual Record Date: FEB 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Peter L.S. Currie        For       For          Management
1b    Elect Director Tony Isaac               For       For          Management
1c    Elect Director K. Vaman Kamath          For       For          Management
1d    Elect Director Paal Kibsgaard           For       For          Management
1e    Elect Director Nikolay Kudryavtsev      For       For          Management
1f    Elect Director Adrian Lajous            For       For          Management
1g    Elect Director Michael E. Marks         For       For          Management
1h    Elect Director Lubna S. Olayan          For       For          Management
1i    Elect Director L. Rafael Reif           For       For          Management
1j    Elect Director Tore I. Sandvold         For       For          Management
1k    Elect Director Henri Seydoux            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Adopt and Approve Financials and        For       For          Management
      Dividends
4     Ratify PricewaterhouseCoopers LLP as    For       Against      Management
      Auditors
5     Approve Omnibus Stock Plan              For       For          Management
6     Amend Employee Stock Purchase Plan      For       For          Management


SM ENERGY COMPANY

Ticker:       SM             Security ID:  78454L100
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Barbara M. Baumann       For       For          Management
1.2   Elect Director Anthony J. Best          For       For          Management
1.3   Elect Director Larry W. Bickle          For       For          Management
1.4   Elect Director Stephen R. Brand         For       For          Management
1.5   Elect Director William J. Gardiner      For       For          Management
1.6   Elect Director Loren M. Leiker          For       For          Management
1.7   Elect Director Julio M. Quintana        For       For          Management
1.8   Elect Director John M. Seidl            For       For          Management
1.9   Elect Director William D. Sullivan      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       Against      Management
5     Amend Executive Incentive Bonus Plan    For       For          Management


SUNTRUST BANKS, INC.

Ticker:       STI            Security ID:  867914103
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  FEB 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert M. Beall, II      For       For          Management
1.2   Elect Director Alston D. Correll        For       For          Management
1.3   Elect Director Jeffrey C. Crowe         For       For          Management
1.4   Elect Director David H. Hughes          For       For          Management
1.5   Elect Director M. Douglas Ivester       For       For          Management
1.6   Elect Director Kyle Prechtl Legg        For       For          Management
1.7   Elect Director William A. Linnenbringer For       For          Management
1.8   Elect Director Donna S. Morea           For       For          Management
1.9   Elect Director David M. Ratcliffe       For       For          Management
1.10  Elect Director William H. Rogers, Jr.   For       For          Management
1.11  Elect Director Frank W. Scruggs         For       For          Management
1.12  Elect Director Thomas R. Watjen         For       For          Management
1.13  Elect Director Phail Wynn, Jr.          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


THE COCA-COLA COMPANY

Ticker: KO Security ID: 191216100 Meeting Date: JUL 10, 2012 Meeting Type: Special Record Date: MAY 21, 2012

# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Stock Split For For Management


THE COCA-COLA COMPANY

Ticker:       KO             Security ID:  191216100
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     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
1.3   Elect Director Howard G. Buffett        For       For          Management
1.4   Elect Director Richard M. Daley         For       For          Management
1.5   Elect Director Barry Diller             For       For          Management
1.6   Elect Director Helene D. Gayle          For       For          Management
1.7   Elect Director Evan G. Greenberg        For       For          Management
1.8   Elect Director Alexis M. Herman         For       For          Management
1.9   Elect Director Muhtar Kent              For       For          Management
1.10  Elect Director Robert A. Kotick         For       For          Management
1.11  Elect Director Maria Elena Lagomasino   For       For          Management
1.12  Elect Director Donald F. McHenry        For       For          Management
1.13  Elect Director Sam Nunn                 For       For          Management
1.14  Elect Director James D. Robinson, III   For       For          Management
1.15  Elect Director Peter V. Ueberroth       For       For          Management
1.16  Elect Director Jacob Wallenberg         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Provide Right to Call Special Meeting   For       For          Management
5     Establish Board Committee on Human      Against   For          Shareholder
      Rights


THE GOODYEAR TIRE & RUBBER COMPANY

Ticker: GT Security ID: 382550101 Meeting Date: APR 15, 2013 Meeting Type: Annual Record Date: FEB 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director William J. Conaty        For       For          Management
1b    Elect Director James A. Firestone       For       For          Management
1c    Elect Director Werner Geissler          For       For          Management
1d    Elect Director Peter S. Hellman         For       For          Management
1e    Elect Director Richard J. Kramer        For       For          Management
1f    Elect Director W. Alan McCollough       For       For          Management
1g    Elect Director John E. McGlade          For       For          Management
1h    Elect Director Roderick A. Palmore      For       For          Management
1i    Elect Director Shirley D. Peterson      For       For          Management
1j    Elect Director Stephanie A. Streeter    For       For          Management
1k    Elect Director Thomas H. Weidemeyer     For       For          Management
1l    Elect Director Michael R. Wessel        For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Reduce Supermajority Vote Requirement   For       For          Management
      to Remove Directors
5     Reduce Supermajority Vote Requirement   For       For          Management
      for Certain Business Combinations
6     Eliminate Cumulative Voting             For       For          Management
7     Amend Right to Call Special Meeting     For       For          Management
8     Opt Out of State's Control Share        For       For          Management
      Acquisition Law
9     Ratify Auditors                         For       For          Management


THE HOME DEPOT, INC.

Ticker: HD Security ID: 437076102 Meeting Date: MAY 23, 2013 Meeting Type: Annual Record Date: MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director F. Duane Ackerman        For       For          Management
1b    Elect Director Francis S. Blake         For       For          Management
1c    Elect Director Ari Bousbib              For       For          Management
1d    Elect Director Gregory D. Brenneman     For       For          Management
1e    Elect Director J. Frank Brown           For       For          Management
1f    Elect Director Albert P. Carey          For       For          Management
1g    Elect Director Armando Codina           For       For          Management
1h    Elect Director Bonnie G. Hill           For       For          Management
1i    Elect Director Karen L. Katen           For       For          Management
1j    Elect Director Mark Vadon               For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Executive Incentive Bonus Plan  For       For          Management
5     Amend Omnibus Stock Plan                For       For          Management
6     Prepare Employment Diversity Report     Against   For          Shareholder
7     Adopt Stormwater Run-off Management     Against   For          Shareholder
      Policy


THE WILLIAMS COMPANIES, INC.

Ticker:       WMB            Security ID:  969457100
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alan S. Armstrong        For       For          Management
1.2   Elect Director Joseph R. Cleveland      For       For          Management
1.3   Elect Director Kathleen B. Cooper       For       For          Management
1.4   Elect Director John A. Hagg             For       For          Management
1.5   Elect Director Juanita H. Hinshaw       For       For          Management
1.6   Elect Director Ralph Izzo               For       For          Management
1.7   Elect Director Frank T. MacInnis        For       For          Management
1.8   Elect Director Steven W. Nance          For       For          Management
1.9   Elect Director Murray D. Smith          For       For          Management
1.10  Elect Director Janice D. Stoney         For       For          Management
1.11  Elect Director Laura A. Sugg            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


TIFFANY & CO.

Ticker:       TIF            Security ID:  886547108
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael J. Kowalski      For       For          Management
1.2   Elect Director Rose Marie Bravo         For       For          Management
1.3   Elect Director Gary E. Costley          For       For          Management
1.4   Elect Director Lawrence K. Fish         For       For          Management
1.5   Elect Director Abby F. Kohnstamm        For       For          Management
1.6   Elect Director Charles K. Marquis       For       For          Management
1.7   Elect Director Peter W. May             For       For          Management
1.8   Elect Director William A. Shutzer       For       For          Management
1.9   Elect Director Robert S. Singer         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


TIME WARNER INC.

Ticker: TWX Security ID: 887317303 Meeting Date: MAY 23, 2013 Meeting Type: Annual

Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James L. Barksdale       For       For          Management
1.2   Elect Director William P. Barr          For       For          Management
1.3   Elect Director Jeffrey L. Bewkes        For       For          Management
1.4   Elect Director Stephen F. Bollenbach    For       For          Management
1.5   Elect Director Robert C. Clark          For       For          Management
1.6   Elect Director Mathias Dopfner          For       For          Management
1.7   Elect Director Jessica P. Einhorn       For       For          Management
1.8   Elect Director Fred Hassan              For       For          Management
1.9   Elect Director Kenneth J. Novack        For       For          Management
1.10  Elect Director Paul D. Wachter          For       For          Management
1.11  Elect Director Deborah C. Wright        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management


VERIZON COMMUNICATIONS INC.

Ticker: VZ Security ID: 92343V104 Meeting Date: MAY 02, 2013 Meeting Type: Annual

Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard L. Carrion       For       For          Management
1.2   Elect Director Melanie L. Healey        For       For          Management
1.3   Elect Director M. Frances Keeth         For       For          Management
1.4   Elect Director Robert W. Lane           For       For          Management
1.5   Elect Director Lowell C. McAdam         For       For          Management
1.6   Elect Director Sandra O. Moose          For       For          Management
1.7   Elect Director Joseph Neubauer          For       For          Management
1.8   Elect Director Donald T. Nicolaisen     For       For          Management
1.9   Elect Director Clarence Otis, Jr.       For       For          Management
1.10  Elect Director Hugh B. Price            For       For          Management
1.11  Elect Director Rodney E. Slater         For       For          Management
1.12  Elect Director Kathryn A. Tesija        For       For          Management
1.13  Elect Director Gregory D. Wasson        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Commit to Wireless Network Neutrality   Against   For          Shareholder
6     Report on Lobbying Payments and Policy  Against   For          Shareholder
7     Adopt Proxy Access Right                Against   For          Shareholder
8     Submit Severance Agreement              Against   For          Shareholder
      (Change-in-Control) to Shareholder Vote
9     Amend Articles/Bylaws/Charter- Call     Against   For          Shareholder
      Special Meetings

10 Provide Right to Act by Written Consent Against For Shareholder


WASTE MANAGEMENT, INC.

Ticker: WM Security ID: 94106L109 Meeting Date: MAY 10, 2013 Meeting Type: Annual Record Date: MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Bradbury H. Anderson     For       For          Management
1b    Elect Director Frank M. Clark, Jr.      For       For          Management
1c    Elect Director Patrick W. Gross         For       For          Management
1d    Elect Director Victoria M. Holt         For       For          Management
1e    Elect Director John C. Pope             For       For          Management
1f    Elect Director W. Robert Reum           For       For          Management
1g    Elect Director David P. Steiner         For       For          Management
1h    Elect Director Thomas H. Weidemeyer     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Stock Retention                         Against   For          Shareholder
5     Report on Political Contributions       Against   For          Shareholder

6 Adopt Compensation Benchmarking Policy Against For Shareholder


WHIRLPOOL CORPORATION

Ticker: WHR Security ID: 963320106 Meeting Date: APR 16, 2013 Meeting Type: Annual Record Date: FEB 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Samuel R. Allen          For       For          Management
1b    Elect Director Gary T. DiCamillo        For       For          Management
1c    Elect Director Diane M. Dietz           For       For          Management
1d    Elect Director Jeff M. Fettig           For       For          Management
1e    Elect Director Michael F. Johnston      For       For          Management
1f    Elect Director William T. Kerr          For       For          Management
1g    Elect Director John D. Liu              For       For          Management
1h    Elect Director Harish Manwani           For       For          Management
1i    Elect Director William D. Perez         For       For          Management
1j    Elect Director Michael A. Todman        For       For          Management
1k    Elect Director Michael D. White         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Amend Omnibus Stock Plan                For       For          Management
5     Adopt a Policy in which the Company     Against   For          Shareholder
      will not Make or Promise to Make Any
      Death Benefit Payments to Senior
      Executives


ZIONS BANCORPORATION

Ticker: ZION Security ID: 989701107 Meeting Date: MAY 24, 2013 Meeting Type: Annual Record Date: MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jerry C. Atkin           For       For          Management
1b    Elect Director R.D. Cash                For       For          Management
1c    Elect Director Patricia Frobes          For       For          Management
1d    Elect Director J. David Heaney          For       For          Management
1e    Elect Director Roger B. Porter          For       For          Management
1f    Elect Director Stephen D. Quinn         For       For          Management
1g    Elect Director Harris H. Simmons        For       For          Management
1h    Elect Director L.E. Simmons             For       For          Management
1i    Elect Director Shelley Thomas Williams  For       For          Management
1j    Elect Director Steven C. Wheelwright    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Require Independent Board Chairman Against For Shareholder

============================== LKCM BALANCED FUND ==============================

ABBOTT LABORATORIES

Ticker: ABT Security ID: 002824100 Meeting Date: APR 26, 2013 Meeting Type: Annual

Record Date:  FEB 27, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert J. Alpern         For       For          Management
1.2   Elect Director Roxanne S. Austin        For       For          Management
1.3   Elect Director Sally E. Blount          For       For          Management
1.4   Elect Director W. James Farrell         For       For          Management
1.5   Elect Director Edward M. Liddy          For       For          Management
1.6   Elect Director Nancy McKinstry          For       For          Management
1.7   Elect Director Phebe N. Novakovic       For       For          Management
1.8   Elect Director William A. Osborn        For       For          Management
1.9   Elect Director Samuel C. Scott, III     For       For          Management
1.10  Elect Director Glenn F. Tilton          For       For          Management
1.11  Elect Director Miles D. White           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Label and Eliminate GMO Ingredients in  Against   Against      Shareholder
      Products
5     Report on Lobbying Payments and Policy  Against   For          Shareholder
6     Require Independent Board Chairman      Against   Against      Shareholder
7     Stock Retention/Holding Period          Against   For          Shareholder
8     Cease Compliance Adjustments to         Against   For          Shareholder
      Performance Criteria
9     Pro-rata Vesting of Equity Awards       Against   For          Shareholder


ABBVIE INC.

Ticker: ABBV Security ID: 00287Y109 Meeting Date: MAY 06, 2013 Meeting Type: Annual

Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William H.L. Burnside    For       For          Management
1.2   Elect Director Edward J. Rapp           For       For          Management
1.3   Elect Director Roy S. Roberts           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Approve Omnibus Stock Plan For For Management


ACCENTURE PLC

Ticker: ACN Security ID: G1151C101 Meeting Date: FEB 06, 2013 Meeting Type: Annual

Record Date:  DEC 11, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2.1   Elect Director William L. Kimsey        For       For          Management
2.2   Elect Director Robert I. Lipp           For       For          Management
2.3   Elect Director Pierre Nanterme          For       For          Management
2.4   Elect Director Gilles C. Pelisson       For       For          Management
2.5   Elect Director Wulf von Schimmelmann    For       For          Management
3     Approve Auditors and Authorize Board    For       For          Management
      to Fix Their  Remuneration
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Amend 2010 Share Incentive Plan         For       Against      Management
6     Authorize the Holding of the 2014 AGM   For       For          Management
      at a Location Outside Ireland
7     Authorize Open-Market Purchases of      For       For          Management
      Class A Ordinary Shares
8     Determine the Price Range at which      For       For          Management
      Accenture Plc can Re-issue Shares that
      it Acquires as Treasury Stock

9 Report on Lobbying Payments and Policy Against For Shareholder


ADOBE SYSTEMS INCORPORATED

Ticker: ADBE Security ID: 00724F101 Meeting Date: APR 11, 2013 Meeting Type: Annual Record Date: FEB 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Amy L. Banse             For       For          Management
1b    Elect Director Kelly J. Barlow          For       For          Management
1c    Elect Director Edward W. Barnholt       For       For          Management
1d    Elect Director Robert K. Burgess        For       For          Management
1e    Elect Director Frank A. Calderoni       For       For          Management
1f    Elect Director Michael R. Cannon        For       For          Management
1g    Elect Director James E. Daley           For       For          Management
1h    Elect Director Laura B. Desmond         For       For          Management
1i    Elect Director Charles M. Geschke       For       For          Management
1j    Elect Director Shantanu Narayen         For       For          Management
1k    Elect Director Daniel L. Rosensweig     For       For          Management
1l    Elect Director Robert Sedgewick         For       For          Management
1m    Elect Director John E. Warnock          For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


AIR PRODUCTS AND CHEMICALS, INC.

Ticker: APD Security ID: 009158106 Meeting Date: JAN 24, 2013 Meeting Type: Annual Record Date: NOV 30, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director William L. Davis, III    For       For          Management
1b    Elect Director W. Douglas Ford          For       For          Management
1c    Elect Director Evert Henkes             For       For          Management
1d    Elect Director Margaret G. McGlynn      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management

5 Declassify the Board of Directors Against For Shareholder


AIRGAS, INC.

Ticker:       ARG            Security ID:  009363102
Meeting Date: AUG 14, 2012   Meeting Type: Annual
Record Date:  JUN 18, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James W. Hovey           For       For          Management
1.2   Elect Director Michael L. Molinini      For       For          Management
1.3   Elect Director Paula A. Sneed           For       For          Management
1.4   Elect Director David M. Stout           For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

5 Declassify the Board of Directors Against For Shareholder


AKAMAI TECHNOLOGIES, INC.

Ticker:       AKAM           Security ID:  00971T101
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Pamela J. Craig          For       For          Management
1.2   Elect Director F. Thomson Leighton      For       For          Management
1.3   Elect Director Paul Sagan               For       For          Management
1.4   Elect Director Naomi O. Seligman        For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3a    Declassify the Board of Directors       For       For          Management
3b    Amend Certificate of Incorporation to   For       For          Management
      Provide Directors May be Removed With
      or Without Cause
3c    Reduce Supermajority Vote Requirement   For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Ratify Auditors                         For       For          Management


AMAZON.COM, INC.

Ticker: AMZN Security ID: 023135106 Meeting Date: MAY 23, 2013 Meeting Type: Annual Record Date: APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jeffrey P. Bezos         For       For          Management
1b    Elect Director Tom A. Alberg            For       For          Management
1c    Elect Director John Seely Brown         For       For          Management
1d    Elect Director William B. Gordon        For       For          Management
1e    Elect Director Jamie S. Gorelick        For       For          Management
1f    Elect Director Alain Monie              For       For          Management

1g Elect Director Jonathan J. Rubinstein For For Management 1h Elect Director Thomas O. Ryder For For Management 1i Elect Director Patricia Q. Stonesifer For For Management
2 Ratify Auditors For For Management
3 Report on Political Contributions Against For Shareholder


APPLE INC.

Ticker:       AAPL           Security ID:  037833100
Meeting Date: FEB 27, 2013   Meeting Type: Annual
Record Date:  JAN 02, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William Campbell         For       For          Management
1.2   Elect Director Timothy Cook             For       For          Management
1.3   Elect Director Millard Drexler          For       For          Management
1.4   Elect Director Al Gore                  For       For          Management
1.5   Elect Director Robert Iger              For       For          Management
1.6   Elect Director Andrea Jung              For       For          Management
1.7   Elect Director Arthur Levinson          For       For          Management
1.8   Elect Director Ronald Sugar             For       For          Management
2     Amend Articles of Incorporation         For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
5     Stock Retention/Holding Period          Against   For          Shareholder
6     Establish Board Committee on Human      Against   Against      Shareholder
      Rights


AT&T INC.

Ticker: T Security ID: 00206R102 Meeting Date: APR 26, 2013 Meeting Type: Annual

Record Date:  FEB 27, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Randall L. Stephenson    For       For          Management
1.2   Elect Director Gilbert F. Amelio        For       For          Management
1.3   Elect Director Reuben V. Anderson       For       For          Management
1.4   Elect Director James H. Blanchard       For       For          Management
1.5   Elect Director Jaime Chico Pardo        For       For          Management
1.6   Elect Director Scott T. Ford            For       For          Management
1.7   Elect Director James P. Kelly           For       For          Management
1.8   Elect Director Jon C. Madonna           For       For          Management
1.9   Elect Director Michael B. McCallister   For       For          Management
1.10  Elect Director John B. McCoy            For       For          Management
1.11  Elect Director Joyce M. Roche           For       For          Management
1.12  Elect Director Matthew K. Rose          For       For          Management
1.13  Elect Director  Laura D'Andrea Tyson    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Stock Purchase and Deferral Plan  For       For          Management
5     Report on Political Contributions       Against   For          Shareholder
6     Report on Reducing Lead Battery Health  Against   For          Shareholder
      Hazards
7     Submit Severance Agreement              Against   For          Shareholder
      (Change-in-Control) to Shareholder Vote
8     Require Independent Board Chairman      Against   Against      Shareholder


AUTOMATIC DATA PROCESSING, INC.

Ticker: ADP Security ID: 053015103 Meeting Date: NOV 13, 2012 Meeting Type: Annual

Record Date:  SEP 14, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ellen R. Alemany         For       For          Management
1.2   Elect Director Gregory D. Brenneman     For       For          Management
1.3   Elect Director Leslie A. Brun           For       For          Management
1.4   Elect Director Richard T. Clark         For       For          Management
1.5   Elect Director Eric C. Fast             For       For          Management
1.6   Elect Director Linda R. Gooden          For       For          Management
1.7   Elect Director R. Glenn Hubbard         For       For          Management
1.8   Elect Director John P. Jones            For       For          Management
1.9   Elect Director Carlos A. Rodriguez      For       For          Management
1.10  Elect Director Enrique T. Salem         For       For          Management
1.11  Elect Director Gregory L. Summe         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


BALL CORPORATION

Ticker:       BLL            Security ID:  058498106
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Hanno C. Fiedler         For       Withhold     Management
1.2   Elect Director John F. Lehman           For       Withhold     Management
1.3   Elect Director Georgia R. Nelson        For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


CABOT OIL & GAS CORPORATION

Ticker: COG Security ID: 127097103 Meeting Date: MAY 02, 2013 Meeting Type: Annual Record Date: MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Robert L. Keiser         For       For          Management
1b    Elect Director W. Matt Ralls            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Pro-rata Vesting of Equity Plans Against Against Shareholder


CAPITOL FEDERAL FINANCIAL, INC.

Ticker:       CFFN           Security ID:  14057J101
Meeting Date: JAN 22, 2013   Meeting Type: Annual
Record Date:  DEC 07, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John B. Dicus            For       For          Management
1.2   Elect Director James G. Morris          For       For          Management
1.3   Elect Director Jeffrey R. Thompson      For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


CATALYST HEALTH SOLUTIONS, INC.

Ticker: CHSI Security ID: 14888B103 Meeting Date: JUL 02, 2012 Meeting Type: Special Record Date: MAY 31, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Merger Agreement                For       For          Management
2     Advisory Vote on Golden Parachutes      For       For          Management
3     Adjourn Meeting                         For       For          Management


CATAMARAN CORPORATION

Ticker: CTRX Security ID: 148887102 Meeting Date: MAY 14, 2013 Meeting Type: Annual/Special

Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark A. Thierer          For       For          Management
1.2   Elect Director Peter J. Bensen          For       For          Management
1.3   Elect Director Steven Cosler            For       For          Management
1.4   Elect Director William J. Davis         For       For          Management
1.5   Elect Director Steven B. Epstein        For       For          Management
1.6   Elect Director Betsy D. Holden          For       For          Management
1.7   Elect Director Karen L. Katen           For       For          Management
1.8   Elect Director Harry M. Kraemer         For       For          Management
1.9   Elect Director Anthony Masso            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve KPMG LLP as Auditors and        For       For          Management
      Authorize Board to Fix Their
      Remuneration


CELGENE CORPORATION

Ticker:       CELG           Security ID:  151020104
Meeting Date: JUN 12, 2013   Meeting Type: Annual
Record Date:  APR 17, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert J. Hugin          For       For          Management
1.2   Elect Director Richard Barker           For       For          Management
1.3   Elect Director Michael D. Casey         For       For          Management
1.4   Elect Director Carrie S. Cox            For       For          Management
1.5   Elect Director Rodman L. Drake          For       For          Management
1.6   Elect Director Michael A. Friedman      For       For          Management
1.7   Elect Director Gilla Kaplan             For       For          Management
1.8   Elect Director James J. Loughlin        For       For          Management
1.9   Elect Director Ernest Mario             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

5 Stock Retention/Holding Period Against For Shareholder


CHEVRON CORPORATION

Ticker: CVX Security ID: 166764100 Meeting Date: MAY 29, 2013 Meeting Type: Annual Record Date: APR 03, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Linnet F. Deily          For       For          Management
1b    Elect Director Robert E. Denham         For       For          Management
1c    Elect Director Alice P. Gast            For       For          Management
1d    Elect Director Enrique Hernandez, Jr.   For       For          Management
1e    Elect Director George L. Kirkland       For       For          Management
1f    Elect Director Charles W. Moorman, IV   For       For          Management
1g    Elect Director Kevin W. Sharer          For       For          Management
1h    Elect Director John G. Stumpf           For       For          Management
1i    Elect Director Ronald D. Sugar          For       For          Management
1j    Elect Director Carl Ware                For       For          Management
1k    Elect Director John S. Watson           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Report on Management of Hydraulic       Against   For          Shareholder
      Fracturing Risks and Opportunities
6     Report on Offshore Oil Wells and Spill  Against   Against      Shareholder
      Mitigation Measures
7     Report on Financial Risks of Climate    Against   Against      Shareholder
      Change
8     Report on Lobbying Payments and Policy  Against   For          Shareholder
9     Prohibit Political Contributions        Against   Against      Shareholder
10    Provide for Cumulative Voting           Against   For          Shareholder
11    Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
12    Require Director Nominee with           Against   For          Shareholder
      Environmental Expertise
13    Adopt Guidelines for Country Selection  Against   For          Shareholder


COLGATE-PALMOLIVE COMPANY

Ticker: CL Security ID: 194162103 Meeting Date: MAY 10, 2013 Meeting Type: Annual Record Date: MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Nikesh Arora             For       For          Management
1b    Elect Director John T. Cahill           For       For          Management
1c    Elect Director Ian Cook                 For       For          Management
1d    Elect Director Helene D. Gayle          For       For          Management
1e    Elect Director Ellen M. Hancock         For       For          Management
1f    Elect Director Joseph Jimenez           For       For          Management
1g    Elect Director Richard J. Kogan         For       For          Management
1h    Elect Director Delano E. Lewis          For       For          Management
1i    Elect Director J. Pedro Reinhard        For       For          Management
1j    Elect Director Stephen I. Sadove        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management

5 Adopt Share Retention Policy For Against For Shareholder Senior Executives


COMERICA INCORPORATED

Ticker: CMA Security ID: 200340107 Meeting Date: APR 23, 2013 Meeting Type: Annual

Record Date:  FEB 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ralph W. Babb, Jr.       For       For          Management
1.2   Elect Director Roger A. Cregg           For       For          Management
1.3   Elect Director T. Kevin DeNicola        For       For          Management
1.4   Elect Director Jacqueline P. Kane       For       For          Management
1.5   Elect Director Richard G. Lindner       For       For          Management
1.6   Elect Director Alfred A. Piergallini    For       For          Management
1.7   Elect Director Robert S. Taubman        For       For          Management
1.8   Elect Director Reginald M. Turner, Jr.  For       For          Management
1.9   Elect Director Nina G. Vaca             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation


COMMERCIAL METALS COMPANY

Ticker:       CMC            Security ID:  201723103
Meeting Date: JAN 25, 2013   Meeting Type: Annual
Record Date:  DEC 07, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Rhys J. Best             For       For          Management
1.2   Elect Director Richard B. Kelson        For       For          Management
1.3   Elect Director Rick J. Mills            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Approve Executive Incentive Bonus Plan For For Management
5 Approve Omnibus Stock Plan For For Management


COVIDIEN PLC

Ticker: COV Security ID: G2554F113 Meeting Date: MAR 20, 2013 Meeting Type: Annual Record Date: JAN 10, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jose E. Almeida          For       For          Management
1b    Elect Director Joy A. Amundson          For       For          Management
1c    Elect Director Craig Arnold             For       For          Management
1d    Elect Director Robert H. Brust          For       For          Management
1e    Elect Director John M. Connors, Jr.     For       For          Management
1f    Elect Director Christopher J. Coughlin  For       For          Management
1g    Elect Director Randall J. Hogan, III    For       For          Management
1h    Elect Director Martin D. Madaus         For       For          Management
1i    Elect Director Dennis H. Reilley        For       For          Management
1j    Elect Director Joseph A. Zaccagnino     For       For          Management
2     Approve Auditors and Authorize Board    For       For          Management
      to Fix Their  Remuneration
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Authorize Open-Market Purchases of      For       For          Management
      Ordinary Shares
6     Authorize the Price Range at which the  For       For          Management
      Company can Reissue Shares that it
      holds as Treasury Shares
7     Amend Articles of Association to        For       For          Management
      expand the authority to execute
      instruments of transfer
8     Approve Creation of Distributable       For       For          Management
      Reserves


CULLEN/FROST BANKERS, INC.

Ticker: CFR Security ID: 229899109 Meeting Date: APR 25, 2013 Meeting Type: Annual

Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director R. Denny Alexander       For       For          Management
1.2   Elect Director Carlos Alvarez           For       For          Management
1.3   Elect Director Royce S. Caldwell        For       For          Management
1.4   Elect Director Crawford H. Edwards      For       For          Management
1.5   Elect Director Ruben M. Escobedo        For       For          Management
1.6   Elect Director Richard W. Evans, Jr.    For       For          Management
1.7   Elect Director Patrick B. Frost         For       For          Management
1.8   Elect Director David J. Haemisegger     For       For          Management
1.9   Elect Director Karen E. Jennings        For       For          Management
1.10  Elect Director Richard M. Kleberg, III  For       For          Management
1.11  Elect Director Charles W. Matthews      For       For          Management
1.12  Elect Director Ida Clement Steen        For       For          Management
1.13  Elect Director Horace Wilkins, Jr.      For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CVS CAREMARK CORPORATION

Ticker:       CVS            Security ID:  126650100
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. David Brown II        For       For          Management
1.2   Elect Director David W. Dorman          For       For          Management
1.3   Elect Director Anne M. Finucane         For       For          Management
1.4   Elect Director Kristen Gibney Williams  For       For          Management
1.5   Elect Director Larry J. Merlo           For       For          Management
1.6   Elect Director Jean-Pierre Millon       For       For          Management
1.7   Elect Director Richard J. Swift         For       For          Management
1.8   Elect Director William C. Weldon        For       For          Management
1.9   Elect Director Tony L. White            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
5     Reduce Vote Requirement Under the Fair  For       For          Management
      Price Provision
6     Report on Political Contributions       Against   For          Shareholder
7     Pro-rata Vesting of Equity Awards       Against   For          Shareholder

8 Report on Lobbying Payments and Policy Against For Shareholder


DANAHER CORPORATION

Ticker:       DHR            Security ID:  235851102
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Donald J. Ehrlich        For       For          Management
1.2   Elect Director Linda Hefner Filler      For       For          Management
1.3   Elect Director Teri List-Stoll          For       For          Management
1.4   Elect Director Walter G. Lohr, Jr.      For       For          Management
1.5   Elect Director Steven M. Rales          For       For          Management
1.6   Elect Director John T. Schwieters       For       For          Management
1.7   Elect Director Alan G. Spoon            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Stock Retention/Holding Period          Against   For          Shareholder
6     Report on Political Contributions       Against   For          Shareholder


DEVON ENERGY CORPORATION

Ticker:       DVN            Security ID:  25179M103
Meeting Date: JUN 05, 2013   Meeting Type: Annual
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert H. Henry          For       For          Management
1.2   Elect Director John A. Hill             For       For          Management
1.3   Elect Director Michael M. Kanovsky      For       For          Management
1.4   Elect Director Robert A. Mosbacher, Jr. For       For          Management
1.5   Elect Director J. Larry Nichols         For       For          Management
1.6   Elect Director Duane C. Radtke          For       For          Management
1.7   Elect Director Mary P. Ricciardello     For       For          Management
1.8   Elect Director John Richels             For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Lobbying Payments and Policy  Against   For          Shareholder
5     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors

6 Provide Right to Act by Written Consent Against For Shareholder


DIRECTV

Ticker: DTV Security ID: 25490A309 Meeting Date: MAY 02, 2013 Meeting Type: Annual Record Date: MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Neil Austrian            For       For          Management
1b    Elect Director Ralph Boyd, Jr.          For       For          Management
1c    Elect Director Abelardo Bru             For       For          Management
1d    Elect Director David Dillon             For       For          Management
1e    Elect Director Samuel DiPiazza, Jr.     For       For          Management
1f    Elect Director Dixon Doll               For       For          Management
1g    Elect Director Charles Lee              For       For          Management
1h    Elect Director Peter Lund               For       For          Management
1i    Elect Director Nancy Newcomb            For       For          Management
1j    Elect Director Lorrie Norrington        For       For          Management
1k    Elect Director Michael White            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Pro-rata Vesting of Equity Awards       Against   For          Shareholder
5     Require Independent Board Chairman      Against   Against      Shareholder

6 Provide Right to Act by Written Consent Against For Shareholder


E. I. DU PONT DE NEMOURS AND COMPANY

Ticker: DD Security ID: 263534109 Meeting Date: APR 24, 2013 Meeting Type: Annual Record Date: FEB 27, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Lamberto Andreotti       For       For          Management
1b    Elect Director Richard H. Brown         For       For          Management
1c    Elect Director Robert A. Brown          For       For          Management
1d    Elect Director Bertrand P. Collomb      For       For          Management
1e    Elect Director Curtis J. Crawford       For       For          Management
1f    Elect Director Alexander M. Cutler      For       For          Management
1g    Elect Director Eleuthere I. Du Pont     For       For          Management
1h    Elect Director Marillyn A. Hewson       For       For          Management
1i    Elect Director Lois D. Juliber          For       For          Management
1j    Elect Director Ellen J. Kullman         For       For          Management
1k    Elect Director Lee M. Thomas            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Require Independent Board Chairman      Against   For          Shareholder
5     Report on Lobbying Payments and Policy  Against   For          Shareholder
6     Report on Genetically Engineered Seed   Against   Against      Shareholder
7     Report on Pay Disparity                 Against   Against      Shareholder


EMC CORPORATION

Ticker: EMC Security ID: 268648102 Meeting Date: MAY 01, 2013 Meeting Type: Annual Record Date: MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Michael W. Brown         For       For          Management
1b    Elect Director Randolph L. Cowen        For       For          Management
1c    Elect Director Gail Deegan              For       For          Management
1d    Elect Director James S. DiStasio        For       For          Management
1e    Elect Director John R. Egan             For       For          Management
1f    Elect Director Edmund F. Kelly          For       For          Management
1g    Elect Director Judith A. Miscik         For       For          Management
1h    Elect Director Windle B. Priem          For       For          Management
1i    Elect Director Paul Sagan               For       For          Management
1j    Elect Director David N. Strohm          For       For          Management
1k    Elect Director Joseph M. Tucci          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
6     Provide Right to Act by Written Consent For       For          Management
7     Require Consistency with Corporate      Against   Against      Shareholder
      Values and Report on Political
      Contributions


EMERSON ELECTRIC CO.

Ticker:       EMR            Security ID:  291011104
Meeting Date: FEB 05, 2013   Meeting Type: Annual
Record Date:  NOV 27, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. A. H. Boersig         For       For          Management
1.2   Elect Director J. B. Bolten             For       For          Management
1.3   Elect Director M. S. Levatich           For       For          Management
1.4   Elect Director R. L. Stephenson         For       For          Management
1.5   Elect Director A.A. Busch, III          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Declassify the Board of Directors       For       For          Management

5 Report on Sustainability Against For Shareholder


EOG RESOURCES, INC.

Ticker: EOG Security ID: 26875P101 Meeting Date: MAY 02, 2013 Meeting Type: Annual Record Date: MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Charles R. Crisp         For       For          Management
1b    Elect Director  James C. Day            For       For          Management
1c    Elect Director Mark G. Papa             For       For          Management
1d    Elect Director H. Leighton Steward      For       For          Management
1e    Elect Director Donald F. Textor         For       For          Management
1f    Elect Director William R. Thomas        For       For          Management
1g    Elect Director Frank G. Wisner          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


EXPRESS SCRIPTS HOLDING COMPANY

Ticker: ESRX Security ID: 30219G108 Meeting Date: MAY 09, 2013 Meeting Type: Annual Record Date: MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Gary G. Benanav          For       For          Management
1b    Elect Director Maura C. Breen           For       For          Management
1c    Elect Director William J. DeLaney       For       For          Management
1d    Elect Director Nicholas J. LaHowchic    For       For          Management
1e    Elect Director Thomas P. Mac Mahon      For       For          Management
1f    Elect Director Frank Mergenthaler       For       For          Management
1g    Elect Director Woodrow A. Myers, Jr.    For       For          Management
1h    Elect Director John O. Parker, Jr.      For       For          Management
1i    Elect Director George Paz               For       For          Management
1j    Elect Director William L. Roper         For       For          Management
1k    Elect Director Samuel K. Skinner        For       For          Management
1l    Elect Director Seymour Sternberg        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


EXXON MOBIL CORPORATION

Ticker:       XOM            Security ID:  30231G102
Meeting Date: MAY 29, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director M.J. Boskin              For       For          Management
1.2   Elect Director P. Brabeck-Letmathe      For       For          Management
1.3   Elect Director U.M. Burns               For       For          Management
1.4   Elect Director L.R. Faulkner            For       For          Management
1.5   Elect Director J.S. Fishman             For       For          Management
1.6   Elect Director H.H. Fore                For       For          Management
1.7   Elect Director K.C. Frazier             For       For          Management
1.8   Elect Director W.W. George              For       For          Management
1.9   Elect Director S.J. Palmisano           For       For          Management
1.10  Elect Director S.S. Reinemund           For       For          Management
1.11  Elect Director R.W. Tillerson           For       For          Management
1.12  Elect Director W.C. Weldon              For       For          Management
1.13  Elect Director E.E. Whitacre, Jr.       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Require Independent Board Chairman      Against   For          Shareholder
5     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors
6     Limit Directors to a Maximum of Three   Against   Against      Shareholder
      Board Memberships in Companies with
      Sales over $500 Million Annually
7     Report on Lobbying Payments and Policy  Against   For          Shareholder
8     Study Feasibility of Prohibiting        Against   Against      Shareholder
      Political Contributions
9     Adopt Sexual Orientation Anti-bias      Against   Against      Shareholder
      Policy
10    Report on Management of Hydraulic       Against   For          Shareholder
      Fracturing Risks and Opportunities
11    Adopt Quantitative GHG Goals for        Against   For          Shareholder
      Products and Operations


FMC CORPORATION

Ticker:       FMC            Security ID:  302491303
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  FEB 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Pierre Brondeau          For       For          Management
1.2   Elect Director Dirk A. Kempthorne       For       For          Management
1.3   Elect Director Robert C. Pallash        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management


GENERAL DYNAMICS CORPORATION

Ticker: GD Security ID: 369550108 Meeting Date: MAY 01, 2013 Meeting Type: Annual

Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mary T. Barra            For       For          Management
1.2   Elect Director Nicholas D. Chabraja     For       For          Management
1.3   Elect Director James S. Crown           For       For          Management
1.4   Elect Director William P. Fricks        For       For          Management
1.5   Elect Director Paul G. Kaminski         For       For          Management
1.6   Elect Director John M. Keane            For       For          Management
1.7   Elect Director Lester L. Lyles          For       For          Management
1.8   Elect Director Phebe N. Novakovic       For       For          Management
1.9   Elect Director William A. Osborn        For       For          Management
1.10  Elect Director Robert Walmsley          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   For          Shareholder
5     Review and Assess Human Rights Policy   Against   For          Shareholder


GENERAL ELECTRIC COMPANY

Ticker: GE Security ID: 369604103 Meeting Date: APR 24, 2013 Meeting Type: Annual Record Date: FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director W. Geoffrey Beattie      For       For          Management
2     Elect Director John J. Brennan          For       For          Management
3     Elect Director James I. Cash, Jr.       For       For          Management
4     Elect Director Francisco D'Souza        For       For          Management
5     Elect Director Marijn E. Dekkers        For       For          Management
6     Elect Director Ann M. Fudge             For       For          Management
7     Elect Director Susan Hockfield          For       For          Management
8     Elect Director Jeffrey R. Immelt        For       For          Management
9     Elect Director Andrea Jung              For       For          Management
10    Elect Director Robert W. Lane           For       For          Management
11    Elect Director Ralph S. Larsen          For       For          Management
12    Elect Director Rochelle B. Lazarus      For       For          Management
13    Elect Director James J. Mulva           For       For          Management
14    Elect Director Mary L. Schapiro         For       For          Management
15    Elect Director Robert J. Swieringa      For       For          Management
16    Elect Director James S. Tisch           For       For          Management
17    Elect Director Douglas A. Warner, III   For       For          Management
18    Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
19    Ratify Auditors                         For       For          Management
20    Cessation of All Stock Options and      Against   Against      Shareholder
      Bonuses
21    Establish Term Limits for Directors     Against   Against      Shareholder
22    Require Independent Board Chairman      Against   Against      Shareholder
23    Provide Right to Act by Written Consent Against   Against      Shareholder
24    Stock Retention/Holding Period          Against   For          Shareholder
25    Require More Director Nominations Than  Against   Against      Shareholder
      Open Seats


GOOGLE INC.

Ticker:       GOOG           Security ID:  38259P508
Meeting Date: JUN 06, 2013   Meeting Type: Annual
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Larry Page               For       For          Management
1.2   Elect Director Sergey Brin              For       For          Management
1.3   Elect Director Eric E. Schmidt          For       For          Management
1.4   Elect Director L. John Doerr            For       For          Management
1.5   Elect Director Diane B. Greene          For       For          Management
1.6   Elect Director John L. Hennessy         For       For          Management
1.7   Elect Director Ann Mather               For       For          Management
1.8   Elect Director Paul S. Otellini         For       For          Management
1.9   Elect Director K. Ram Shriram           For       For          Management
1.10  Elect Director Shirley M. Tilghman      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Report on Reducing Lead Battery Health  Against   For          Shareholder
      Hazards
4     Approve Recapitalization Plan for all   Against   For          Shareholder
      Stock to Have One-vote per Share
5     Stock Retention/Holding Period          Against   For          Shareholder
6     Adopt Policy on Succession Planning     Against   For          Shareholder


HARRIS CORPORATION

Ticker: HRS Security ID: 413875105 Meeting Date: OCT 26, 2012 Meeting Type: Annual

Record Date:  AUG 31, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.01  Elect Director William M. Brown         For       For          Management
1.02  Elect Director Peter W. Chiarelli       For       For          Management
1.03  Elect Director Thomas A. Dattilo        For       For          Management
1.04  Elect Director Terry D. Growcock        For       For          Management
1.05  Elect Director Lewis Hay, III           For       For          Management
1.06  Elect Director Karen Katen              For       For          Management
1.07  Elect Director Stephen P. Kaufman       For       For          Management
1.08  Elect Director Leslie F. Kenne          For       For          Management
1.09  Elect Director David B. Rickard         For       For          Management
1.10  Elect Director James C. Stoffel         For       For          Management
1.11  Elect Director Gregory T. Swienton      For       For          Management
1.12  Elect Director Hansel E. Tookes, II     For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

3 Provide Right to Call Special Meeting For For Management
4 Ratify Auditors For For Management


INTERNATIONAL BUSINESS MACHINES CORPORATION

Ticker:       IBM            Security ID:  459200101
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alain J.P. Belda         For       For          Management
1.2   Elect Director William R. Brody         For       For          Management
1.3   Elect Director Kenneth I. Chenault      For       For          Management
1.4   Elect Director Michael L. Eskew         For       For          Management
1.5   Elect Director David N. Farr            For       For          Management
1.6   Elect Director Shirley Ann Jackson      For       For          Management
1.7   Elect Director Andrew N. Liveris        For       For          Management
1.8   Elect Director W. James McNerney, Jr.   For       For          Management
1.9   Elect Director James W. Owens           For       For          Management
1.10  Elect Director Virginia M. Rometty      For       For          Management
1.11  Elect Director Joan E. Spero            For       For          Management
1.12  Elect Director Sidney Taurel            For       For          Management
1.13  Elect Director Lorenzo H. Zambrano      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   For          Shareholder
5     Provide Right to Act by Written Consent Against   For          Shareholder

6 Require Independent Board Chairman Against For Shareholder
7 Stock Retention/Holding Period Against For Shareholder


JPMORGAN CHASE & CO.

Ticker: JPM Security ID: 46625H100 Meeting Date: MAY 21, 2013 Meeting Type: Annual Record Date: MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director James A. Bell            For       For          Management
1b    Elect Director Crandall C.Bowles        For       For          Management
1c    Elect Director Stephen B. Burke         For       For          Management
1d    Elect Director David M. Cote            For       Against      Management
1e    Elect Director James S. Crown           For       Against      Management
1f    Elect Director James Dimon              For       For          Management
1g    Elect Director Timothy P. Flynn         For       For          Management
1h    Elect Director Ellen V. Futter          For       Against      Management
1i    Elect Director Laban P. Jackson, Jr.    For       For          Management
1j    Elect Director Lee R. Raymond           For       For          Management
1k    Elect Director William C. Weldon        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Provide Right to Act by Written Consent For       For          Management
5     Amend Executive Incentive Bonus Plan    For       For          Management
6     Require Independent Board Chairman      Against   For          Shareholder
7     Stock Retention/Holding Period          Against   Against      Shareholder
8     Institute Procedures to Prevent         Against   Against      Shareholder
      Investments in Companies that
      Contribute to Genocide or Crimes
      Against Humanity

9 Report on Lobbying Payments and Policy Against Against Shareholder


KIMBERLY-CLARK CORPORATION

Ticker:       KMB            Security ID:  494368103
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John R. Alm              For       For          Management
1.2   Elect Director John F. Bergstrom        For       For          Management
1.3   Elect Director Abelardo E. Bru          For       For          Management
1.4   Elect Director Robert W. Decherd        For       For          Management
1.5   Elect Director Thomas J. Falk           For       For          Management
1.6   Elect Director Fabian T. Garcia         For       For          Management
1.7   Elect Director Mae C. Jemison           For       For          Management
1.8   Elect Director James M. Jenness         For       For          Management
1.9   Elect Director Nancy J. Karch           For       For          Management
1.10  Elect Director Ian C. Read              For       For          Management
1.11  Elect Director Linda Johnson Rice       For       For          Management
1.12  Elect Director Marc J. Shapiro          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


KOHL'S CORPORATION

Ticker: KSS Security ID: 500255104 Meeting Date: MAY 16, 2013 Meeting Type: Annual Record Date: MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Peter Boneparth          For       For          Management
1b    Elect Director Steven A. Burd           For       For          Management
1c    Elect Director Dale E. Jones            For       For          Management
1d    Elect Director Kevin Mansell            For       For          Management
1e    Elect Director John E. Schlifske        For       For          Management
1f    Elect Director Frank V. Sica            For       For          Management
1g    Elect Director Peter M. Sommerhauser    For       For          Management
1h    Elect Director Stephanie A. Streeter    For       For          Management
1i    Elect Director Nina G. Vaca             For       For          Management
1j    Elect Director Stephen E. Watson        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Adopt Policy on Animal Cruelty          Against   Against      Shareholder
5     Require Independent Board Chairman      Against   For          Shareholder


MARTIN MARIETTA MATERIALS, INC.

Ticker:       MLM            Security ID:  573284106
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. Howard Nye            For       For          Management
1.2   Elect Director Laree E. Perez           For       For          Management
1.3   Elect Director Dennis L. Rediker        For       For          Management
2     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


MONSANTO COMPANY

Ticker: MON Security ID: 61166W101 Meeting Date: JAN 31, 2013 Meeting Type: Annual Record Date: DEC 03, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director David L. Chicoine        For       For          Management
1b    Elect Director Arthur H. Harper         For       For          Management
1c    Elect Director Gwendolyn S. King        For       For          Management
1d    Elect Director Jon R. Moeller           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management

5 Report on Risk of Genetically Against Against Shareholder Engineered Products


NATIONAL INSTRUMENTS CORPORATION

Ticker:       NATI           Security ID:  636518102
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James J. Truchard        For       For          Management
1.2   Elect Director John M. Berra            For       For          Management
2     Increase Authorized Common Stock        For       For          Management
3     Ratify Auditors                         For       For          Management
4     Other Business                          For       Against      Management


NETAPP, INC.

Ticker: NTAP Security ID: 64110D104 Meeting Date: AUG 31, 2012 Meeting Type: Annual

Record Date:  JUL 11, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Daniel J. Warmenhoven    For       For          Management
1.2   Elect Director Nicholas G. Moore        For       For          Management
1.3   Elect Director Thomas Georgens          For       For          Management
1.4   Elect Director Jeffry R. Allen          For       For          Management
1.5   Elect Director Alan L. Earhart          For       For          Management
1.6   Elect Director Gerald Held              For       For          Management
1.7   Elect Director T. Michael Nevens        For       For          Management
1.8   Elect Director George T. Shaheen        For       For          Management
1.9   Elect Director Robert T. Wall           For       For          Management
1.10  Elect Director Richard P. Wallace       For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Ratify Auditors                         For       For          Management

6 Reduce Supermajority Vote Requirement None For Shareholder


NUANCE COMMUNICATIONS, INC.

Ticker: NUAN Security ID: 67020Y100 Meeting Date: JAN 25, 2013 Meeting Type: Annual Record Date: DEC 04, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Paul A. Ricci            For       For          Management
1b    Elect Director Robert G. Teresi         For       For          Management
1c    Elect Director Robert J. Frankenberg    For       For          Management
1d    Elect Director Katharine A. Martin      For       For          Management
1e    Elect Director Patrick T. Hackett       For       For          Management
1f    Elect Director William H. Janeway       For       For          Management
1g    Elect Director Mark B. Myers            For       For          Management
1h    Elect Director Philip J. Quigley        For       For          Management
1i    Elect Director Mark R. Laret            For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


O'REILLY AUTOMOTIVE, INC.

Ticker: ORLY Security ID: 67103H107 Meeting Date: MAY 07, 2013 Meeting Type: Annual Record Date: FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Larry O'Reilly           For       For          Management
1b    Elect Director Rosalie O'Reilly-Wooten  For       For          Management
1c    Elect Director Thomas T. Hendrickson    For       For          Management
2     Declassify the Board of Directors       For       For          Management
3     Provide Right to Call Special Meeting   For       For          Management
4     Amend Articles of Incorporation to      For       For          Management
      Eliminate Unnecessary and Outdated
      Provisions and to Make Minor Revisions
      to Conform to Current State Laws and
      Clarify
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
6     Ratify Auditors                         For       For          Management


PALL CORPORATION

Ticker: PLL Security ID: 696429307 Meeting Date: DEC 12, 2012 Meeting Type: Annual

Record Date:  OCT 23, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Amy E. Alving            For       For          Management
1.2   Elect Director Robert B. Coutts         For       For          Management
1.3   Elect Director Mark E. Goldstein        For       For          Management
1.4   Elect Director Cheryl W. Grise          For       For          Management
1.5   Elect Director Ronald L. Hoffman        For       For          Management
1.6   Elect Director Lawrence D. Kingsley     For       For          Management
1.7   Elect Director Dennis N. Longstreet     For       For          Management
1.8   Elect Director B. Craig Owens           For       For          Management
1.9   Elect Director Katharine L. Plourde     For       For          Management
1.10  Elect Director Edward Travaglianti      For       For          Management
1.11  Elect Director Bret W. Wise             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Bylaws                            For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


PEPSICO, INC.

Ticker:       PEP            Security ID:  713448108
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Shona L. Brown           For       For          Management
1.2   Elect Director George W. Buckley        For       For          Management
1.3   Elect Director Ian M. Cook              For       For          Management
1.4   Elect Director Dina Dublon              For       For          Management
1.5   Elect Director  Victor J. Dzau          For       For          Management
1.6   Elect Director Ray L. Hunt              For       For          Management
1.7   Elect Director Alberto Ibarguen         For       For          Management
1.8   Elect Director Indra K. Nooyi           For       For          Management
1.9   Elect Director Sharon Percy Rockefeller For       For          Management
1.10  Elect Director James J. Schiro          For       For          Management
1.11  Elect Director Lloyd G. Trotter         For       For          Management
1.12  Elect Director Daniel Vasella           For       For          Management
1.13  Elect Director Alberto Weisser          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


PIONEER NATURAL RESOURCES COMPANY

Ticker: PXD Security ID: 723787107 Meeting Date: MAY 23, 2013 Meeting Type: Annual Record Date: MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Timothy L. Dove          For       For          Management
1.2   Elect Director Charles E. Ramsey, Jr.   For       For          Management
1.3   Elect Director Frank A. Risch           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Management of Hydraulic       Against   For          Shareholder
      Fracturing Risks and Opportunities


PRUDENTIAL FINANCIAL, INC.

Ticker: PRU Security ID: 744320102 Meeting Date: MAY 14, 2013 Meeting Type: Annual

Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas J. Baltimore, Jr. For       For          Management
1.2   Elect Director Gordon M. Bethune        For       For          Management
1.3   Elect Director Gaston Caperton          For       For          Management
1.4   Elect Director Gilbert F. Casellas      For       For          Management
1.5   Elect Director James G. Cullen          For       For          Management
1.6   Elect Director William H. Gray, III     For       For          Management
1.7   Elect Director Mark B. Grier            For       For          Management
1.8   Elect Director Constance J. Horner      For       For          Management
1.9   Elect Director Martina Hund-Mejean      For       For          Management
1.10  Elect Director Karl J. Krapek           For       For          Management
1.11  Elect Director Christine A. Poon        For       For          Management
1.12  Elect Director John R. Strangfeld       For       For          Management
1.13  Elect Director James A. Unruh           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Provide Right to Act by Written Consent Against Against Shareholder


RANGE RESOURCES CORPORATION

Ticker: RRC Security ID: 75281A109 Meeting Date: MAY 22, 2013 Meeting Type: Annual Record Date: MAR 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Anthony V. Dub           For       For          Management
1b    Elect Director V. Richard Eales         For       For          Management
1c    Elect Director Allen Finkelson          For       For          Management
1d    Elect Director James M. Funk            For       For          Management
1e    Elect Director Jonathan S. Linker       For       For          Management
1f    Elect Director Mary Ralph Lowe          For       For          Management
1g    Elect Director  Kevin S. McCarthy       For       For          Management
1h    Elect Director John H. Pinkerton        For       For          Management
1i    Elect Director Jeffrey L. Ventura       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management

4 Report on Methane Emissions Against Against Shareholder


ROCKWELL COLLINS, INC.

Ticker:       COL            Security ID:  774341101
Meeting Date: FEB 07, 2013   Meeting Type: Annual
Record Date:  DEC 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John A. Edwardson        For       For          Management
1.2   Elect Director Andrew J. Policano       For       For          Management
1.3   Elect Director Jeffrey L. Turner        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
5     Declassify the Board of Directors       None      For          Shareholder


SCHLUMBERGER LIMITED

Ticker: SLB Security ID: 806857108 Meeting Date: APR 10, 2013 Meeting Type: Annual Record Date: FEB 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Peter L.S. Currie        For       For          Management
1b    Elect Director Tony Isaac               For       For          Management
1c    Elect Director K. Vaman Kamath          For       For          Management
1d    Elect Director Paal Kibsgaard           For       For          Management
1e    Elect Director Nikolay Kudryavtsev      For       For          Management
1f    Elect Director Adrian Lajous            For       For          Management
1g    Elect Director Michael E. Marks         For       For          Management
1h    Elect Director Lubna S. Olayan          For       For          Management
1i    Elect Director L. Rafael Reif           For       For          Management
1j    Elect Director Tore I. Sandvold         For       For          Management
1k    Elect Director Henri Seydoux            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Adopt and Approve Financials and        For       For          Management
      Dividends
4     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
5     Approve Omnibus Stock Plan              For       For          Management
6     Amend Employee Stock Purchase Plan      For       For          Management


SM ENERGY COMPANY

Ticker:       SM             Security ID:  78454L100
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Barbara M. Baumann       For       For          Management
1.2   Elect Director Anthony J. Best          For       For          Management
1.3   Elect Director Larry W. Bickle          For       For          Management
1.4   Elect Director Stephen R. Brand         For       For          Management
1.5   Elect Director William J. Gardiner      For       For          Management
1.6   Elect Director Loren M. Leiker          For       For          Management
1.7   Elect Director Julio M. Quintana        For       For          Management
1.8   Elect Director John M. Seidl            For       For          Management
1.9   Elect Director William D. Sullivan      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       Against      Management
5     Amend Executive Incentive Bonus Plan    For       For          Management


TEVA PHARMACEUTICAL INDUSTRIES LTD.

Ticker: TEVA Security ID: 881624209 Meeting Date: SEP 12, 2012 Meeting Type: Annual Record Date: AUG 13, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive and Discuss Consolidated        None      None         Management
      Balance Sheet as of Dec. 31, 2011 and
      Consolidated Income Statements for 2011
2     Distribute Cash Dividends for the Year  For       For          Management
      Ended Dec. 31, 2011, Paid In Four
      Installments in an Aggregate Amount of
      NIS 3.40 Per Ordinary Share
3.1   Reelect Phillip Frost as Director       For       For          Management
3.2   Reelect Roger Abravanel as Director     For       For          Management
3.3   Elect Galia Maor as Director            For       For          Management
3.4   Reelect Richard A. Lerner as Director   For       For          Management
3.5   Reelect Erez Vigodman as Director       For       For          Management
4     Approve Payment to Each of the Company  For       For          Management
      Directors, Other Than the Chairman and
      Vice Chairman, of an Annual Fee Plus a
      Per Meeting Fee
5     Approve Annual Fee and Reimbursement    For       For          Management
      of Expenses of Chairman
6     Approve Annual Fee and Reimbursement    For       For          Management
      of Expenses of Vice Chairman
7     Approve Certain Amendments to Articles  For       For          Management
      of Association
8     Approve Indemnification and Release     For       For          Management
      Agreements for Directors of the Company
9     Reappoint Kesselman & Kesselman as      For       For          Management
      Independent Registered Public
      Accounting Firm of the Company and
      Authorize Board To Determine Its
      Compensation


THE COCA-COLA COMPANY

Ticker: KO Security ID: 191216100 Meeting Date: JUL 10, 2012 Meeting Type: Special Record Date: MAY 21, 2012

# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Stock Split For For Management


THE COCA-COLA COMPANY

Ticker:       KO             Security ID:  191216100
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     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
1.3   Elect Director Howard G. Buffett        For       For          Management
1.4   Elect Director Richard M. Daley         For       For          Management
1.5   Elect Director Barry Diller             For       For          Management
1.6   Elect Director Helene D. Gayle          For       For          Management
1.7   Elect Director Evan G. Greenberg        For       For          Management
1.8   Elect Director Alexis M. Herman         For       For          Management
1.9   Elect Director Muhtar Kent              For       For          Management
1.10  Elect Director Robert A. Kotick         For       For          Management
1.11  Elect Director Maria Elena Lagomasino   For       For          Management
1.12  Elect Director Donald F. McHenry        For       For          Management
1.13  Elect Director Sam Nunn                 For       For          Management
1.14  Elect Director James D. Robinson, III   For       For          Management
1.15  Elect Director Peter V. Ueberroth       For       For          Management
1.16  Elect Director Jacob Wallenberg         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Provide Right to Call Special Meeting   For       For          Management
5     Establish Board Committee on Human      Against   Against      Shareholder
      Rights


THE HOME DEPOT, INC.

Ticker: HD Security ID: 437076102 Meeting Date: MAY 23, 2013 Meeting Type: Annual Record Date: MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director F. Duane Ackerman        For       For          Management
1b    Elect Director Francis S. Blake         For       For          Management
1c    Elect Director Ari Bousbib              For       For          Management
1d    Elect Director Gregory D. Brenneman     For       For          Management
1e    Elect Director J. Frank Brown           For       For          Management
1f    Elect Director Albert P. Carey          For       For          Management
1g    Elect Director Armando Codina           For       For          Management
1h    Elect Director Bonnie G. Hill           For       For          Management
1i    Elect Director Karen L. Katen           For       For          Management
1j    Elect Director Mark Vadon               For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Executive Incentive Bonus Plan  For       For          Management
5     Amend Omnibus Stock Plan                For       For          Management
6     Prepare Employment Diversity Report     Against   For          Shareholder
7     Adopt Stormwater Run-off Management     Against   Against      Shareholder
      Policy


THE PROCTER & GAMBLE COMPANY

Ticker:       PG             Security ID:  742718109
Meeting Date: OCT 09, 2012   Meeting Type: Annual
Record Date:  AUG 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Angela F. Braly          For       For          Management
1.2   Elect Director Kenneth I. Chenault      For       For          Management
1.3   Elect Director Scott D. Cook            For       For          Management
1.4   Elect Director Susan Desmond-Hellmann   For       For          Management
1.5   Elect Director Robert A. McDonald       For       For          Management
1.6   Elect Director W. James McNerney, Jr.   For       For          Management
1.7   Elect Director Johnathan A. Rodgers     For       For          Management
1.8   Elect Director Margaret C. Whitman      For       For          Management
1.9   Elect Director Mary Agnes Wilderotter   For       For          Management
1.10  Elect Director Patricia A. Woertz       For       For          Management
1.11  Elect Director Ernesto Zedillo          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Adopt Proxy Statement Reporting on      Against   Against      Shareholder
      Political Contributions and Advisory
      Vote
5     Report on Adopting Extended Producer    Against   Against      Shareholder
      Responsibility Policy

6 Reduce Supermajority Vote Requirement Against For Shareholder


THE WALT DISNEY COMPANY

Ticker: DIS Security ID: 254687106 Meeting Date: MAR 06, 2013 Meeting Type: Annual

Record Date:  JAN 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.a   Elect Director Susan E. Arnold          For       For          Management
1.b   Elect Director John S. Chen             For       For          Management
1.c   Elect Director Judith L. Estrin         For       For          Management
1.d   Elect Director Robert A. Iger           For       For          Management
1.e   Elect Director Fred H. Langhammer       For       For          Management
1.f   Elect Director Aylwin B. Lewis          For       For          Management
1.g   Elect Director Monica C. Lozano         For       For          Management
1.h   Elect Director Robert W. Matschullat    For       For          Management
1.i   Elect Director Sheryl K. Sandberg       For       For          Management
1.j   Elect Director Orin C. Smith            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Executive Incentive Bonus Plan    For       For          Management
4     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
5     Adopt Proxy Access Right                Against   For          Shareholder
6     Require Independent Board Chairman      Against   For          Shareholder


THE WILLIAMS COMPANIES, INC.

Ticker:       WMB            Security ID:  969457100
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alan S. Armstrong        For       For          Management
1.2   Elect Director Joseph R. Cleveland      For       For          Management
1.3   Elect Director Kathleen B. Cooper       For       For          Management
1.4   Elect Director John A. Hagg             For       For          Management
1.5   Elect Director Juanita H. Hinshaw       For       For          Management
1.6   Elect Director Ralph Izzo               For       For          Management
1.7   Elect Director Frank T. MacInnis        For       For          Management
1.8   Elect Director Steven W. Nance          For       For          Management
1.9   Elect Director Murray D. Smith          For       For          Management
1.10  Elect Director Janice D. Stoney         For       For          Management
1.11  Elect Director Laura A. Sugg            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


THERMO FISHER SCIENTIFIC INC.

Ticker: TMO Security ID: 883556102 Meeting Date: MAY 22, 2013 Meeting Type: Annual Record Date: APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director C. Martin Harris         For       For          Management
1b    Elect Director Judy C. Lewent           For       For          Management
1c    Elect Director Jim P. Manzi             For       For          Management
1d    Elect Director Lars R. Sorensen         For       For          Management
1e    Elect Director Elaine S. Ullian         For       For          Management
1f    Elect Director Marc N. Casper           For       For          Management
1g    Elect Director Nelson J. Chai           For       For          Management
1h    Elect Director Tyler Jacks              For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management

4 Approve Executive Incentive Bonus Plan For For Management
5 Ratify Auditors For For Management


TIME WARNER INC.

Ticker: TWX Security ID: 887317303 Meeting Date: MAY 23, 2013 Meeting Type: Annual

Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James L. Barksdale       For       For          Management
1.2   Elect Director William P. Barr          For       For          Management
1.3   Elect Director Jeffrey L. Bewkes        For       For          Management
1.4   Elect Director Stephen F. Bollenbach    For       For          Management
1.5   Elect Director Robert C. Clark          For       For          Management
1.6   Elect Director Mathias Dopfner          For       For          Management
1.7   Elect Director Jessica P. Einhorn       For       For          Management
1.8   Elect Director Fred Hassan              For       For          Management
1.9   Elect Director Kenneth J. Novack        For       For          Management
1.10  Elect Director Paul D. Wachter          For       For          Management
1.11  Elect Director Deborah C. Wright        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management


UNITED PARCEL SERVICE, INC.

Ticker: UPS Security ID: 911312106 Meeting Date: MAY 02, 2013 Meeting Type: Annual Record Date: MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director F. Duane Ackerman        For       For          Management
1b    Elect Director Michael J. Burns         For       For          Management
1c    Elect Director D. Scott Davis           For       For          Management
1d    Elect Director Stuart E. Eizenstat      For       For          Management
1e    Elect Director Michael L. Eskew         For       For          Management
1f    Elect Director William R. Johnson       For       For          Management
1g    Elect Director Candace Kendle           For       For          Management
1h    Elect Director Ann M. Livermore         For       For          Management
1i    Elect Director Rudy H. P. Markham       For       For          Management
1j    Elect Director Clark T. Randt, Jr.      For       For          Management
1k    Elect Director Carol B. Tome            For       For          Management
1l    Elect Director Kevin M. Warsh           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Report on Lobbying Payments and Policy  Against   Against      Shareholder
4     Approve Recapitalization Plan for all   Against   For          Shareholder
      Stock to Have One-vote per Share


VF CORPORATION

Ticker:       VFC            Security ID:  918204108
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard T. Carucci       For       For          Management
1.2   Elect Director Juliana L. Chugg         For       For          Management
1.3   Elect Director George Fellows           For       For          Management
1.4   Elect Director Clarence Otis, Jr.       For       For          Management
1.5   Elect Director Matthew J. Shattock      For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

3 Approve Executive Incentive Bonus Plan For For Management
4 Ratify Auditors For For Management


WAL-MART STORES, INC.

Ticker: WMT Security ID: 931142103 Meeting Date: JUN 07, 2013 Meeting Type: Annual Record Date: APR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Aida M. Alvarez          For       For          Management
1b    Elect Director James I. Cash, Jr.       For       For          Management
1c    Elect Director Roger C. Corbett         For       For          Management
1d    Elect Director Douglas N. Daft          For       For          Management
1e    Elect Director Michael T. Duke          For       Against      Management
1f    Elect Director Timothy P. Flynn         For       For          Management
1g    Elect Director Marissa A. Mayer         For       For          Management
1h    Elect Director Gregory B. Penner        For       For          Management
1i    Elect Director Steven S. Reinemund      For       For          Management
1j    Elect Director H. Lee Scott, Jr.        For       For          Management
1k    Elect Director Jim C. Walton            For       For          Management
1l    Elect Director S. Robson Walton         For       Against      Management
1m    Elect Director Christopher J. Williams  For       Against      Management
1n    Elect Director Linda S. Wolf            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Executive Incentive Bonus Plan    For       For          Management
5     Amend Bylaws -- Call Special Meetings   Against   For          Shareholder
6     Stock Retention/Holding Period          Against   For          Shareholder
7     Require Independent Board Chairman      Against   For          Shareholder
8     Disclosure of Recoupment Activity from  Against   For          Shareholder
      Senior Officers


WALGREEN CO.

Ticker: WAG Security ID: 931422109 Meeting Date: JAN 09, 2013 Meeting Type: Annual Record Date: NOV 12, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Janice M. Babiak         For       For          Management
1b    Elect Director David J. Brailer         For       For          Management
1c    Elect Director Steven A. Davis          For       For          Management
1d    Elect Director William C. Foote         For       For          Management
1e    Elect Director Mark P. Frissora         For       For          Management
1f    Elect Director Ginger L. Graham         For       For          Management
1g    Elect Director Alan G. McNally          For       For          Management
1h    Elect Director Dominic P. Murphy        For       For          Management
1i    Elect Director Stefano Pessina          For       For          Management
1j    Elect Director Nancy M. Schlichting     For       For          Management
1k    Elect Director Alejandro Silva          For       For          Management
1l    Elect Director James A. Skinner         For       For          Management
1m    Elect Director Gregory D. Wasson        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management

5 Pro-rata Vesting of Equity Awards Against For Shareholder


WASTE MANAGEMENT, INC.

Ticker: WM Security ID: 94106L109 Meeting Date: MAY 10, 2013 Meeting Type: Annual Record Date: MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Bradbury H. Anderson     For       For          Management
1b    Elect Director Frank M. Clark, Jr.      For       For          Management
1c    Elect Director Patrick W. Gross         For       For          Management
1d    Elect Director Victoria M. Holt         For       For          Management
1e    Elect Director John C. Pope             For       For          Management
1f    Elect Director W. Robert Reum           For       For          Management
1g    Elect Director David P. Steiner         For       For          Management
1h    Elect Director Thomas H. Weidemeyer     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Stock Retention                         Against   For          Shareholder
5     Report on Political Contributions       Against   For          Shareholder

6 Adopt Compensation Benchmarking Policy Against For Shareholder


WELLS FARGO & COMPANY

Ticker: WFC Security ID: 949746101 Meeting Date: APR 23, 2013 Meeting Type: Annual Record Date: FEB 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director John D. Baker, II        For       For          Management
1b    Elect Director Elaine L. Chao           For       For          Management
1c    Elect Director John S. Chen             For       For          Management
1d    Elect Director Lloyd H. Dean            For       For          Management
1e    Elect Director Susan E. Engel           For       For          Management
1f    Elect Director Enrique Hernandez, Jr.   For       For          Management
1g    Elect Director Donald M. James          For       For          Management
1h    Elect Director Cynthia H. Milligan      For       For          Management
1i    Elect Director Federico F. Pena         For       For          Management
1j    Elect Director Howard V. Richardson     For       For          Management
1k    Elect Director Judith M. Runstad        For       For          Management
1l    Elect Director Stephen W. Sanger        For       For          Management
1m    Elect Director John G. Stumpf           For       For          Management
1n    Elect Director Susan G. Swenson         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management
5     Require Independent Board Chairman      Against   Against      Shareholder
6     Report on Lobbying Payments and Policy  Against   Against      Shareholder
7     Review Fair Housing and Fair Lending    Against   For          Shareholder
      Compliance


YUM! BRANDS, INC.

Ticker: YUM Security ID: 988498101 Meeting Date: MAY 15, 2013 Meeting Type: Annual Record Date: MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Michael J. Cavanagh      For       For          Management
1b    Elect Director David W. Dorman          For       For          Management
1c    Elect Director Massimo Ferragamo        For       For          Management
1d    Elect Director Mirian M. Graddick-Weir  For       For          Management
1e    Elect Director J. David Grissom         For       For          Management
1f    Elect Director Bonnie G. Hill           For       For          Management
1g    Elect Director Jonathan S. Linen        For       For          Management
1h    Elect Director Thomas C. Nelson         For       For          Management
1i    Elect Director David C. Novak           For       For          Management
1j    Elect Director Thomas M. Ryan           For       For          Management
1k    Elect Director Jing-Shyh S. Su          For       For          Management
1l    Elect Director Robert D. Walter         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management

5 Adopt Comprehensive Packaging Against Against Shareholder Recycling Strategy


ZIONS BANCORPORATION

Ticker: ZION Security ID: 989701107 Meeting Date: MAY 24, 2013 Meeting Type: Annual Record Date: MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jerry C. Atkin           For       For          Management
1b    Elect Director R.D. Cash                For       For          Management
1c    Elect Director Patricia Frobes          For       For          Management
1d    Elect Director J. David Heaney          For       For          Management
1e    Elect Director Roger B. Porter          For       For          Management
1f    Elect Director Stephen D. Quinn         For       For          Management
1g    Elect Director Harris H. Simmons        For       For          Management
1h    Elect Director L.E. Simmons             For       For          Management
1i    Elect Director Shelley Thomas Williams  For       For          Management
1j    Elect Director Steven C. Wheelwright    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Require Independent Board Chairman Against For Shareholder

=============================== LKCM EQUITY FUND ===============================

ABBOTT LABORATORIES

Ticker: ABT Security ID: 002824100 Meeting Date: APR 26, 2013 Meeting Type: Annual

Record Date:  FEB 27, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert J. Alpern         For       For          Management
1.2   Elect Director Roxanne S. Austin        For       For          Management
1.3   Elect Director Sally E. Blount          For       For          Management
1.4   Elect Director W. James Farrell         For       For          Management
1.5   Elect Director Edward M. Liddy          For       For          Management
1.6   Elect Director Nancy McKinstry          For       For          Management
1.7   Elect Director Phebe N. Novakovic       For       For          Management
1.8   Elect Director William A. Osborn        For       For          Management
1.9   Elect Director Samuel C. Scott, III     For       For          Management
1.10  Elect Director Glenn F. Tilton          For       For          Management
1.11  Elect Director Miles D. White           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Label and Eliminate GMO Ingredients in  Against   Against      Shareholder
      Products
5     Report on Lobbying Payments and Policy  Against   For          Shareholder
6     Require Independent Board Chairman      Against   Against      Shareholder
7     Stock Retention/Holding Period          Against   For          Shareholder
8     Cease Compliance Adjustments to         Against   For          Shareholder
      Performance Criteria
9     Pro-rata Vesting of Equity Awards       Against   For          Shareholder


ABBVIE INC.

Ticker: ABBV Security ID: 00287Y109 Meeting Date: MAY 06, 2013 Meeting Type: Annual

Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William H.L. Burnside    For       For          Management
1.2   Elect Director Edward J. Rapp           For       For          Management
1.3   Elect Director Roy S. Roberts           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Approve Omnibus Stock Plan For For Management


ADOBE SYSTEMS INCORPORATED

Ticker: ADBE Security ID: 00724F101 Meeting Date: APR 11, 2013 Meeting Type: Annual Record Date: FEB 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Amy L. Banse             For       For          Management
1b    Elect Director Kelly J. Barlow          For       For          Management
1c    Elect Director Edward W. Barnholt       For       For          Management
1d    Elect Director Robert K. Burgess        For       For          Management
1e    Elect Director Frank A. Calderoni       For       For          Management
1f    Elect Director Michael R. Cannon        For       For          Management
1g    Elect Director James E. Daley           For       For          Management
1h    Elect Director Laura B. Desmond         For       For          Management
1i    Elect Director Charles M. Geschke       For       For          Management
1j    Elect Director Shantanu Narayen         For       For          Management
1k    Elect Director Daniel L. Rosensweig     For       For          Management
1l    Elect Director Robert Sedgewick         For       For          Management
1m    Elect Director John E. Warnock          For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


AIRGAS, INC.

Ticker:       ARG            Security ID:  009363102
Meeting Date: AUG 14, 2012   Meeting Type: Annual
Record Date:  JUN 18, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James W. Hovey           For       For          Management
1.2   Elect Director Michael L. Molinini      For       For          Management
1.3   Elect Director Paula A. Sneed           For       For          Management
1.4   Elect Director David M. Stout           For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

5 Declassify the Board of Directors Against For Shareholder


AKAMAI TECHNOLOGIES, INC.

Ticker:       AKAM           Security ID:  00971T101
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Pamela J. Craig          For       For          Management
1.2   Elect Director F. Thomson Leighton      For       For          Management
1.3   Elect Director Paul Sagan               For       For          Management
1.4   Elect Director Naomi O. Seligman        For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3a    Declassify the Board of Directors       For       For          Management
3b    Amend Certificate of Incorporation to   For       For          Management
      Provide Directors May be Removed With
      or Without Cause
3c    Reduce Supermajority Vote Requirement   For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Ratify Auditors                         For       For          Management


ALLERGAN, INC.

Ticker: AGN Security ID: 018490102 Meeting Date: APR 30, 2013 Meeting Type: Annual Record Date: MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director David E.I. Pyott         For       For          Management
1b    Elect Director Michael R. Gallagher     For       For          Management
1c    Elect Director Deborah Dunsire          For       For          Management
1d    Elect Director Dawn Hudson              For       For          Management
1e    Elect Director Trevor M. Jones          For       For          Management
1f    Elect Director Louis J. Lavigne, Jr.    For       For          Management
1g    Elect Director Peter J. McDonnell       For       For          Management
1h    Elect Director Timothy D. Proctor       For       For          Management
1i    Elect Director Russell T. Ray           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Provide Right to Call Special Meeting   For       For          Management
5.1   Provide Right to Act by Written Consent Against   For          Shareholder
5.2   Report on Lobbying Payments and Policy  Against   For          Shareholder


AMAZON.COM, INC.

Ticker: AMZN Security ID: 023135106 Meeting Date: MAY 23, 2013 Meeting Type: Annual Record Date: APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jeffrey P. Bezos         For       For          Management
1b    Elect Director Tom A. Alberg            For       For          Management
1c    Elect Director John Seely Brown         For       For          Management
1d    Elect Director William B. Gordon        For       For          Management
1e    Elect Director Jamie S. Gorelick        For       For          Management
1f    Elect Director Alain Monie              For       For          Management

1g Elect Director Jonathan J. Rubinstein For For Management 1h Elect Director Thomas O. Ryder For For Management 1i Elect Director Patricia Q. Stonesifer For For Management
2 Ratify Auditors For For Management
3 Report on Political Contributions Against For Shareholder


AMGEN INC.

Ticker: AMGN Security ID: 031162100 Meeting Date: MAY 22, 2013 Meeting Type: Annual

Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David Baltimore          For       For          Management
1.2   Elect Director Frank J. Biondi, Jr.     For       For          Management
1.3   Elect Director Robert A. Bradway        For       For          Management
1.4   Elect Director Francois de Carbonnel    For       For          Management
1.5   Elect Director Vance D. Coffman         For       For          Management
1.6   Elect Director Robert A. Eckert         For       For          Management
1.7   Elect Director Rebecca M. Henderson     For       For          Management
1.8   Elect Director Frank C. Herringer       For       For          Management
1.9   Elect Director Tyler Jacks              For       For          Management
1.10  Elect Director Gilbert S. Omenn         For       For          Management
1.11  Elect Director Judith C. Pelham         For       For          Management
1.12  Elect Director Leonard D. Schaeffer     For       For          Management
1.13  Elect Director Ronald D. Sugar          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management


APPLE INC.

Ticker:       AAPL           Security ID:  037833100
Meeting Date: FEB 27, 2013   Meeting Type: Annual
Record Date:  JAN 02, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William Campbell         For       For          Management
1.2   Elect Director Timothy Cook             For       For          Management
1.3   Elect Director Millard Drexler          For       For          Management
1.4   Elect Director Al Gore                  For       For          Management
1.5   Elect Director Robert Iger              For       For          Management
1.6   Elect Director Andrea Jung              For       For          Management
1.7   Elect Director Arthur Levinson          For       For          Management
1.8   Elect Director Ronald Sugar             For       For          Management
2     Amend Articles of Incorporation         For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
5     Stock Retention/Holding Period          Against   For          Shareholder
6     Establish Board Committee on Human      Against   Against      Shareholder
      Rights


AT&T INC.

Ticker: T Security ID: 00206R102 Meeting Date: APR 26, 2013 Meeting Type: Annual

Record Date:  FEB 27, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Randall L. Stephenson    For       For          Management
1.2   Elect Director Gilbert F. Amelio        For       For          Management
1.3   Elect Director Reuben V. Anderson       For       For          Management
1.4   Elect Director James H. Blanchard       For       For          Management
1.5   Elect Director Jaime Chico Pardo        For       For          Management
1.6   Elect Director Scott T. Ford            For       For          Management
1.7   Elect Director James P. Kelly           For       For          Management
1.8   Elect Director Jon C. Madonna           For       For          Management
1.9   Elect Director Michael B. McCallister   For       For          Management
1.10  Elect Director John B. McCoy            For       For          Management
1.11  Elect Director Joyce M. Roche           For       For          Management
1.12  Elect Director Matthew K. Rose          For       For          Management
1.13  Elect Director  Laura D'Andrea Tyson    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Stock Purchase and Deferral Plan  For       For          Management
5     Report on Political Contributions       Against   For          Shareholder
6     Report on Reducing Lead Battery Health  Against   For          Shareholder
      Hazards
7     Submit Severance Agreement              Against   For          Shareholder
      (Change-in-Control) to Shareholder Vote
8     Require Independent Board Chairman      Against   Against      Shareholder


BALL CORPORATION

Ticker:       BLL            Security ID:  058498106
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Hanno C. Fiedler         For       Withhold     Management
1.2   Elect Director John F. Lehman           For       Withhold     Management
1.3   Elect Director Georgia R. Nelson        For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


BANK OF AMERICA CORPORATION

Ticker: BAC Security ID: 060505104 Meeting Date: MAY 08, 2013 Meeting Type: Annual

Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sharon L. Allen          For       For          Management
1.2   Elect Director Susan S. Bies            For       For          Management
1.3   Elect Director Jack O. Bovender, Jr.    For       For          Management
1.4   Elect Director Frank P. Bramble, Sr.    For       For          Management
1.5   Elect Director Arnold W. Donald         For       For          Management
1.6   Elect Director Charles K. Gifford       For       For          Management
1.7   Elect Director Charles O. Holliday, Jr. For       For          Management
1.8   Elect Director Linda P. Hudson          For       For          Management
1.9   Elect Director Monica C. Lozano         For       For          Management
1.10  Elect Director Thomas J. May            For       For          Management
1.11  Elect Director Brian T. Moynihan        For       For          Management
1.12  Elect Director Lionel L. Nowell, III    For       For          Management
1.13  Elect Director R. David Yost            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Political Contributions       Against   For          Shareholder
5     Adopt Proxy Access Right                Against   Against      Shareholder
6     Amend Bylaw to Limit Multiple Board     Against   Against      Shareholder
      Service
7     Report on Feasibility of Prohibiting    Against   Against      Shareholder
      Political Contributions
8     Review Fair Housing and Fair Lending    Against   For          Shareholder
      Compliance


CABOT OIL & GAS CORPORATION

Ticker: COG Security ID: 127097103 Meeting Date: MAY 02, 2013 Meeting Type: Annual Record Date: MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Robert L. Keiser         For       For          Management
1b    Elect Director W. Matt Ralls            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Pro-rata Vesting of Equity Plans Against Against Shareholder


CELGENE CORPORATION

Ticker:       CELG           Security ID:  151020104
Meeting Date: JUN 12, 2013   Meeting Type: Annual
Record Date:  APR 17, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert J. Hugin          For       For          Management
1.2   Elect Director Richard Barker           For       For          Management
1.3   Elect Director Michael D. Casey         For       For          Management
1.4   Elect Director Carrie S. Cox            For       For          Management
1.5   Elect Director Rodman L. Drake          For       For          Management
1.6   Elect Director Michael A. Friedman      For       For          Management
1.7   Elect Director Gilla Kaplan             For       For          Management
1.8   Elect Director James J. Loughlin        For       For          Management
1.9   Elect Director Ernest Mario             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

5 Stock Retention/Holding Period Against For Shareholder


CHEVRON CORPORATION

Ticker: CVX Security ID: 166764100 Meeting Date: MAY 29, 2013 Meeting Type: Annual Record Date: APR 03, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Linnet F. Deily          For       For          Management
1b    Elect Director Robert E. Denham         For       For          Management
1c    Elect Director Alice P. Gast            For       For          Management
1d    Elect Director Enrique Hernandez, Jr.   For       For          Management
1e    Elect Director George L. Kirkland       For       For          Management
1f    Elect Director Charles W. Moorman, IV   For       For          Management
1g    Elect Director Kevin W. Sharer          For       For          Management
1h    Elect Director John G. Stumpf           For       For          Management
1i    Elect Director Ronald D. Sugar          For       For          Management
1j    Elect Director Carl Ware                For       For          Management
1k    Elect Director John S. Watson           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Report on Management of Hydraulic       Against   For          Shareholder
      Fracturing Risks and Opportunities
6     Report on Offshore Oil Wells and Spill  Against   Against      Shareholder
      Mitigation Measures
7     Report on Financial Risks of Climate    Against   Against      Shareholder
      Change
8     Report on Lobbying Payments and Policy  Against   For          Shareholder
9     Prohibit Political Contributions        Against   Against      Shareholder
10    Provide for Cumulative Voting           Against   For          Shareholder
11    Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
12    Require Director Nominee with           Against   For          Shareholder
      Environmental Expertise
13    Adopt Guidelines for Country Selection  Against   For          Shareholder


COLGATE-PALMOLIVE COMPANY

Ticker: CL Security ID: 194162103 Meeting Date: MAY 10, 2013 Meeting Type: Annual Record Date: MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Nikesh Arora             For       For          Management
1b    Elect Director John T. Cahill           For       For          Management
1c    Elect Director Ian Cook                 For       For          Management
1d    Elect Director Helene D. Gayle          For       For          Management
1e    Elect Director Ellen M. Hancock         For       For          Management
1f    Elect Director Joseph Jimenez           For       For          Management
1g    Elect Director Richard J. Kogan         For       For          Management
1h    Elect Director Delano E. Lewis          For       For          Management
1i    Elect Director J. Pedro Reinhard        For       For          Management
1j    Elect Director Stephen I. Sadove        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management

5 Adopt Share Retention Policy For Against For Shareholder Senior Executives


COMERICA INCORPORATED

Ticker: CMA Security ID: 200340107 Meeting Date: APR 23, 2013 Meeting Type: Annual

Record Date:  FEB 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ralph W. Babb, Jr.       For       For          Management
1.2   Elect Director Roger A. Cregg           For       For          Management
1.3   Elect Director T. Kevin DeNicola        For       For          Management
1.4   Elect Director Jacqueline P. Kane       For       For          Management
1.5   Elect Director Richard G. Lindner       For       For          Management
1.6   Elect Director Alfred A. Piergallini    For       For          Management
1.7   Elect Director Robert S. Taubman        For       For          Management
1.8   Elect Director Reginald M. Turner, Jr.  For       For          Management
1.9   Elect Director Nina G. Vaca             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation


CONOCOPHILLIPS

Ticker: COP Security ID: 20825C104 Meeting Date: MAY 14, 2013 Meeting Type: Annual Record Date: MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Richard L. Armitage      For       For          Management
1b    Elect Director Richard H. Auchinleck    For       For          Management
1c    Elect Director James E. Copeland, Jr.   For       For          Management
1d    Elect Director Jody L. Freeman          For       For          Management
1e    Elect Director Gay Huey Evans           For       For          Management
1f    Elect Director Ryan M. Lance            For       For          Management
1g    Elect Director Mohd H. Marican          For       For          Management
1h    Elect Director Robert A. Niblock        For       For          Management
1i    Elect Director Harald J. Norvik         For       For          Management
1j    Elect Director William E. Wade, Jr.     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   For          Shareholder
5     Adopt Quantitative GHG Goals for        Against   For          Shareholder
      Products and Operations
6     Amend EEO Policy to Prohibit            Against   For          Shareholder
      Discrimination based on Gender Identity


COVIDIEN PLC

Ticker: COV Security ID: G2554F113 Meeting Date: MAR 20, 2013 Meeting Type: Annual Record Date: JAN 10, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jose E. Almeida          For       For          Management
1b    Elect Director Joy A. Amundson          For       For          Management
1c    Elect Director Craig Arnold             For       For          Management
1d    Elect Director Robert H. Brust          For       For          Management
1e    Elect Director John M. Connors, Jr.     For       For          Management
1f    Elect Director Christopher J. Coughlin  For       For          Management
1g    Elect Director Randall J. Hogan, III    For       For          Management
1h    Elect Director Martin D. Madaus         For       For          Management
1i    Elect Director Dennis H. Reilley        For       For          Management
1j    Elect Director Joseph A. Zaccagnino     For       For          Management
2     Approve Auditors and Authorize Board    For       For          Management
      to Fix Their  Remuneration
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Authorize Open-Market Purchases of      For       For          Management
      Ordinary Shares
6     Authorize the Price Range at which the  For       For          Management
      Company can Reissue Shares that it
      holds as Treasury Shares
7     Amend Articles of Association to        For       For          Management
      expand the authority to execute
      instruments of transfer
8     Approve Creation of Distributable       For       For          Management
      Reserves


CULLEN/FROST BANKERS, INC.

Ticker: CFR Security ID: 229899109 Meeting Date: APR 25, 2013 Meeting Type: Annual

Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director R. Denny Alexander       For       For          Management
1.2   Elect Director Carlos Alvarez           For       For          Management
1.3   Elect Director Royce S. Caldwell        For       For          Management
1.4   Elect Director Crawford H. Edwards      For       For          Management
1.5   Elect Director Ruben M. Escobedo        For       For          Management
1.6   Elect Director Richard W. Evans, Jr.    For       For          Management
1.7   Elect Director Patrick B. Frost         For       For          Management
1.8   Elect Director David J. Haemisegger     For       For          Management
1.9   Elect Director Karen E. Jennings        For       For          Management
1.10  Elect Director Richard M. Kleberg, III  For       For          Management
1.11  Elect Director Charles W. Matthews      For       For          Management
1.12  Elect Director Ida Clement Steen        For       For          Management
1.13  Elect Director Horace Wilkins, Jr.      For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


DANAHER CORPORATION

Ticker:       DHR            Security ID:  235851102
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Donald J. Ehrlich        For       For          Management
1.2   Elect Director Linda Hefner Filler      For       For          Management
1.3   Elect Director Teri List-Stoll          For       For          Management
1.4   Elect Director Walter G. Lohr, Jr.      For       For          Management
1.5   Elect Director Steven M. Rales          For       For          Management
1.6   Elect Director John T. Schwieters       For       For          Management
1.7   Elect Director Alan G. Spoon            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Stock Retention/Holding Period          Against   For          Shareholder
6     Report on Political Contributions       Against   For          Shareholder


DENTSPLY INTERNATIONAL INC.

Ticker: XRAY Security ID: 249030107 Meeting Date: MAY 22, 2013 Meeting Type: Annual Record Date: MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Paula H. Cholmondeley    For       For          Management
1b    Elect Director Michael J. Coleman       For       For          Management
1c    Elect Director John C. Miles, II        For       For          Management
1d    Elect Director John L. Miclot           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management

5 Report on Political Contributions Against For Shareholder


E. I. DU PONT DE NEMOURS AND COMPANY

Ticker: DD Security ID: 263534109 Meeting Date: APR 24, 2013 Meeting Type: Annual Record Date: FEB 27, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Lamberto Andreotti       For       For          Management
1b    Elect Director Richard H. Brown         For       For          Management
1c    Elect Director Robert A. Brown          For       For          Management
1d    Elect Director Bertrand P. Collomb      For       For          Management
1e    Elect Director Curtis J. Crawford       For       For          Management
1f    Elect Director Alexander M. Cutler      For       For          Management
1g    Elect Director Eleuthere I. Du Pont     For       For          Management
1h    Elect Director Marillyn A. Hewson       For       For          Management
1i    Elect Director Lois D. Juliber          For       For          Management
1j    Elect Director Ellen J. Kullman         For       For          Management
1k    Elect Director Lee M. Thomas            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Require Independent Board Chairman      Against   For          Shareholder
5     Report on Lobbying Payments and Policy  Against   For          Shareholder
6     Report on Genetically Engineered Seed   Against   Against      Shareholder
7     Report on Pay Disparity                 Against   Against      Shareholder


ELI LILLY AND COMPANY

Ticker: LLY Security ID: 532457108 Meeting Date: MAY 06, 2013 Meeting Type: Annual Record Date: MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Ralph Alvarez            For       For          Management
2     Elect Director Winfried Bischoff        For       For          Management
3     Elect Director R. David Hoover          For       For          Management
4     Elect Director Franklyn G. Prendergast  For       For          Management
5     Elect Director Kathi P. Seifert         For       For          Management
6     Ratify Auditors                         For       For          Management
7     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
8     Amend Omnibus Stock Plan                For       For          Management


EMC CORPORATION

Ticker: EMC Security ID: 268648102 Meeting Date: MAY 01, 2013 Meeting Type: Annual Record Date: MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Michael W. Brown         For       For          Management
1b    Elect Director Randolph L. Cowen        For       For          Management
1c    Elect Director Gail Deegan              For       For          Management
1d    Elect Director James S. DiStasio        For       For          Management
1e    Elect Director John R. Egan             For       For          Management
1f    Elect Director Edmund F. Kelly          For       For          Management
1g    Elect Director Judith A. Miscik         For       For          Management
1h    Elect Director Windle B. Priem          For       For          Management
1i    Elect Director Paul Sagan               For       For          Management
1j    Elect Director David N. Strohm          For       For          Management
1k    Elect Director Joseph M. Tucci          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
6     Provide Right to Act by Written Consent For       For          Management
7     Require Consistency with Corporate      Against   Against      Shareholder
      Values and Report on Political
      Contributions


EMERSON ELECTRIC CO.

Ticker:       EMR            Security ID:  291011104
Meeting Date: FEB 05, 2013   Meeting Type: Annual
Record Date:  NOV 27, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. A. H. Boersig         For       For          Management
1.2   Elect Director J. B. Bolten             For       For          Management
1.3   Elect Director M. S. Levatich           For       For          Management
1.4   Elect Director R. L. Stephenson         For       For          Management
1.5   Elect Director A.A. Busch, III          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Declassify the Board of Directors       For       For          Management

5 Report on Sustainability Against For Shareholder


EOG RESOURCES, INC.

Ticker: EOG Security ID: 26875P101 Meeting Date: MAY 02, 2013 Meeting Type: Annual Record Date: MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Charles R. Crisp         For       For          Management
1b    Elect Director  James C. Day            For       For          Management
1c    Elect Director Mark G. Papa             For       For          Management
1d    Elect Director H. Leighton Steward      For       For          Management
1e    Elect Director Donald F. Textor         For       For          Management
1f    Elect Director William R. Thomas        For       For          Management
1g    Elect Director Frank G. Wisner          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


EXXON MOBIL CORPORATION

Ticker:       XOM            Security ID:  30231G102
Meeting Date: MAY 29, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director M.J. Boskin              For       For          Management
1.2   Elect Director P. Brabeck-Letmathe      For       For          Management
1.3   Elect Director U.M. Burns               For       For          Management
1.4   Elect Director L.R. Faulkner            For       For          Management
1.5   Elect Director J.S. Fishman             For       For          Management
1.6   Elect Director H.H. Fore                For       For          Management
1.7   Elect Director K.C. Frazier             For       For          Management
1.8   Elect Director W.W. George              For       For          Management
1.9   Elect Director S.J. Palmisano           For       For          Management
1.10  Elect Director S.S. Reinemund           For       For          Management
1.11  Elect Director R.W. Tillerson           For       For          Management
1.12  Elect Director W.C. Weldon              For       For          Management
1.13  Elect Director E.E. Whitacre, Jr.       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Require Independent Board Chairman      Against   For          Shareholder
5     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors
6     Limit Directors to a Maximum of Three   Against   Against      Shareholder
      Board Memberships in Companies with
      Sales over $500 Million Annually
7     Report on Lobbying Payments and Policy  Against   For          Shareholder
8     Study Feasibility of Prohibiting        Against   Against      Shareholder
      Political Contributions
9     Adopt Sexual Orientation Anti-bias      Against   Against      Shareholder
      Policy
10    Report on Management of Hydraulic       Against   For          Shareholder
      Fracturing Risks and Opportunities
11    Adopt Quantitative GHG Goals for        Against   For          Shareholder
      Products and Operations


FMC CORPORATION

Ticker:       FMC            Security ID:  302491303
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  FEB 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Pierre Brondeau          For       For          Management
1.2   Elect Director Dirk A. Kempthorne       For       For          Management
1.3   Elect Director Robert C. Pallash        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management


FRANKLIN ELECTRIC CO., INC.

Ticker:       FELE           Security ID:  353514102
Meeting Date: MAY 03, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director R. Scott Trumbull        For       For          Management
1.2   Elect Director Thomas L. Young          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


GENTEX CORPORATION

Ticker: GNTX Security ID: 371901109 Meeting Date: MAY 16, 2013 Meeting Type: Annual

Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Pete Hoekstra            For       For          Management
1.2   Elect Director John Mulder              For       For          Management
1.3   Elect Director Frederick Sotok          For       For          Management
2     Report on Sustainability                Against   For          Shareholder
3     Require Independent Board Chairman      Against   For          Shareholder
4     Ratify Auditors                         For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
6     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan


GLACIER BANCORP, INC.

Ticker:       GBCI           Security ID:  37637Q105
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael J. Blodnick      For       For          Management
1.2   Elect Director Sherry L. Cladouhos      For       For          Management
1.3   Elect Director James M. English         For       For          Management
1.4   Elect Director Allen J. Fetscher        For       For          Management
1.5   Elect Director Annie M. Goodwin         For       For          Management
1.6   Elect Director Dallas I. Herron         For       For          Management
1.7   Elect Director Craig A. Langel          For       For          Management
1.8   Elect Director L. Peter Larson          For       For          Management
1.9   Elect Director Douglas J. McBride       For       For          Management
1.10  Elect Director John W. Murdoch          For       For          Management
1.11  Elect Director Everit A. Sliter         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


GOOGLE INC.

Ticker:       GOOG           Security ID:  38259P508
Meeting Date: JUN 06, 2013   Meeting Type: Annual
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Larry Page               For       For          Management
1.2   Elect Director Sergey Brin              For       For          Management
1.3   Elect Director Eric E. Schmidt          For       For          Management
1.4   Elect Director L. John Doerr            For       For          Management
1.5   Elect Director Diane B. Greene          For       For          Management
1.6   Elect Director John L. Hennessy         For       For          Management
1.7   Elect Director Ann Mather               For       For          Management
1.8   Elect Director Paul S. Otellini         For       For          Management
1.9   Elect Director K. Ram Shriram           For       For          Management
1.10  Elect Director Shirley M. Tilghman      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Report on Reducing Lead Battery Health  Against   For          Shareholder
      Hazards
4     Approve Recapitalization Plan for all   Against   For          Shareholder
      Stock to Have One-vote per Share
5     Stock Retention/Holding Period          Against   For          Shareholder
6     Adopt Policy on Succession Planning     Against   For          Shareholder


HANCOCK HOLDING COMPANY

Ticker:       HBHC           Security ID:  410120109
Meeting Date: APR 12, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James B. Estabrook, Jr.  For       For          Management
1.2   Elect Director Hardy B. Fowler          For       For          Management
1.3   Elect Director Randall W. Hanna         For       For          Management
1.4   Elect Director Eric J. Nickelsen        For       For          Management
1.5   Elect Director Robert W. Roseberry      For       For          Management
1.6   Elect Director Anthony J. Topazi        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


HONEYWELL INTERNATIONAL INC.

Ticker: HON Security ID: 438516106 Meeting Date: APR 22, 2013 Meeting Type: Annual Record Date: FEB 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A    Elect Director Gordon M. Bethune        For       For          Management
1B    Elect Director Kevin Burke              For       For          Management
1C    Elect Director Jaime Chico Pardo        For       For          Management
1D    Elect Director David M. Cote            For       For          Management
1E    Elect Director D. Scott Davis           For       For          Management
1F    Elect Director Linnet F. Deily          For       For          Management
1G    Elect Director Judd Gregg               For       For          Management
1H    Elect Director Clive Hollick            For       For          Management
1I    Elect Director Grace D. Lieblein        For       For          Management
1J    Elect Director George Paz               For       For          Management
1K    Elect Director Bradley T. Sheares       For       For          Management
1L    Elect Director Robin L. Washington      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Require Independent Board Chairman Against For Shareholder
5 Provide Right to Act by Written Consent Against For Shareholder
6 Pro-rata Vesting of Equity Awards Against For Shareholder


INTERNATIONAL BUSINESS MACHINES CORPORATION

Ticker:       IBM            Security ID:  459200101
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alain J.P. Belda         For       For          Management
1.2   Elect Director William R. Brody         For       For          Management
1.3   Elect Director Kenneth I. Chenault      For       For          Management
1.4   Elect Director Michael L. Eskew         For       For          Management
1.5   Elect Director David N. Farr            For       For          Management
1.6   Elect Director Shirley Ann Jackson      For       For          Management
1.7   Elect Director Andrew N. Liveris        For       For          Management
1.8   Elect Director W. James McNerney, Jr.   For       For          Management
1.9   Elect Director James W. Owens           For       For          Management
1.10  Elect Director Virginia M. Rometty      For       For          Management
1.11  Elect Director Joan E. Spero            For       For          Management
1.12  Elect Director Sidney Taurel            For       For          Management
1.13  Elect Director Lorenzo H. Zambrano      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   For          Shareholder
5     Provide Right to Act by Written Consent Against   For          Shareholder

6 Require Independent Board Chairman Against For Shareholder
7 Stock Retention/Holding Period Against For Shareholder


JARDEN CORPORATION

Ticker:       JAH            Security ID:  471109108
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ian G. H. Ashken         For       For          Management
1.2   Elect Director William P. Lauder        For       For          Management
1.3   Elect Director Robert L. Wood           For       For          Management
2     Approve Omnibus Stock Plan              For       Against      Management
3     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
4     Ratify Auditors                         For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

6 Declassify the Board of Directors Against For Shareholder


JOHNSON & JOHNSON

Ticker: JNJ Security ID: 478160104 Meeting Date: APR 25, 2013 Meeting Type: Annual

Record Date:  FEB 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mary Sue Coleman         For       For          Management
1.2   Elect Director James G. Cullen          For       For          Management
1.3   Elect Director Ian E.L. Davis           For       For          Management
1.4   Elect Director Alex Gorsky              For       For          Management
1.5   Elect Director Michael M.E. Johns       For       For          Management
1.6   Elect Director Susan L. Lindquist       For       For          Management
1.7   Elect Director Anne M. Mulcahy          For       For          Management
1.8   Elect Director Leo F. Mullin            For       For          Management
1.9   Elect Director William D. Perez         For       For          Management
1.10  Elect Director Charles Prince           For       For          Management
1.11  Elect Director A. Eugene Washington     For       For          Management
1.12  Elect Director Ronald A. Williams       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Stock Retention/Holding Period          Against   For          Shareholder
5     Screen Political Contributions for      Against   Against      Shareholder
      Consistency with Corporate Values
6     Require Independent Board Chairman      Against   Against      Shareholder


JPMORGAN CHASE & CO.

Ticker: JPM Security ID: 46625H100 Meeting Date: MAY 21, 2013 Meeting Type: Annual Record Date: MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director James A. Bell            For       For          Management
1b    Elect Director Crandall C.Bowles        For       For          Management
1c    Elect Director Stephen B. Burke         For       For          Management
1d    Elect Director David M. Cote            For       Against      Management
1e    Elect Director James S. Crown           For       Against      Management
1f    Elect Director James Dimon              For       For          Management
1g    Elect Director Timothy P. Flynn         For       For          Management
1h    Elect Director Ellen V. Futter          For       Against      Management
1i    Elect Director Laban P. Jackson, Jr.    For       For          Management
1j    Elect Director Lee R. Raymond           For       For          Management
1k    Elect Director William C. Weldon        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Provide Right to Act by Written Consent For       For          Management
5     Amend Executive Incentive Bonus Plan    For       For          Management
6     Require Independent Board Chairman      Against   For          Shareholder
7     Stock Retention/Holding Period          Against   Against      Shareholder
8     Institute Procedures to Prevent         Against   Against      Shareholder
      Investments in Companies that
      Contribute to Genocide or Crimes
      Against Humanity

9 Report on Lobbying Payments and Policy Against Against Shareholder


KANSAS CITY SOUTHERN

Ticker: KSU Security ID: 485170302 Meeting Date: MAY 02, 2013 Meeting Type: Annual

Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Terrence P. Dunn         For       For          Management
1.2   Elect Director Antonio O. Garza, Jr.    For       For          Management
1.3   Elect Director David L. Starling        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

5 Declassify the Board of Directors Against For Shareholder


KIMBERLY-CLARK CORPORATION

Ticker:       KMB            Security ID:  494368103
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John R. Alm              For       For          Management
1.2   Elect Director John F. Bergstrom        For       For          Management
1.3   Elect Director Abelardo E. Bru          For       For          Management
1.4   Elect Director Robert W. Decherd        For       For          Management
1.5   Elect Director Thomas J. Falk           For       For          Management
1.6   Elect Director Fabian T. Garcia         For       For          Management
1.7   Elect Director Mae C. Jemison           For       For          Management
1.8   Elect Director James M. Jenness         For       For          Management
1.9   Elect Director Nancy J. Karch           For       For          Management
1.10  Elect Director Ian C. Read              For       For          Management
1.11  Elect Director Linda Johnson Rice       For       For          Management
1.12  Elect Director Marc J. Shapiro          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


KIRBY CORPORATION

Ticker: KEX Security ID: 497266106 Meeting Date: APR 23, 2013 Meeting Type: Annual Record Date: MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. Sean Day              For       For          Management
1.2   Elect Director William M. Lamont, Jr.   For       For          Management
1.3   Elect Director William M. Waterman      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


LIBERTY MEDIA CORPORATION

Ticker:       LMCA           Security ID:  531229102
Meeting Date: JUN 04, 2013   Meeting Type: Annual
Record Date:  APR 10, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John C. Malone           For       For          Management
1.2   Elect Director Robert R. Bennett        For       For          Management
1.3   Elect Director M. Ian G. Gilchrist      For       Withhold     Management

2 Approve Omnibus Stock Plan For Against Management
3 Approve Non-Employee Director Omnibus For Against Management Stock Plan
4 Ratify Auditors For For Management


MARTIN MARIETTA MATERIALS, INC.

Ticker:       MLM            Security ID:  573284106
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. Howard Nye            For       For          Management
1.2   Elect Director Laree E. Perez           For       For          Management
1.3   Elect Director Dennis L. Rediker        For       For          Management
2     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


MERCK & CO., INC.

Ticker: MRK Security ID: 58933Y105 Meeting Date: MAY 28, 2013 Meeting Type: Annual Record Date: APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Leslie A. Brun           For       For          Management
1b    Elect Director Thomas R. Cech           For       For          Management
1c    Elect Director Kenneth C. Frazier       For       For          Management
1d    Elect Director Thomas H. Glocer         For       For          Management
1e    Elect Director William B. Harrison Jr.  For       For          Management
1f    Elect Director  C. Robert Kidder        For       For          Management
1g    Elect Director Rochelle B. Lazarus      For       For          Management
1h    Elect Director Carlos E. Represas       For       For          Management
1i    Elect Director Patricia F. Russo        For       For          Management
1j    Elect Director Craig B. Thompson        For       For          Management
1k    Elect Director Wendell P. Weeks         For       For          Management
1l    Elect Director Peter C. Wendell         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Provide Right to Act by Written Consent Against   For          Shareholder
5     Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
6     Report on Charitable and Political      Against   Against      Shareholder
      Contributions
7     Report on Lobbying Activities           Against   Against      Shareholder


MICROSOFT CORPORATION

Ticker: MSFT Security ID: 594918104 Meeting Date: NOV 28, 2012 Meeting Type: Annual Record Date: SEP 14, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Steven A. Ballmer        For       For          Management
2     Elect Director Dina Dublon              For       For          Management
3     Elect Director William H. Gates, III    For       For          Management
4     Elect Director Maria M. Klawe           For       For          Management
5     Elect Director Stephen J. Luczo         For       For          Management
6     Elect Director David F. Marquardt       For       For          Management
7     Elect Director Charles H. Noski         For       For          Management
8     Elect Director Helmut Panke             For       For          Management
9     Elect Director John W. Thompson         For       For          Management
10    Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
11    Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
12    Ratify Auditors                         For       For          Management

13 Provide for Cumulative Voting Against For Shareholder


MONDELEZ INTERNATIONAL, INC.

Ticker: MDLZ Security ID: 609207105 Meeting Date: MAY 21, 2013 Meeting Type: Annual Record Date: MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Stephen F. Bollenbach    For       For          Management
1b    Elect Director Lewis W.K. Booth         For       For          Management
1c    Elect Director Lois D. Juliber          For       For          Management
1d    Elect Director Mark D. Ketchum          For       For          Management
1e    Elect Director Jorge S. Mesquita        For       For          Management
1f    Elect Director Fredric G. Reynolds      For       For          Management
1g    Elect Director Irene B. Rosenfeld       For       For          Management
1h    Elect Director Patrick T. Siewert       For       For          Management
1i    Elect Director Ruth J. Simmons          For       For          Management
1j    Elect Director Ratan N. Tata            For       For          Management
1k    Elect Director Jean-Francois M. L. van  For       For          Management
      Boxmeer
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Adopting Extended Producer    Against   Against      Shareholder
      Responsibility Policy


MONSANTO COMPANY

Ticker: MON Security ID: 61166W101 Meeting Date: JAN 31, 2013 Meeting Type: Annual Record Date: DEC 03, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director David L. Chicoine        For       For          Management
1b    Elect Director Arthur H. Harper         For       For          Management
1c    Elect Director Gwendolyn S. King        For       For          Management
1d    Elect Director Jon R. Moeller           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management

5 Report on Risk of Genetically Against Against Shareholder Engineered Products


NATIONAL INSTRUMENTS CORPORATION

Ticker:       NATI           Security ID:  636518102
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James J. Truchard        For       For          Management
1.2   Elect Director John M. Berra            For       For          Management
2     Increase Authorized Common Stock        For       For          Management
3     Ratify Auditors                         For       For          Management
4     Other Business                          For       Against      Management


NETAPP, INC.

Ticker: NTAP Security ID: 64110D104 Meeting Date: AUG 31, 2012 Meeting Type: Annual

Record Date:  JUL 11, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Daniel J. Warmenhoven    For       For          Management
1.2   Elect Director Nicholas G. Moore        For       For          Management
1.3   Elect Director Thomas Georgens          For       For          Management
1.4   Elect Director Jeffry R. Allen          For       For          Management
1.5   Elect Director Alan L. Earhart          For       For          Management
1.6   Elect Director Gerald Held              For       For          Management
1.7   Elect Director T. Michael Nevens        For       For          Management
1.8   Elect Director George T. Shaheen        For       For          Management
1.9   Elect Director Robert T. Wall           For       For          Management
1.10  Elect Director Richard P. Wallace       For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Ratify Auditors                         For       For          Management

6 Reduce Supermajority Vote Requirement None For Shareholder


NOBLE ENERGY, INC.

Ticker: NBL Security ID: 655044105 Meeting Date: APR 23, 2013 Meeting Type: Annual

Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jeffrey L. Berenson      For       For          Management
1.2   Elect Director Michael A. Cawley        For       For          Management
1.3   Elect Director Edward F. Cox            For       For          Management
1.4   Elect Director Charles D. Davidson      For       For          Management
1.5   Elect Director Thomas J. Edelman        For       For          Management
1.6   Elect Director Eric P. Grubman          For       For          Management
1.7   Elect Director Kirby L. Hedrick         For       For          Management
1.8   Elect Director Scott D. Urban           For       For          Management
1.9   Elect Director William T. Van Kleef     For       For          Management
1.10  Elect Director Molly K. Williamson      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Adopt the Jurisdiction of               For       Against      Management
      Incorporation as the Exclusive Forum
      for Certain Disputes
6     Amend Bylaws to Change Certain          For       For          Management
      Provisions


NUANCE COMMUNICATIONS, INC.

Ticker: NUAN Security ID: 67020Y100 Meeting Date: JAN 25, 2013 Meeting Type: Annual Record Date: DEC 04, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Paul A. Ricci            For       For          Management
1b    Elect Director Robert G. Teresi         For       For          Management
1c    Elect Director Robert J. Frankenberg    For       For          Management
1d    Elect Director Katharine A. Martin      For       For          Management
1e    Elect Director Patrick T. Hackett       For       For          Management
1f    Elect Director William H. Janeway       For       For          Management
1g    Elect Director Mark B. Myers            For       For          Management
1h    Elect Director Philip J. Quigley        For       For          Management
1i    Elect Director Mark R. Laret            For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


PALL CORPORATION

Ticker: PLL Security ID: 696429307 Meeting Date: DEC 12, 2012 Meeting Type: Annual

Record Date:  OCT 23, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Amy E. Alving            For       For          Management
1.2   Elect Director Robert B. Coutts         For       For          Management
1.3   Elect Director Mark E. Goldstein        For       For          Management
1.4   Elect Director Cheryl W. Grise          For       For          Management
1.5   Elect Director Ronald L. Hoffman        For       For          Management
1.6   Elect Director Lawrence D. Kingsley     For       For          Management
1.7   Elect Director Dennis N. Longstreet     For       For          Management
1.8   Elect Director B. Craig Owens           For       For          Management
1.9   Elect Director Katharine L. Plourde     For       For          Management
1.10  Elect Director Edward Travaglianti      For       For          Management
1.11  Elect Director Bret W. Wise             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Bylaws                            For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


PEPSICO, INC.

Ticker:       PEP            Security ID:  713448108
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Shona L. Brown           For       For          Management
1.2   Elect Director George W. Buckley        For       For          Management
1.3   Elect Director Ian M. Cook              For       For          Management
1.4   Elect Director Dina Dublon              For       For          Management
1.5   Elect Director  Victor J. Dzau          For       For          Management
1.6   Elect Director Ray L. Hunt              For       For          Management
1.7   Elect Director Alberto Ibarguen         For       For          Management
1.8   Elect Director Indra K. Nooyi           For       For          Management
1.9   Elect Director Sharon Percy Rockefeller For       For          Management
1.10  Elect Director James J. Schiro          For       For          Management
1.11  Elect Director Lloyd G. Trotter         For       For          Management
1.12  Elect Director Daniel Vasella           For       For          Management
1.13  Elect Director Alberto Weisser          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


PETSMART, INC.

Ticker: PETM Security ID: 716768106 Meeting Date: JUN 14, 2013 Meeting Type: Annual Record Date: APR 17, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Angel Cabrera            For       For          Management
1b    Elect Director Rita V. Foley            For       For          Management
1c    Elect Director Rakesh Gangwal           For       For          Management
1d    Elect Director Joseph S. Hardin, Jr.    For       For          Management
1e    Elect Director Gregory P. Josefowicz    For       For          Management
1f    Elect Director Richard K. Lochridge     For       For          Management
1g    Elect Director Robert F. Moran          For       For          Management
1h    Elect Director Barbara Munder           For       For          Management
1i    Elect Director Thomas G. Stemberg       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Executive Incentive Bonus Plan    For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


PFIZER INC.

Ticker: PFE Security ID: 717081103 Meeting Date: APR 25, 2013 Meeting Type: Annual

Record Date:  FEB 27, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Dennis A. Ausiello       For       For          Management
1.2   Elect Director M. Anthony Burns         For       For          Management
1.3   Elect Director W. Don Cornwell          For       For          Management
1.4   Elect Director Frances D. Fergusson     For       For          Management
1.5   Elect Director William H. Gray, III     For       For          Management
1.6   Elect Director Helen H. Hobbs           For       For          Management
1.7   Elect Director Constance J. Horner      For       For          Management
1.8   Elect Director James M. Kilts           For       For          Management
1.9   Elect Director George A. Lorch          For       For          Management
1.10  Elect Director Suzanne Nora Johnson     For       For          Management
1.11  Elect Director Ian C. Read              For       For          Management
1.12  Elect Director Stephen W. Sanger        For       For          Management
1.13  Elect Director Marc Tessier-Lavigne     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Stock Retention/Holding Period Against For Shareholder
5 Provide Right to Act by Written Consent Against For Shareholder


PROSPERITY BANCSHARES, INC.

Ticker: PB Security ID: 743606105 Meeting Date: APR 16, 2013 Meeting Type: Annual

Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Leah Henderson           For       For          Management
1.2   Elect Director Ned S. Holmes            For       For          Management
1.3   Elect Director David Zalman             For       For          Management
1.4   Elect Director W.R. Collier             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


PRUDENTIAL FINANCIAL, INC.

Ticker: PRU Security ID: 744320102 Meeting Date: MAY 14, 2013 Meeting Type: Annual

Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas J. Baltimore, Jr. For       For          Management
1.2   Elect Director Gordon M. Bethune        For       For          Management
1.3   Elect Director Gaston Caperton          For       For          Management
1.4   Elect Director Gilbert F. Casellas      For       For          Management
1.5   Elect Director James G. Cullen          For       For          Management
1.6   Elect Director William H. Gray, III     For       For          Management
1.7   Elect Director Mark B. Grier            For       For          Management
1.8   Elect Director Constance J. Horner      For       For          Management
1.9   Elect Director Martina Hund-Mejean      For       For          Management
1.10  Elect Director Karl J. Krapek           For       For          Management
1.11  Elect Director Christine A. Poon        For       For          Management
1.12  Elect Director John R. Strangfeld       For       For          Management
1.13  Elect Director James A. Unruh           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Provide Right to Act by Written Consent Against Against Shareholder


QUALCOMM INCORPORATED

Ticker: QCOM Security ID: 747525103 Meeting Date: MAR 05, 2013 Meeting Type: Annual Record Date: JAN 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Barbara T. Alexander     For       For          Management
1b    Elect Director Donald G. Cruickshank    For       For          Management
1c    Elect Director Raymond V. Dittamore     For       For          Management
1d    Elect Director Susan Hockfield          For       For          Management
1e    Elect Director Thomas W. Horton         For       For          Management
1f    Elect Director Paul E. Jacobs           For       For          Management
1g    Elect Director Sherry Lansing           For       For          Management
1h    Elect Director Duane A. Nelles          For       For          Management
1i    Elect Director Francisco Ros            For       For          Management
1j    Elect Director Brent Scowcroft          For       For          Management
1k    Elect Director Marc I. Stern            For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


RANGE RESOURCES CORPORATION

Ticker: RRC Security ID: 75281A109 Meeting Date: MAY 22, 2013 Meeting Type: Annual Record Date: MAR 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Anthony V. Dub           For       For          Management
1b    Elect Director V. Richard Eales         For       For          Management
1c    Elect Director Allen Finkelson          For       For          Management
1d    Elect Director James M. Funk            For       For          Management
1e    Elect Director Jonathan S. Linker       For       For          Management
1f    Elect Director Mary Ralph Lowe          For       For          Management
1g    Elect Director  Kevin S. McCarthy       For       For          Management
1h    Elect Director John H. Pinkerton        For       For          Management
1i    Elect Director Jeffrey L. Ventura       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management

4 Report on Methane Emissions Against Against Shareholder


RAVEN INDUSTRIES, INC.

Ticker:       RAVN           Security ID:  754212108
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jason M. Andringa        For       For          Management
1.2   Elect Director Thomas S. Everist        For       For          Management
1.3   Elect Director Mark E. Griffin          For       For          Management
1.4   Elect Director Kevin T. Kirby           For       For          Management
1.5   Elect Director Marc E. LeBaron          For       For          Management
1.6   Elect Director Cynthia H. Milligan      For       For          Management
1.7   Elect Director Daniel A. Rykhus         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


ROCKWELL COLLINS, INC.

Ticker:       COL            Security ID:  774341101
Meeting Date: FEB 07, 2013   Meeting Type: Annual
Record Date:  DEC 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John A. Edwardson        For       For          Management
1.2   Elect Director Andrew J. Policano       For       For          Management
1.3   Elect Director Jeffrey L. Turner        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
5     Declassify the Board of Directors       None      For          Shareholder


ROPER INDUSTRIES, INC.

Ticker:       ROP            Security ID:  776696106
Meeting Date: MAY 24, 2013   Meeting Type: Annual
Record Date:  APR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David W. Devonshire      For       For          Management
1.2   Elect Director John F. Fort, III        For       For          Management
1.3   Elect Director Brian D. Jellison        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Declassify the Board of Directors       For       For          Management
4     Ratify Auditors                         For       For          Management


SUNTRUST BANKS, INC.

Ticker:       STI            Security ID:  867914103
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  FEB 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert M. Beall, II      For       For          Management
1.2   Elect Director Alston D. Correll        For       For          Management
1.3   Elect Director Jeffrey C. Crowe         For       For          Management
1.4   Elect Director David H. Hughes          For       For          Management
1.5   Elect Director M. Douglas Ivester       For       For          Management
1.6   Elect Director Kyle Prechtl Legg        For       For          Management
1.7   Elect Director William A. Linnenbringer For       For          Management
1.8   Elect Director Donna S. Morea           For       For          Management
1.9   Elect Director David M. Ratcliffe       For       For          Management
1.10  Elect Director William H. Rogers, Jr.   For       For          Management
1.11  Elect Director Frank W. Scruggs         For       For          Management
1.12  Elect Director Thomas R. Watjen         For       For          Management
1.13  Elect Director Phail Wynn, Jr.          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


THE COCA-COLA COMPANY

Ticker: KO Security ID: 191216100 Meeting Date: JUL 10, 2012 Meeting Type: Special Record Date: MAY 21, 2012

# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Stock Split For For Management


THE COCA-COLA COMPANY

Ticker:       KO             Security ID:  191216100
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     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
1.3   Elect Director Howard G. Buffett        For       For          Management
1.4   Elect Director Richard M. Daley         For       For          Management
1.5   Elect Director Barry Diller             For       For          Management
1.6   Elect Director Helene D. Gayle          For       For          Management
1.7   Elect Director Evan G. Greenberg        For       For          Management
1.8   Elect Director Alexis M. Herman         For       For          Management
1.9   Elect Director Muhtar Kent              For       For          Management
1.10  Elect Director Robert A. Kotick         For       For          Management
1.11  Elect Director Maria Elena Lagomasino   For       For          Management
1.12  Elect Director Donald F. McHenry        For       For          Management
1.13  Elect Director Sam Nunn                 For       For          Management
1.14  Elect Director James D. Robinson, III   For       For          Management
1.15  Elect Director Peter V. Ueberroth       For       For          Management
1.16  Elect Director Jacob Wallenberg         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Provide Right to Call Special Meeting   For       For          Management
5     Establish Board Committee on Human      Against   Against      Shareholder
      Rights


THE HOME DEPOT, INC.

Ticker: HD Security ID: 437076102 Meeting Date: MAY 23, 2013 Meeting Type: Annual Record Date: MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director F. Duane Ackerman        For       For          Management
1b    Elect Director Francis S. Blake         For       For          Management
1c    Elect Director Ari Bousbib              For       For          Management
1d    Elect Director Gregory D. Brenneman     For       For          Management
1e    Elect Director J. Frank Brown           For       For          Management
1f    Elect Director Albert P. Carey          For       For          Management
1g    Elect Director Armando Codina           For       For          Management
1h    Elect Director Bonnie G. Hill           For       For          Management
1i    Elect Director Karen L. Katen           For       For          Management
1j    Elect Director Mark Vadon               For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Executive Incentive Bonus Plan  For       For          Management
5     Amend Omnibus Stock Plan                For       For          Management
6     Prepare Employment Diversity Report     Against   For          Shareholder
7     Adopt Stormwater Run-off Management     Against   Against      Shareholder
      Policy


THE PROCTER & GAMBLE COMPANY

Ticker:       PG             Security ID:  742718109
Meeting Date: OCT 09, 2012   Meeting Type: Annual
Record Date:  AUG 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Angela F. Braly          For       For          Management
1.2   Elect Director Kenneth I. Chenault      For       For          Management
1.3   Elect Director Scott D. Cook            For       For          Management
1.4   Elect Director Susan Desmond-Hellmann   For       For          Management
1.5   Elect Director Robert A. McDonald       For       For          Management
1.6   Elect Director W. James McNerney, Jr.   For       For          Management
1.7   Elect Director Johnathan A. Rodgers     For       For          Management
1.8   Elect Director Margaret C. Whitman      For       For          Management
1.9   Elect Director Mary Agnes Wilderotter   For       For          Management
1.10  Elect Director Patricia A. Woertz       For       For          Management
1.11  Elect Director Ernesto Zedillo          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Adopt Proxy Statement Reporting on      Against   Against      Shareholder
      Political Contributions and Advisory
      Vote
5     Report on Adopting Extended Producer    Against   Against      Shareholder
      Responsibility Policy

6 Reduce Supermajority Vote Requirement Against For Shareholder


THERMO FISHER SCIENTIFIC INC.

Ticker: TMO Security ID: 883556102 Meeting Date: MAY 22, 2013 Meeting Type: Annual Record Date: APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director C. Martin Harris         For       For          Management
1b    Elect Director Judy C. Lewent           For       For          Management
1c    Elect Director Jim P. Manzi             For       For          Management
1d    Elect Director Lars R. Sorensen         For       For          Management
1e    Elect Director Elaine S. Ullian         For       For          Management
1f    Elect Director Marc N. Casper           For       For          Management
1g    Elect Director Nelson J. Chai           For       For          Management
1h    Elect Director Tyler Jacks              For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management

4 Approve Executive Incentive Bonus Plan For For Management
5 Ratify Auditors For For Management


TIFFANY & CO.

Ticker:       TIF            Security ID:  886547108
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael J. Kowalski      For       For          Management
1.2   Elect Director Rose Marie Bravo         For       For          Management
1.3   Elect Director Gary E. Costley          For       For          Management
1.4   Elect Director Lawrence K. Fish         For       For          Management
1.5   Elect Director Abby F. Kohnstamm        For       For          Management
1.6   Elect Director Charles K. Marquis       For       For          Management
1.7   Elect Director Peter W. May             For       For          Management
1.8   Elect Director William A. Shutzer       For       For          Management
1.9   Elect Director Robert S. Singer         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


TIME WARNER INC.

Ticker: TWX Security ID: 887317303 Meeting Date: MAY 23, 2013 Meeting Type: Annual

Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James L. Barksdale       For       For          Management
1.2   Elect Director William P. Barr          For       For          Management
1.3   Elect Director Jeffrey L. Bewkes        For       For          Management
1.4   Elect Director Stephen F. Bollenbach    For       For          Management
1.5   Elect Director Robert C. Clark          For       For          Management
1.6   Elect Director Mathias Dopfner          For       For          Management
1.7   Elect Director Jessica P. Einhorn       For       For          Management
1.8   Elect Director Fred Hassan              For       For          Management
1.9   Elect Director Kenneth J. Novack        For       For          Management
1.10  Elect Director Paul D. Wachter          For       For          Management
1.11  Elect Director Deborah C. Wright        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management


TRACTOR SUPPLY COMPANY

Ticker:       TSCO           Security ID:  892356106
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James F. Wright          For       For          Management
1.2   Elect Director Johnston C. Adams        For       For          Management
1.3   Elect Director Peter D. Bewley          For       For          Management
1.4   Elect Director Jack C. Bingleman        For       For          Management
1.5   Elect Director Richard W. Frost         For       For          Management
1.6   Elect Director Cynthia T. Jamison       For       For          Management
1.7   Elect Director George MacKenzie         For       For          Management
1.8   Elect Director Edna K. Morris           For       For          Management
1.9   Elect Director Gregory A. Sandfort      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


TRIMBLE NAVIGATION LIMITED

Ticker:       TRMB           Security ID:  896239100
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steven W. Berglund       For       For          Management
1.2   Elect Director John B. Goodrich         For       For          Management
1.3   Elect Director William Hart             For       For          Management
1.4   Elect Director Merit E. Janow           For       For          Management
1.5   Elect Director Ulf J. Johansson         For       For          Management
1.6   Elect Director Ronald S. Nersesian      For       For          Management
1.7   Elect Director Mark S. Peek             For       For          Management
1.8   Elect Director Nickolas W. Vande Steeg  For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


UNION PACIFIC CORPORATION

Ticker: UNP Security ID: 907818108 Meeting Date: MAY 16, 2013 Meeting Type: Annual

Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Andrew H. Card, Jr.      For       For          Management
1.2   Elect Director Erroll B. Davis, Jr.     For       For          Management
1.3   Elect Director Thomas J. Donohue        For       For          Management
1.4   Elect Director Archie W. Dunham         For       For          Management
1.5   Elect Director Judith Richards Hope     For       For          Management
1.6   Elect Director John J. Koraleski        For       For          Management
1.7   Elect Director Charles C. Krulak        For       For          Management
1.8   Elect Director Michael R. McCarthy      For       For          Management
1.9   Elect Director Michael W. McConnell     For       For          Management
1.10  Elect Director Thomas F. McLarty, III   For       For          Management
1.11  Elect Director Steven R. Rogel          For       For          Management
1.12  Elect Director Jose H. Villarreal       For       For          Management
1.13  Elect Director James R. Young           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management

5 Report on Lobbying Payments and Policy Against For Shareholder


VALMONT INDUSTRIES, INC.

Ticker:       VMI            Security ID:  920253101
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kaj den Daas             For       For          Management
1.2   Elect Director James B. Milliken        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

3 Approve Omnibus Stock Plan For For Management
4 Approve Executive Incentive Bonus Plan For For Management
5 Ratify Auditors For For Management


VERIZON COMMUNICATIONS INC.

Ticker: VZ Security ID: 92343V104 Meeting Date: MAY 02, 2013 Meeting Type: Annual

Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard L. Carrion       For       For          Management
1.2   Elect Director Melanie L. Healey        For       For          Management
1.3   Elect Director M. Frances Keeth         For       For          Management
1.4   Elect Director Robert W. Lane           For       For          Management
1.5   Elect Director Lowell C. McAdam         For       For          Management
1.6   Elect Director Sandra O. Moose          For       For          Management
1.7   Elect Director Joseph Neubauer          For       For          Management
1.8   Elect Director Donald T. Nicolaisen     For       For          Management
1.9   Elect Director Clarence Otis, Jr.       For       For          Management
1.10  Elect Director Hugh B. Price            For       For          Management
1.11  Elect Director Rodney E. Slater         For       For          Management
1.12  Elect Director Kathryn A. Tesija        For       For          Management
1.13  Elect Director Gregory D. Wasson        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Commit to Wireless Network Neutrality   Against   For          Shareholder
6     Report on Lobbying Payments and Policy  Against   For          Shareholder
7     Adopt Proxy Access Right                Against   For          Shareholder
8     Submit Severance Agreement              Against   For          Shareholder
      (Change-in-Control) to Shareholder Vote
9     Amend Articles/Bylaws/Charter- Call     Against   For          Shareholder
      Special Meetings

10 Provide Right to Act by Written Consent Against For Shareholder


VF CORPORATION

Ticker:       VFC            Security ID:  918204108
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard T. Carucci       For       For          Management
1.2   Elect Director Juliana L. Chugg         For       For          Management
1.3   Elect Director George Fellows           For       For          Management
1.4   Elect Director Clarence Otis, Jr.       For       For          Management
1.5   Elect Director Matthew J. Shattock      For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

3 Approve Executive Incentive Bonus Plan For For Management
4 Ratify Auditors For For Management


WALGREEN CO.

Ticker: WAG Security ID: 931422109 Meeting Date: JAN 09, 2013 Meeting Type: Annual Record Date: NOV 12, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Janice M. Babiak         For       For          Management
1b    Elect Director David J. Brailer         For       For          Management
1c    Elect Director Steven A. Davis          For       For          Management
1d    Elect Director William C. Foote         For       For          Management
1e    Elect Director Mark P. Frissora         For       For          Management
1f    Elect Director Ginger L. Graham         For       For          Management
1g    Elect Director Alan G. McNally          For       For          Management
1h    Elect Director Dominic P. Murphy        For       For          Management
1i    Elect Director Stefano Pessina          For       For          Management
1j    Elect Director Nancy M. Schlichting     For       For          Management
1k    Elect Director Alejandro Silva          For       For          Management
1l    Elect Director James A. Skinner         For       For          Management
1m    Elect Director Gregory D. Wasson        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management

5 Pro-rata Vesting of Equity Awards Against For Shareholder


WASTE CONNECTIONS, INC.

Ticker: WCN Security ID: 941053100 Meeting Date: JUN 14, 2013 Meeting Type: Annual Record Date: APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Edward E. 'Ned' Guillet  For       For          Management
2     Elect Director Ronald J. Mittelstaedt   For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

5 Reduce Supermajority Vote Requirement For For Management


WELLS FARGO & COMPANY

Ticker: WFC Security ID: 949746101 Meeting Date: APR 23, 2013 Meeting Type: Annual Record Date: FEB 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director John D. Baker, II        For       For          Management
1b    Elect Director Elaine L. Chao           For       For          Management
1c    Elect Director John S. Chen             For       For          Management
1d    Elect Director Lloyd H. Dean            For       For          Management
1e    Elect Director Susan E. Engel           For       For          Management
1f    Elect Director Enrique Hernandez, Jr.   For       For          Management
1g    Elect Director Donald M. James          For       For          Management
1h    Elect Director Cynthia H. Milligan      For       For          Management
1i    Elect Director Federico F. Pena         For       For          Management
1j    Elect Director Howard V. Richardson     For       For          Management
1k    Elect Director Judith M. Runstad        For       For          Management
1l    Elect Director Stephen W. Sanger        For       For          Management
1m    Elect Director John G. Stumpf           For       For          Management
1n    Elect Director Susan G. Swenson         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management
5     Require Independent Board Chairman      Against   Against      Shareholder
6     Report on Lobbying Payments and Policy  Against   Against      Shareholder
7     Review Fair Housing and Fair Lending    Against   For          Shareholder
      Compliance


WHIRLPOOL CORPORATION

Ticker: WHR Security ID: 963320106 Meeting Date: APR 16, 2013 Meeting Type: Annual Record Date: FEB 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Samuel R. Allen          For       For          Management
1b    Elect Director Gary T. DiCamillo        For       For          Management
1c    Elect Director Diane M. Dietz           For       For          Management
1d    Elect Director Jeff M. Fettig           For       For          Management
1e    Elect Director Michael F. Johnston      For       For          Management
1f    Elect Director William T. Kerr          For       For          Management
1g    Elect Director John D. Liu              For       For          Management
1h    Elect Director Harish Manwani           For       For          Management
1i    Elect Director William D. Perez         For       For          Management
1j    Elect Director Michael A. Todman        For       For          Management
1k    Elect Director Michael D. White         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Amend Omnibus Stock Plan                For       For          Management
5     Adopt a Policy in which the Company     Against   For          Shareholder
      will not Make or Promise to Make Any
      Death Benefit Payments to Senior
      Executives


YUM! BRANDS, INC.

Ticker: YUM Security ID: 988498101 Meeting Date: MAY 15, 2013 Meeting Type: Annual Record Date: MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Michael J. Cavanagh      For       For          Management
1b    Elect Director David W. Dorman          For       For          Management
1c    Elect Director Massimo Ferragamo        For       For          Management
1d    Elect Director Mirian M. Graddick-Weir  For       For          Management
1e    Elect Director J. David Grissom         For       For          Management
1f    Elect Director Bonnie G. Hill           For       For          Management
1g    Elect Director Jonathan S. Linen        For       For          Management
1h    Elect Director Thomas C. Nelson         For       For          Management
1i    Elect Director David C. Novak           For       For          Management
1j    Elect Director Thomas M. Ryan           For       For          Management
1k    Elect Director Jing-Shyh S. Su          For       For          Management
1l    Elect Director Robert D. Walter         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management

5 Adopt Comprehensive Packaging Against Against Shareholder Recycling Strategy

========================== LKCM SMALL CAP EQUITY Fund ==========================

ACI WORLDWIDE, INC.

Ticker:       ACIW           Security ID:  004498101
Meeting Date: JUN 11, 2013   Meeting Type: Annual
Record Date:  APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John D. Curtis           For       For          Management
1.2   Elect Director Philip G. Heasley        For       For          Management
1.3   Elect Director James C. McGroddy        For       For          Management
1.4   Elect Director Harlan F. Seymour        For       For          Management
1.5   Elect Director John M. Shay, Jr.        For       For          Management
1.6   Elect Director John E. Stokely          For       For          Management
1.7   Elect Director Jan H. Suwinski          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Approve Executive Incentive Bonus Plan For For Management
5 Increase Authorized Common Stock For For Management


ACTUANT CORPORATION

Ticker: ATU Security ID: 00508X203 Meeting Date: JAN 15, 2013 Meeting Type: Annual

Record Date:  NOV 15, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert C. Arzbaecher     For       For          Management
1.2   Elect Director Gurminder S. Bedi        For       For          Management
1.3   Elect Director Gustav H.P. Boel         For       For          Management
1.4   Elect Director Thomas J. Fischer        For       For          Management
1.5   Elect Director William K. Hall          For       For          Management
1.6   Elect Director R. Alan Hunter, Jr.      For       For          Management
1.7   Elect Director Robert A. Peterson       For       For          Management
1.8   Elect Director Holly A. Van Deursen     For       For          Management
1.9   Elect Director Dennis K. Williams       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Executive Incentive Bonus Plan    For       For          Management
5     Ratify Auditors                         For       For          Management


AKORN, INC.

Ticker: AKRX Security ID: 009728106 Meeting Date: MAY 03, 2013 Meeting Type: Annual

Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John N.  Kapoor          For       For          Management
1.2   Elect Director Ronald M.  Johnson       For       For          Management
1.3   Elect Director Brian Tambi              For       For          Management
1.4   Elect Director Steven J. Meyer          For       For          Management
1.5   Elect Director Alan Weinstein           For       For          Management
1.6   Elect Director Kenneth S. Abramowitz    For       For          Management
1.7   Elect Director Adrienne L. Graves       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


ALLOT COMMUNICATIONS LTD.

Ticker: ALLT Security ID: M0854Q105 Meeting Date: APR 30, 2013 Meeting Type: Special Record Date: APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     To Approve an Amendment to the Company  For       For          Management
      Articles of Association to Increase
      the Number of Authorized External
      Directors
2     To Reelect Steven Levy as an External   For       For          Management
      Director to Serve for a Term of Three
      Years Commencing at the End of His
      Current Term or Until His Office is
      Vacated
3     To Elect Dov Baharav as an External     For       For          Management
      Director to Serve for a Term of Three
      Years Commencing as of the
      Extraordinary Meeting or Until His
      Office is Vacated
4     If Proposal 3 is Approved, to Approve   For       For          Management
      the Compensation Payable to Dov Baharav
5     To Approve an Amendment to the Company  For       For          Management
      Articles of Association to Revise the
      Procedure for Reconvening Adjourned
      Shareholder Meetings
6     To Act Upon Any Other Matters That May  None      None         Management
      Properly Come Before the Extraordinary
      Meeting or any Adjournment Thereof
A     Vote FOR if you are a controlling       None      Against      Management
      shareholder or have a personal
      interest in Item 2, 3, or 4;
      otherwise, vote AGAINST. You may not
      abstain. If you vote FOR, please
      provide an explanation to your account
      manager.


AMTRUST FINANCIAL SERVICES, INC.

Ticker:       AFSI           Security ID:  032359309
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Donald T. DeCarlo        For       For          Management
1.2   Elect Director Susan C. Fisch           For       For          Management
1.3   Elect Director Abraham Gulkowitz        For       For          Management
1.4   Elect Director George Karfunkel         For       For          Management
1.5   Elect Director Michael Karfunkel        For       Withhold     Management
1.6   Elect Director Jay J. Miller            For       For          Management
1.7   Elect Director Barry D. Zyskind         For       For          Management

2 Ratify Auditors For For Management
3 Increase Authorized Common Stock For For Management


APPROACH RESOURCES INC.

Ticker:       AREX           Security ID:  03834A103
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director J. Ross Craft            For       For          Management
1.2   Elect Director Bryan H. Lawrence        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


ARMSTRONG WORLD INDUSTRIES, INC.

Ticker: AWI Security ID: 04247X102 Meeting Date: JUN 21, 2013 Meeting Type: Annual

Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stan A. Askren           For       For          Management
1.2   Elect Director Kevin R. Burns           For       For          Management
1.3   Elect Director Matthew J. Espe          For       For          Management
1.4   Elect Director James J. Gaffney         For       For          Management
1.5   Elect Director Tao Huang                For       For          Management
1.6   Elect Director Michael F. Johnston      For       For          Management
1.7   Elect Director Jeffrey Liaw             For       For          Management
1.8   Elect Director  Larry S. McWilliams     For       For          Management
1.9   Elect Director James C. Melville        For       For          Management
1.10  Elect Director James J. O'Connor        For       For          Management
1.11  Elect Director John J. Roberts          For       For          Management
1.12  Elect Director Richard E. Wenz          For       For          Management
2     Ratify Auditors                         For       For          Management


ASPEN TECHNOLOGY, INC.

Ticker: AZPN Security ID: 045327103 Meeting Date: DEC 06, 2012 Meeting Type: Annual

Record Date:  OCT 15, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark E. Fusco            For       For          Management
1.2   Elect Director Gary E. Haroian          For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


ATWOOD OCEANICS, INC.

Ticker:       ATW            Security ID:  050095108
Meeting Date: FEB 14, 2013   Meeting Type: Annual
Record Date:  DEC 18, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Deborah A. Beck          For       For          Management
1.2   Elect Director George S. Dotson         For       For          Management
1.3   Elect Director Jack E. Golden           For       For          Management
1.4   Elect Director Hans Helmerich           For       For          Management
1.5   Elect Director James R. Montague        For       For          Management
1.6   Elect Director Robert J. Saltiel        For       For          Management
1.7   Elect Director Phil D. Wedemeyer        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Change Range for Size of the Board      For       Against      Management
5     Ratify Auditors                         For       For          Management


BANCORPSOUTH, INC.

Ticker: BXS Security ID: 059692103 Meeting Date: APR 24, 2013 Meeting Type: Annual

Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gus J. Blass, III        For       For          Management
1.2   Elect Director Grace Clark              For       For          Management
1.3   Elect Director Larry G. Kirk            For       For          Management
1.4   Elect Director Guy W. Mitchell, III     For       For          Management
1.5   Elect Director Aubrey B. Patterson      For       For          Management
1.6   Elect Director James D. Rollins, III    For       For          Management
2     Amend Executive Incentive Bonus Plan    For       For          Management


BARNES GROUP INC.

Ticker:       B              Security ID:  067806109
Meeting Date: MAY 03, 2013   Meeting Type: Annual
Record Date:  MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John W. Alden            For       For          Management
1.2   Elect Director Francis J. Kramer        For       For          Management
1.3   Elect Director William J. Morgan        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management

5 Reduce Supermajority Vote Requirement For For Management


BEACON ROOFING SUPPLY, INC.

Ticker:       BECN           Security ID:  073685109
Meeting Date: FEB 13, 2013   Meeting Type: Annual
Record Date:  DEC 17, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert R. Buck           For       For          Management
1.2   Elect Director Paul M. Isabella         For       For          Management
1.3   Elect Director Richard W. Frost         For       For          Management
1.4   Elect Director James J. Gaffney         For       For          Management
1.5   Elect Director Peter M. Gotsch          For       For          Management
1.6   Elect Director Neil S. Novich           For       For          Management
1.7   Elect Director Stuart A. Randle         For       For          Management
1.8   Elect Director Wilson B. Sexton         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


BEBE STORES, INC.

Ticker:       BEBE           Security ID:  075571109
Meeting Date: OCT 22, 2012   Meeting Type: Annual
Record Date:  SEP 26, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Manny Mashouf            For       For          Management
1.2   Elect Director Barbara Bass             For       For          Management
1.3   Elect Director Cynthia Cohen            For       For          Management
1.4   Elect Director Corrado Federico         For       For          Management
1.5   Elect Director Caden Wang               For       For          Management
2     Ratify Auditors                         For       For          Management


BELDEN INC.

Ticker:       BDC            Security ID:  077454106
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David Aldrich            For       For          Management
1.2   Elect Director Lance C. Balk            For       For          Management
1.3   Elect Director Judy L. Brown            For       For          Management
1.4   Elect Director Bryan C. Cressey         For       For          Management
1.5   Elect Director Glenn Kalnasy            For       For          Management
1.6   Elect Director George Minnich           For       For          Management
1.7   Elect Director John M. Monter           For       For          Management
1.8   Elect Director John S. Stroup           For       For          Management
1.9   Elect Director Dean Yoost               For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Executive Incentive Bonus Plan    For       For          Management


CAPITOL FEDERAL FINANCIAL, INC.

Ticker:       CFFN           Security ID:  14057J101
Meeting Date: JAN 22, 2013   Meeting Type: Annual
Record Date:  DEC 07, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John B. Dicus            For       For          Management
1.2   Elect Director James G. Morris          For       For          Management
1.3   Elect Director Jeffrey R. Thompson      For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


CARBO CERAMICS INC.

Ticker: CRR Security ID: 140781105 Meeting Date: MAY 21, 2013 Meeting Type: Annual

Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sigmund L. Cornelius     For       For          Management
1.2   Elect Director James B. Jennings        For       For          Management
1.3   Elect Director Gary A. Kolstad          For       For          Management
1.4   Elect Director H. E. Lentz, Jr.         For       For          Management
1.5   Elect Director Randy L. Limbacher       For       For          Management
1.6   Elect Director William C. Morris        For       For          Management
1.7   Elect Director Robert S. Rubin          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CARPENTER TECHNOLOGY CORPORATION

Ticker:       CRS            Security ID:  144285103
Meeting Date: OCT 08, 2012   Meeting Type: Annual
Record Date:  AUG 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Carl G. Anderson, Jr.    For       For          Management
1.2   Elect Director Philip M. Anderson       For       For          Management
1.3   Elect Director Jeffrey Wadsworth        For       For          Management
1.4   Elect Director William A. Wulfsohn      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CASEY'S GENERAL STORES, INC.

Ticker:       CASY           Security ID:  147528103
Meeting Date: SEP 14, 2012   Meeting Type: Annual
Record Date:  JUL 23, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kenneth H. Haynie        For       Withhold     Management
1.2   Elect Director William C. Kimball       For       Withhold     Management
1.3   Elect Director Richard A. Wilkey        For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CASH AMERICA INTERNATIONAL, INC.

Ticker:       CSH            Security ID:  14754D100
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Daniel E. Berce          For       For          Management
1.2   Elect Director Jack R. Daugherty        For       For          Management
1.3   Elect Director Daniel R. Feehan         For       For          Management
1.4   Elect Director James H. Graves          For       For          Management
1.5   Elect Director B.D. Hunter              For       For          Management
1.6   Elect Director Timothy J. McKibben      For       For          Management
1.7   Elect Director Alfred M. Micallef       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CHART INDUSTRIES, INC.

Ticker:       GTLS           Security ID:  16115Q308
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Samuel F. Thomas         For       For          Management
1.2   Elect Director W. Douglas Brown         For       For          Management
1.3   Elect Director Richard E. Goodrich      For       For          Management
1.4   Elect Director Steven W. Krablin        For       For          Management
1.5   Elect Director Michael W. Press         For       For          Management
1.6   Elect Director James M. Tidwell         For       For          Management
1.7   Elect Director Thomas L. Williams       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CIENA CORPORATION

Ticker: CIEN Security ID: 171779309 Meeting Date: MAR 20, 2013 Meeting Type: Annual Record Date: JAN 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Lawton W. Fitt           For       For          Management
1b    Elect Director Patrick H. Nettles       For       For          Management
1c    Elect Director Michael J. Rowny         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CINEMARK HOLDINGS, INC.

Ticker: CNK Security ID: 17243V102 Meeting Date: MAY 23, 2013 Meeting Type: Annual

Record Date:  APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Benjamin D. Chereskin    For       For          Management
1.2   Elect Director Lee Roy Mitchell         For       For          Management
1.3   Elect Director Raymond W. Syufy         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Amend Executive Incentive Bonus Plan    For       For          Management


CIRRUS LOGIC, INC.

Ticker:       CRUS           Security ID:  172755100
Meeting Date: JUL 26, 2012   Meeting Type: Annual
Record Date:  MAY 29, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John C. Carter           For       For          Management
1.2   Elect Director Timothy R. Dehne         For       For          Management
1.3   Elect Director Jason P. Rhode           For       For          Management
1.4   Elect Director Alan R. Schuele          For       For          Management
1.5   Elect Director William D. Sherman       For       For          Management
1.6   Elect Director Susan Wang               For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CLARCOR INC.

Ticker: CLC Security ID: 179895107 Meeting Date: MAR 26, 2013 Meeting Type: Annual

Record Date:  FEB 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert J. Burgstahler    For       For          Management
1.2   Elect Director Paul Donovan             For       For          Management
1.3   Elect Director Christopher L. Conway    For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


COLUMBIA BANKING SYSTEM, INC.

Ticker: COLB Security ID: 197236102 Meeting Date: APR 24, 2013 Meeting Type: Annual Record Date: MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director David A. Dietzler        For       For          Management
1b    Elect Director Melanie J. Dressel       For       For          Management
1c    Elect Director John P. Folsom           For       For          Management
1d    Elect Director Frederick M. Goldberg    For       For          Management
1e    Elect Director Thomas M. Hulbert        For       For          Management
1f    Elect Director Michelle M. Lantow       For       For          Management
1g    Elect Director S. Mae Fujita Numata     For       For          Management
1h    Elect Director Daniel C. Regis          For       For          Management
1i    Elect Director William T. Weyerhaeuser  For       For          Management
1j    Elect Director James M. Will            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


COMMERCIAL METALS COMPANY

Ticker:       CMC            Security ID:  201723103
Meeting Date: JAN 25, 2013   Meeting Type: Annual
Record Date:  DEC 07, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Rhys J. Best             For       For          Management
1.2   Elect Director Richard B. Kelson        For       For          Management
1.3   Elect Director Rick J. Mills            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Approve Executive Incentive Bonus Plan For For Management
5 Approve Omnibus Stock Plan For For Management


COMMUNITY BANK SYSTEM, INC.

Ticker:       CBU            Security ID:  203607106
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark J. Bolus            For       For          Management
1.2   Elect Director Nicholas A. Dicerbo      For       For          Management
1.3   Elect Director James A. Gabriel         For       For          Management
1.4   Elect Director Edward S. Mucenski       For       For          Management
1.5   Elect Director Brian R. Wright          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Increase Authorized Common Stock        For       For          Management
4     Ratify Auditors                         For       For          Management


COMPUTER PROGRAMS AND SYSTEMS, INC.

Ticker:       CPSI           Security ID:  205306103
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director J. Boyd Douglas          For       Against      Management
1.2   Elect Director Charles P. Huffman       For       Against      Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


COMSTOCK RESOURCES, INC.

Ticker:       CRK            Security ID:  205768203
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Cecil E. Martin          For       For          Management
1.2   Elect Director Nancy E. Underwood       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management


CYBERONICS, INC.

Ticker:       CYBX           Security ID:  23251P102
Meeting Date: SEP 19, 2012   Meeting Type: Annual
Record Date:  JUL 30, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Guy C. Jackson           For       For          Management
1.2   Elect Director Joseph E. Laptewicz, Jr. For       For          Management
1.3   Elect Director Daniel J. Moore          For       For          Management
1.4   Elect Director Hugh M. Morrison         For       For          Management
1.5   Elect Director Alfred J. Novak          For       For          Management
1.6   Elect Director Arthur L. Rosenthal      For       For          Management
1.7   Elect Director Jon T. Tremmel           For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Ratify Auditors                         For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


DEXCOM, INC.

Ticker: DXCM Security ID: 252131107 Meeting Date: MAY 30, 2013 Meeting Type: Annual Record Date: APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Barbara E. Kahn          For       For          Management
1b    Elect Director Jay S. Skyler            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


DSW INC.

Ticker:       DSW            Security ID:  23334L102
Meeting Date: JUN 05, 2013   Meeting Type: Annual
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Henry L. Aaron           For       Withhold     Management
1.2   Elect Director Elaine J. Eisenman       For       For          Management
1.3   Elect Director Joanna T. Lau            For       For          Management
1.4   Elect Director Joseph A. Schottenstein  For       For          Management
2     Elect Director James O'Donnell          For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


ENDOLOGIX, INC.

Ticker: ELGX Security ID: 29266S106 Meeting Date: MAY 23, 2013 Meeting Type: Annual

Record Date:  APR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gregory D. Waller        For       For          Management
1.2   Elect Director Thomas C. Wilder, III    For       For          Management
1.3   Elect Director Thomas F. Zenty, III     For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
5     Ratify Auditors                         For       For          Management


FIFTH & PACIFIC COMPANIES, INC.

Ticker: FNP Security ID: 316645100 Meeting Date: MAY 14, 2013 Meeting Type: Annual

Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Bernard W. Aronson       For       For          Management
1.2   Elect Director Lawrence S. Benjamin     For       For          Management
1.3   Elect Director Raul J. Fernandez        For       For          Management
1.4   Elect Director Kenneth B. Gilman        For       For          Management
1.5   Elect Director Nancy J. Karch           For       For          Management
1.6   Elect Director Kenneth P. Kopelman      For       For          Management
1.7   Elect Director Kay Koplovitz            For       For          Management
1.8   Elect Director Arthur C. Martinez       For       For          Management
1.9   Elect Director William L. McComb        For       For          Management
1.10  Elect Director Doreen A. Toben          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management

5 Provide Right to Act by Written Consent For For Management


FIRST CASH FINANCIAL SERVICES, INC.

Ticker: FCFS Security ID: 31942D107 Meeting Date: JUN 12, 2013 Meeting Type: Annual Record Date: APR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Jorge Montano            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


FIRST HORIZON NATIONAL CORPORATION

Ticker: FHN Security ID: 320517105 Meeting Date: MAY 02, 2013 Meeting Type: Annual

Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert B. Carter         For       For          Management
1.2   Elect Director John C. Compton          For       For          Management
1.3   Elect Director Mark A. Emkes            For       For          Management
1.4   Elect Director Corydon J. Gilchrist     For       For          Management
1.5   Elect Director Vicky B. Gregg           For       For          Management
1.6   Elect Director D. Bryan Jordan          For       For          Management
1.7   Elect Director R. Brad Martin           For       For          Management
1.8   Elect Director Scott M. Niswonger       For       For          Management
1.9   Elect Director Vicki R. Palmer          For       For          Management
1.10  Elect Director Colin V. Reed            For       For          Management
1.11  Elect Director Luke Yancy, III          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


FRANKLIN ELECTRIC CO., INC.

Ticker:       FELE           Security ID:  353514102
Meeting Date: MAY 03, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director R. Scott Trumbull        For       For          Management
1.2   Elect Director Thomas L. Young          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


GREENHILL & CO., INC.

Ticker:       GHL            Security ID:  395259104
Meeting Date: APR 11, 2013   Meeting Type: Annual
Record Date:  FEB 21, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert F. Greenhill      For       For          Management
1.2   Elect Director Scott L. Bok             For       For          Management
1.3   Elect Director Robert T. Blakely        For       For          Management
1.4   Elect Director John C. Danforth         For       For          Management
1.5   Elect Director Steven F. Goldstone      For       For          Management
1.6   Elect Director Stephen L. Key           For       For          Management
1.7   Elect Director Karen P. Robards         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management


GROUP 1 AUTOMOTIVE, INC.

Ticker:       GPI            Security ID:  398905109
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John L. Adams            For       For          Management
1.2   Elect Director J. Terry Strange         For       For          Management
1.3   Elect Director Max P. Watson, Jr.       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


GUESS?, INC.

Ticker: GES Security ID: 401617105 Meeting Date: JUN 27, 2013 Meeting Type: Annual

Record Date:  MAY 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Anthony Chidoni          For       Withhold     Management
1.2   Elect Director Paul Marciano            For       For          Management
2     Ratify Auditors                         For       For          Management


GULFPORT ENERGY CORPORATION

Ticker: GPOR Security ID: 402635304 Meeting Date: JUN 13, 2013 Meeting Type: Annual

Record Date:  APR 23, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Donald L. Dillingham     For       For          Management
1.2   Elect Director Craig Groeschel          For       For          Management
1.3   Elect Director David L. Houston         For       For          Management
1.4   Elect Director James D. Palm            For       For          Management
1.5   Elect Director Scott E. Streller        For       For          Management
2     Increase Authorized Common Stock        For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
5     Ratify Auditors                         For       For          Management


HANCOCK HOLDING COMPANY

Ticker:       HBHC           Security ID:  410120109
Meeting Date: APR 12, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James B. Estabrook, Jr.  For       For          Management
1.2   Elect Director Hardy B. Fowler          For       For          Management
1.3   Elect Director Randall W. Hanna         For       For          Management
1.4   Elect Director Eric J. Nickelsen        For       For          Management
1.5   Elect Director Robert W. Roseberry      For       For          Management
1.6   Elect Director Anthony J. Topazi        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


HEALTH MANAGEMENT ASSOCIATES, INC.

Ticker: HMA Security ID: 421933102 Meeting Date: MAY 21, 2013 Meeting Type: Annual

Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William J. Schoen        For       For          Management
1.2   Elect Director Gary D. Newsome          For       For          Management
1.3   Elect Director Kent P. Dauten           For       For          Management
1.4   Elect Director Pascal J. Goldschmidt    For       For          Management
1.5   Elect Director Donald E. Kiernan        For       For          Management
1.6   Elect Director Robert A. Knox           For       For          Management
1.7   Elect Director Vicki A. O'Meara         For       For          Management
1.8   Elect Director William C. Steere, Jr.   For       For          Management
1.9   Elect Director Randolph W. Westerfield  For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management

5 Report on Sustainability Against For Shareholder


HEXCEL CORPORATION

Ticker:       HXL            Security ID:  428291108
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David E. Berges          For       For          Management
1.2   Elect Director Joel S. Beckman          For       For          Management
1.3   Elect Director Lynn Brubaker            For       For          Management
1.4   Elect Director Jeffrey C. Campbell      For       For          Management
1.5   Elect Director Sandra L. Derickson      For       For          Management
1.6   Elect Director W. Kim Foster            For       For          Management
1.7   Elect Director Thomas A. Gendron        For       For          Management
1.8   Elect Director Jeffrey A. Graves        For       For          Management
1.9   Elect Director David C. Hill            For       For          Management
1.10  Elect Director David L. Pugh            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management


HOME BANCSHARES, INC.

Ticker: HOMB Security ID: 436893200 Meeting Date: APR 18, 2013 Meeting Type: Annual

Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John W. Allison          For       For          Management
1.2   Elect Director C. Randall Sims          For       For          Management
1.3   Elect Director Randy E. Mayor           For       For          Management
1.4   Elect Director Milburn Adams            For       For          Management
1.5   Elect Director Robert H. Adcock, Jr.    For       Withhold     Management
1.6   Elect Director Richard H. Ashley        For       For          Management
1.7   Elect Director Dale A. Bruns            For       Withhold     Management
1.8   Elect Director Richard A. Buckheim      For       For          Management
1.9   Elect Director Jack E. Engelkes         For       For          Management
1.10  Elect Director James G. Hinkle          For       For          Management
1.11  Elect Director Alex R. Lieblong         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Increase Authorized Common Stock        For       For          Management
4     Ratify Auditors                         For       For          Management


IMPAX LABORATORIES, INC.

Ticker:       IPXL           Security ID:  45256B101
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Leslie Z. Benet          For       Withhold     Management
1.2   Elect Director Robert L. Burr           For       Withhold     Management
1.3   Elect Director Allen Chao               For       Withhold     Management
1.4   Elect Director Nigel Ten Fleming        For       Withhold     Management
1.5   Elect Director Larry Hsu                For       Withhold     Management
1.6   Elect Director Michael Markbreiter      For       Withhold     Management
1.7   Elect Director Peter R. Terreri         For       Withhold     Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


INFINERA CORPORATION

Ticker:       INFN           Security ID:  45667G103
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kenneth A. Goldman       For       For          Management
1.2   Elect Director Carl Redfield            For       For          Management
1.3   Elect Director Mark A. Wegleitner       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


INSPERITY, INC.

Ticker:       NSP            Security ID:  45778Q107
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jack M. Fields, Jr.      For       For          Management
1.2   Elect Director Paul S. Lattanzio        For       For          Management
1.3   Elect Director Richard G. Rawson        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


INTEGRA LIFESCIENCES HOLDINGS CORPORATION

Ticker: IART Security ID: 457985208 Meeting Date: MAY 22, 2013 Meeting Type: Annual

Record Date:  MAR 29, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Peter J. Arduini         For       For          Management
1.2   Elect Director Keith Bradley            For       For          Management
1.3   Elect Director Richard E. Caruso        For       For          Management
1.4   Elect Director Stuart M. Essig          For       For          Management
1.5   Elect Director Barbara B. Hill          For       For          Management
1.6   Elect Director Lloyd W. Howell, Jr.     For       For          Management
1.7   Elect Director Neal Moszkowski          For       For          Management
1.8   Elect Director Raymond G. Murphy        For       For          Management
1.9   Elect Director Christian S. Schade      For       For          Management
1.10  Elect Director James M. Sullivan        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


INTERACTIVE INTELLIGENCE GROUP, INC.

Ticker:       ININ           Security ID:  45841V109
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark E. Hill             For       For          Management
1.2   Elect Director Michael C. Heim          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       Against      Management
4     Ratify Auditors                         For       For          Management


IXIA

Ticker:       XXIA           Security ID:  45071R109
Meeting Date: JUN 19, 2013   Meeting Type: Annual
Record Date:  APR 24, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Victor Alston            For       For          Management
1.2   Elect Director Laurent Asscher          For       For          Management
1.3   Elect Director Jonathan Fram            For       For          Management
1.4   Elect Director Errol Ginsberg           For       For          Management
1.5   Elect Director Gail Hamilton            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan


KAMAN CORPORATION

Ticker:       KAMN           Security ID:  483548103
Meeting Date: APR 17, 2013   Meeting Type: Annual
Record Date:  FEB 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Neal J. Keating          For       For          Management
1.2   Elect Director Eileen S. Kraus          For       For          Management
1.3   Elect Director Scott E. Kuechle         For       For          Management
1.4   Elect Director Richard J. Swift         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management


KIRBY CORPORATION

Ticker: KEX Security ID: 497266106 Meeting Date: APR 23, 2013 Meeting Type: Annual Record Date: MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. Sean Day              For       For          Management
1.2   Elect Director William M. Lamont, Jr.   For       For          Management
1.3   Elect Director William M. Waterman      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


KODIAK OIL & GAS CORP.

Ticker:       KOG            Security ID:  50015Q100
Meeting Date: JUN 19, 2013   Meeting Type: Annual
Record Date:  MAY 09, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Lynn A. Peterson         For       For          Management
1.2   Elect Director James E. Catlin          For       For          Management
1.3   Elect Director Rodney D. Knutson        For       For          Management
1.4   Elect Director Herrick K. Lidstone, Jr. For       For          Management
1.5   Elect Director William J. Krysiak       For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


LOGMEIN, INC.

Ticker:       LOGM           Security ID:  54142L109
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gregory Hughes           For       For          Management
1.2   Elect Director Irfan Salim              For       For          Management
1.3   Elect Director Hilary Schneider         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation


MERCURY COMPUTER SYSTEMS, INC.

Ticker:       MRCY           Security ID:  589378108
Meeting Date: OCT 17, 2012   Meeting Type: Annual
Record Date:  AUG 22, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director George K. Muellner       For       For          Management
1.2   Elect Director Vincent Vitto            For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Change Company Name                     For       For          Management
5     Ratify Auditors                         For       For          Management


MICROSTRATEGY INCORPORATED

Ticker:       MSTR           Security ID:  594972408
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael J. Saylor        For       Withhold     Management
1.2   Elect Director Sanju K. Bansal          For       Withhold     Management
1.3   Elect Director Matthew W. Calkins       For       For          Management
1.4   Elect Director Robert H. Epstein        For       For          Management
1.5   Elect Director David W. LaRue           For       For          Management
1.6   Elect Director Jarrod M. Patten         For       Withhold     Management
1.7   Elect Director Carl J. Rickertsen       For       Withhold     Management
1.8   Elect Director Thomas P. Spahr          For       For          Management
2     Ratify Auditors                         For       For          Management


MONRO MUFFLER BRAKE, INC.

Ticker: MNRO Security ID: 610236101 Meeting Date: AUG 07, 2012 Meeting Type: Annual

Record Date:  JUN 19, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard A. Berenson      For       For          Management
1.2   Elect Director Donald Glickman          For       For          Management
1.3   Elect Director James R. Wilen           For       For          Management
1.4   Elect Director Elizabeth A. Wolszon     For       For          Management
1.5   Elect Director John W. Van Heel         For       For          Management
2     Increase Authorized Common Stock        For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


MWI VETERINARY SUPPLY, INC.

Ticker: MWIV Security ID: 55402X105 Meeting Date: FEB 05, 2013 Meeting Type: Annual

Record Date:  DEC 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Keith E. Alessi          For       For          Management
1.2   Elect Director Bruce C. Bruckmann       For       For          Management
1.3   Elect Director James F. Cleary, Jr.     For       For          Management
1.4   Elect Director John F. McNamara         For       For          Management
1.5   Elect Director A. Craig Olson           For       For          Management
1.6   Elect Director Robert N. Rebholtz, Jr.  For       For          Management
1.7   Elect Director William J. Robison       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Approve Executive Incentive Bonus Plan For For Management


NATIONAL INSTRUMENTS CORPORATION

Ticker:       NATI           Security ID:  636518102
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James J. Truchard        For       For          Management
1.2   Elect Director John M. Berra            For       For          Management
2     Increase Authorized Common Stock        For       For          Management
3     Ratify Auditors                         For       For          Management
4     Other Business                          For       Against      Management


NICE SYSTEMS LTD.

Ticker: NICE Security ID: 653656108 Meeting Date: SEP 12, 2012 Meeting Type: Annual

Record Date:  AUG 13, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Reelect Ron Gutler as Director          For       For          Management
1.2   Reelect Joseph Atsmon as Director       For       For          Management
1.3   Reelect Rimon Ben-Shaoul as Director    For       For          Management
1.4   Reelect Yoseph Dauber as Director       For       For          Management
1.5   Reelect David Kostman as Director       For       For          Management
1.6   Elect Yehoshua (Shuki) Ehrlich as       For       For          Management
      Director
2     Approve Increase of Annual Cash Fee of  For       For          Management
      Independent Directors
3     Approve Increase of Special Annual      For       For          Management
      Cash Fee of Chairman
4     Approve Stock Option Plan Grants of     For       For          Management
      Independent Directors
5     Approve Liability Insurance of          For       For          Management
      Independent Directors
6     Approve Auditors and Authorize Board    For       For          Management
      to Fix Their Remuneration

7 Review Financial Statements for 2011 None None Management


OASIS PETROLEUM INC.

Ticker: OAS Security ID: 674215108 Meeting Date: MAY 03, 2013 Meeting Type: Annual

Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael McShane          For       For          Management
1.2   Elect Director Thomas B. Nusz           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


OXFORD INDUSTRIES, INC.

Ticker:       OXM            Security ID:  691497309
Meeting Date: JUN 19, 2013   Meeting Type: Annual
Record Date:  APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas C. Gallagher      For       For          Management
1.2   Elect Director George C. Guynn          For       For          Management
1.3   Elect Director Helen B. Weeks           For       For          Management
1.4   Elect Director E. Jenner Wood III       For       For          Management
2     Amend Executive Incentive Bonus Plan    For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


PEGASYSTEMS INC.

Ticker:       PEGA           Security ID:  705573103
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Peter Gyenes             For       For          Management
1.2   Elect Director Richard H. Jones         For       For          Management
1.3   Elect Director Steven F. Kaplan         For       For          Management
1.4   Elect Director James P. O'Halloran      For       For          Management
1.5   Elect Director Alan Trefler             For       For          Management
1.6   Elect Director Larry Weber              For       For          Management
1.7   Elect Director William W. Wyman         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


PROSPERITY BANCSHARES, INC.

Ticker: PB Security ID: 743606105 Meeting Date: APR 16, 2013 Meeting Type: Annual

Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Leah Henderson           For       For          Management
1.2   Elect Director Ned S. Holmes            For       For          Management
1.3   Elect Director David Zalman             For       For          Management
1.4   Elect Director W.R. Collier             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


RAVEN INDUSTRIES, INC.

Ticker:       RAVN           Security ID:  754212108
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jason M. Andringa        For       For          Management
1.2   Elect Director Thomas S. Everist        For       For          Management
1.3   Elect Director Mark E. Griffin          For       For          Management
1.4   Elect Director Kevin T. Kirby           For       For          Management
1.5   Elect Director Marc E. LeBaron          For       For          Management
1.6   Elect Director Cynthia H. Milligan      For       For          Management
1.7   Elect Director Daniel A. Rykhus         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


REXNORD CORPORATION

Ticker:       RXN            Security ID:  76169B102
Meeting Date: SEP 20, 2012   Meeting Type: Annual
Record Date:  JUL 23, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Todd A. Adams            For       Withhold     Management
1.2   Elect Director Laurence M. Berg         For       Withhold     Management
1.3   Elect Director George M. Sherman        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   Three     One Year     Management
                                              Years
4     Ratify Auditors                         For       For          Management


ROSETTA RESOURCES INC.

Ticker: ROSE Security ID: 777779307 Meeting Date: MAY 16, 2013 Meeting Type: Annual

Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard W. Beckler       For       For          Management
1.2   Elect Director James E. Craddock        For       For          Management
1.3   Elect Director Matthew D. Fitzgerald    For       For          Management
1.4   Elect Director Philip L. Frederickson   For       For          Management
1.5   Elect Director D. Henry Houston         For       For          Management
1.6   Elect Director Carin S. Knickel         For       For          Management
1.7   Elect Director Donald D. Patteson, Jr.  For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management


SELECT COMFORT CORPORATION

Ticker:       SCSS           Security ID:  81616X103
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael J. Harrison      For       For          Management
1.2   Elect Director Shelly R. Ibach          For       For          Management
1.3   Elect Director David T. Kollat          For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


SONIC AUTOMOTIVE, INC.

Ticker:       SAH            Security ID:  83545G102
Meeting Date: APR 17, 2013   Meeting Type: Annual
Record Date:  FEB 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director O. Bruton Smith          For       For          Management
1.2   Elect Director B. Scott Smith           For       For          Management
1.3   Elect Director David Bruton Smith       For       For          Management
1.4   Elect Director William I. Belk          For       Withhold     Management
1.5   Elect Director William R. Brooks        For       For          Management
1.6   Elect Director Victor H. Doolan         For       Withhold     Management
1.7   Elect Director Robert Heller            For       Withhold     Management
1.8   Elect Director Robert L. Rewey          For       For          Management
1.9   Elect Director David C. Vorhoff         For       Withhold     Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


TEAM HEALTH HOLDINGS, INC.

Ticker:       TMH            Security ID:  87817A107
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director H. Lynn Massingale       For       For          Management
1.2   Elect Director Neil P. Simpkins         For       For          Management
1.3   Elect Director Earl P. Holland          For       For          Management

2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Approve Executive Incentive Bonus Plan For For Management


TELEDYNE TECHNOLOGIES INCORPORATED

Ticker:       TDY            Security ID:  879360105
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Charles Crocker          For       For          Management
1.2   Elect Director Robert Mehrabian         For       For          Management
1.3   Elect Director Michael T. Smith         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


TEMPUR-PEDIC INTERNATIONAL INC.

Ticker: TPX Security ID: 88023U101 Meeting Date: MAY 22, 2013 Meeting Type: Annual Record Date: APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Evelyn S. Dilsaver       For       For          Management
1b    Elect Director Frank Doyle              For       For          Management
1c    Elect Director John A. Heil             For       For          Management
1d    Elect Director Peter K. Hoffman         For       For          Management
1e    Elect Director Sir Paul Judge           For       For          Management
1f    Elect Director Nancy F. Koehn           For       For          Management
1g    Elect Director Christopher A. Masto     For       For          Management
1h    Elect Director P. Andrews McLane        For       For          Management
1i    Elect Director Mark Sarvary             For       For          Management
1j    Elect Director Robert B. Trussell, Jr.  For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       Against      Management
4     Change Company Name to Tempur Sealy     For       For          Management
      International, Inc.
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


TEXAS CAPITAL BANCSHARES, INC.

Ticker: TCBI Security ID: 88224Q107 Meeting Date: MAY 14, 2013 Meeting Type: Annual

Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director George F. Jones, Jr.     For       For          Management
1.2   Elect Director Peter B. Bartholow       For       For          Management
1.3   Elect Director James H. Browning        For       For          Management
1.4   Elect Director Preston M. Geren, III    For       For          Management
1.5   Elect Director Frederick B. Hegi, Jr.   For       For          Management
1.6   Elect Director Larry L. Helm            For       For          Management
1.7   Elect Director James R. Holland, Jr.    For       For          Management
1.8   Elect Director W. W. McAllister, III    For       For          Management
1.9   Elect Director Elysia Holt Ragusa       For       For          Management
1.10  Elect Director Steven P. Rosenberg      For       For          Management
1.11  Elect Director Grant E. Sims            For       For          Management
1.12  Elect Director Robert W. Stallings      For       For          Management
1.13  Elect Director Dale W. Tremblay         For       For          Management
1.14  Elect Director Ian J. Turpin            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


THE CHILDREN'S PLACE RETAIL STORES, INC.

Ticker: PLCE Security ID: 168905107 Meeting Date: MAY 30, 2013 Meeting Type: Annual Record Date: APR 02, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jane Elfers              For       For          Management
1.2   Elect Director Susan Patricia Griffith  For       For          Management
1.3   Elect Director Louis Lipschitz          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation


THE MANITOWOC COMPANY, INC.

Ticker:       MTW            Security ID:  563571108
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joan K. Chow             For       For          Management
1.2   Elect Director Kenneth W. Krueger       For       For          Management
1.3   Elect Director Robert C. Stift          For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
4     Ratify Auditors                         For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


THE MIDDLEBY CORPORATION

Ticker:       MIDD           Security ID:  596278101
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Selim A. Bassoul         For       For          Management
1.2   Elect Director Robert B. Lamb           For       For          Management
1.3   Elect Director John R. Miller, III      For       For          Management
1.4   Elect Director Gordon O'Brien           For       For          Management
1.5   Elect Director Philip G. Putnam         For       For          Management
1.6   Elect Director Sabin C. Streeter        For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Require Majority Vote for the Election  For       For          Management
      of Directors
4     Ratify Auditors                         For       For          Management


THE SPECTRANETICS CORPORATION

Ticker:       SPNC           Security ID:  84760C107
Meeting Date: MAY 29, 2013   Meeting Type: Annual
Record Date:  APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Scott Drake              For       For          Management
1.2   Elect Director William C. Jennings      For       For          Management
1.3   Elect Director Joseph M. Ruggio         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


THERMON GROUP HOLDINGS, INC.

Ticker: THR Security ID: 88362T103 Meeting Date: AUG 02, 2012 Meeting Type: Annual

Record Date:  JUN 04, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Rodney L. Bingham        For       For          Management
1.2   Elect Director  Marcus J. George        For       For          Management
1.3   Elect Director Richard E. Goodrich      For       For          Management
1.4   Elect Director Kevin J. McGinty         For       For          Management
1.5   Elect Director John T. Nesser, III      For       For          Management
1.6   Elect Director Michael W. Press         For       For          Management
1.7   Elect Director Stephen A. Snider        For       For          Management
1.8   Elect Director Charles A. Sorrentino    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Approve Executive Incentive Bonus Plan For For Management


UMPQUA HOLDINGS CORPORATION

Ticker:       UMPQ           Security ID:  904214103
Meeting Date: APR 16, 2013   Meeting Type: Annual
Record Date:  FEB 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Raymond P. Davis         For       For          Management
1.2   Elect Director Peggy Y. Fowler          For       For          Management
1.3   Elect Director Stephen M. Gambee        For       For          Management
1.4   Elect Director James S. Greene          For       For          Management
1.5   Elect Director William A. Lansing       For       Against      Management
1.6   Elect Director Luis F. Machuca          For       For          Management
1.7   Elect Director Laureen E. Seeger        For       For          Management
1.8   Elect Director Dudley R. Slater         For       For          Management
1.9   Elect Director Susan F. Stevens         For       For          Management
1.10  Elect Director Hilliard C. Terry, III   For       For          Management
1.11  Elect Director Bryan L. Timm            For       For          Management
1.12  Elect Director Frank R. J. Whittaker    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management


WALTER ENERGY, INC.

Ticker: WLT Security ID: 93317Q105 Meeting Date: APR 25, 2013 Meeting Type: Proxy Contest

Record Date:  MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
      Management Proxy (White Card)           None
1.1   Elect Director David R. Beatty          For       For          Management
1.2   Elect Director Mary R. Henderson        For       For          Management
1.3   Elect Director Jerry W. Kolb            For       For          Management
1.4   Elect Director Patrick A. Kriegshauser  For       For          Management
1.5   Elect Director Joseph B. Leonard        For       For          Management
1.6   Elect Director Graham Mascall           For       For          Management
1.7   Elect Director Bernard G. Rethore       For       For          Management
1.8   Elect Director Walter J. Scheller       For       For          Management
1.9   Elect Director Michael T. Tokarz        For       For          Management
1.10  Elect Director A.J. Wagner              For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
#     Proposal                                Diss Rec  Vote Cast    Sponsor
      Dissident Proxy (Gold Card)             None
1.1   Elect Director Edward G. Scholtz        For       Did Not Vote Shareholder
1.2   Elect Director Mark H. Lochtenberg      For       Did Not Vote Shareholder
1.3   Elect Director Robert H. Stan           For       Did Not Vote Shareholder
1.4   Elect Director Lawrence M. Clark, Jr.   For       Did Not Vote Shareholder
1.5   Elect Director Julian A. Treger         For       Did Not Vote Shareholder
1.6   Management Nominee - David R. Beatty    For       Did Not Vote Shareholder
1.7   Management Nominee - Mary R. Henderson  For       Did Not Vote Shareholder
1.8   Management Nominee -  Patrick A.        For       Did Not Vote Shareholder
      Kriegshauser
1.9   Management Nominee - Graham Mascall     For       Did Not Vote Shareholder
1.10  Management Nominee - Walter J. Scheller For       Did Not Vote Shareholder
2     Advisory Vote to Ratify Named           None      Did Not Vote Management
      Executive Officers' Compensation
3     Ratify Auditors                         None      Did Not Vote Management


WESCO INTERNATIONAL, INC.

Ticker:       WCC            Security ID:  95082P105
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sandra Beach Lin         For       For          Management
1.2   Elect Director Robert J. Tarr, Jr.      For       For          Management
1.3   Elect Director Stephen A. Van Oss       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Omnibus Stock Plan                For       For          Management
5     Ratify Auditors                         For       For          Management

6 Declassify the Board of Directors Against For Shareholder


WESTPORT INNOVATIONS INC.

Ticker: WPT Security ID: 960908309 Meeting Date: APR 11, 2013 Meeting Type: Annual/Special

Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John A. Beaulieu         For       For          Management
1.2   Elect Director Warren J. Baker          For       For          Management
1.3   Elect Director M.A. (Jill) Bodkin       For       For          Management
1.4   Elect Director David R. Demers          For       For          Management
1.5   Elect Director Nancy S. Gougarty        For       For          Management
1.6   Elect Director Philip B. Hodge          For       For          Management
1.7   Elect Director Dezso J. Horvath         For       For          Management
1.8   Elect Director Douglas R. King          For       For          Management
1.9   Elect Director Albert T. Maringer       For       For          Management
1.10  Elect Director Gottfried (Guff) Muench  For       For          Management
2     Approve KPMG LLP as Auditors and        For       For          Management
      Authorize Board to Fix Their
      Remuneration
3     Re-approve Omnibus Incentive Plan       For       Against      Management


WOLVERINE WORLD WIDE, INC.

Ticker: WWW Security ID: 978097103 Meeting Date: APR 18, 2013 Meeting Type: Annual

Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jeffrey M. Boromisa      For       For          Management
1.2   Elect Director David T. Kollat          For       For          Management
1.3   Elect Director Timothy J. O'Donovan     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management


WOODWARD, INC.

Ticker:       WWD            Security ID:  980745103
Meeting Date: JAN 23, 2013   Meeting Type: Annual
Record Date:  NOV 26, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James R. Rulseh          For       For          Management
1.2   Elect Director Gregg C. Sengstack       For       For          Management
1.3   Elect Director John D. Cohn             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

======================== LKCM Small-Mid Cap Equity Fund ========================

ACI WORLDWIDE, INC.

Ticker:       ACIW           Security ID:  004498101
Meeting Date: JUN 11, 2013   Meeting Type: Annual
Record Date:  APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John D. Curtis           For       For          Management
1.2   Elect Director Philip G. Heasley        For       For          Management
1.3   Elect Director James C. McGroddy        For       For          Management
1.4   Elect Director Harlan F. Seymour        For       For          Management
1.5   Elect Director John M. Shay, Jr.        For       For          Management
1.6   Elect Director John E. Stokely          For       For          Management
1.7   Elect Director Jan H. Suwinski          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Approve Executive Incentive Bonus Plan For For Management
5 Increase Authorized Common Stock For For Management


ACTUANT CORPORATION

Ticker: ATU Security ID: 00508X203 Meeting Date: JAN 15, 2013 Meeting Type: Annual

Record Date:  NOV 15, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert C. Arzbaecher     For       For          Management
1.2   Elect Director Gurminder S. Bedi        For       For          Management
1.3   Elect Director Gustav H.P. Boel         For       For          Management
1.4   Elect Director Thomas J. Fischer        For       For          Management
1.5   Elect Director William K. Hall          For       For          Management
1.6   Elect Director R. Alan Hunter, Jr.      For       For          Management
1.7   Elect Director Robert A. Peterson       For       For          Management
1.8   Elect Director Holly A. Van Deursen     For       For          Management
1.9   Elect Director Dennis K. Williams       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Executive Incentive Bonus Plan    For       For          Management
5     Ratify Auditors                         For       For          Management


AFFILIATED MANAGERS GROUP, INC.

Ticker: AMG Security ID: 008252108 Meeting Date: JUN 11, 2013 Meeting Type: Annual Record Date: APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Samuel T. Byrne          For       For          Management
1b    Elect Director Dwight D. Churchill      For       For          Management
1c    Elect Director Sean M. Healey           For       For          Management
1d    Elect Director Harold J. Meyerman       For       For          Management
1e    Elect Director William J. Nutt          For       For          Management
1f    Elect Director Tracy P. Palandjian      For       For          Management
1g    Elect Director Rita M. Rodriguez        For       For          Management
1h    Elect Director Patrick T. Ryan          For       For          Management
1i    Elect Director Jide J. Zeitlin          For       For          Management
2     Approve Restricted Stock Plan           For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


AKAMAI TECHNOLOGIES, INC.

Ticker:       AKAM           Security ID:  00971T101
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Pamela J. Craig          For       For          Management
1.2   Elect Director F. Thomson Leighton      For       For          Management
1.3   Elect Director Paul Sagan               For       For          Management
1.4   Elect Director Naomi O. Seligman        For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3a    Declassify the Board of Directors       For       For          Management
3b    Amend Certificate of Incorporation to   For       For          Management
      Provide Directors May be Removed With
      or Without Cause
3c    Reduce Supermajority Vote Requirement   For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Ratify Auditors                         For       For          Management


AKORN, INC.

Ticker: AKRX Security ID: 009728106 Meeting Date: MAY 03, 2013 Meeting Type: Annual

Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John N.  Kapoor          For       For          Management
1.2   Elect Director Ronald M.  Johnson       For       For          Management
1.3   Elect Director Brian Tambi              For       For          Management
1.4   Elect Director Steven J. Meyer          For       For          Management
1.5   Elect Director Alan Weinstein           For       For          Management
1.6   Elect Director Kenneth S. Abramowitz    For       For          Management
1.7   Elect Director Adrienne L. Graves       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


ALLEGHENY TECHNOLOGIES INCORPORATED

Ticker:       ATI            Security ID:  01741R102
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard J. Harshman      For       For          Management
1.2   Elect Director Carolyn Corvi            For       For          Management
1.3   Elect Director Barbara S. Jeremiah      For       For          Management
1.4   Elect Director John D. Turner           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


AMTRUST FINANCIAL SERVICES, INC.

Ticker:       AFSI           Security ID:  032359309
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Donald T. DeCarlo        For       For          Management
1.2   Elect Director Susan C. Fisch           For       For          Management
1.3   Elect Director Abraham Gulkowitz        For       For          Management
1.4   Elect Director George Karfunkel         For       For          Management
1.5   Elect Director Michael Karfunkel        For       Withhold     Management
1.6   Elect Director Jay J. Miller            For       For          Management
1.7   Elect Director Barry D. Zyskind         For       For          Management

2 Ratify Auditors For For Management
3 Increase Authorized Common Stock For For Management


ANSYS, INC.

Ticker:       ANSS           Security ID:  03662Q105
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ronald W. Hovsepian      For       For          Management
1.2   Elect Director Michael C. Thurk         For       For          Management
1.3   Elect Director Barbara V. Scherer       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


ARMSTRONG WORLD INDUSTRIES, INC.

Ticker: AWI Security ID: 04247X102 Meeting Date: JUN 21, 2013 Meeting Type: Annual

Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stan A. Askren           For       For          Management
1.2   Elect Director Kevin R. Burns           For       For          Management
1.3   Elect Director Matthew J. Espe          For       For          Management
1.4   Elect Director James J. Gaffney         For       For          Management
1.5   Elect Director Tao Huang                For       For          Management
1.6   Elect Director Michael F. Johnston      For       For          Management
1.7   Elect Director Jeffrey Liaw             For       For          Management
1.8   Elect Director  Larry S. McWilliams     For       For          Management
1.9   Elect Director James C. Melville        For       For          Management
1.10  Elect Director James J. O'Connor        For       For          Management
1.11  Elect Director John J. Roberts          For       For          Management
1.12  Elect Director Richard E. Wenz          For       For          Management
2     Ratify Auditors                         For       For          Management


ASPEN TECHNOLOGY, INC.

Ticker: AZPN Security ID: 045327103 Meeting Date: DEC 06, 2012 Meeting Type: Annual

Record Date:  OCT 15, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark E. Fusco            For       For          Management
1.2   Elect Director Gary E. Haroian          For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


BE AEROSPACE, INC.

Ticker: BEAV Security ID: 073302101 Meeting Date: JUL 25, 2012 Meeting Type: Annual

Record Date:  MAY 29, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard G. Hamermesh     For       For          Management
1.2   Elect Director Amin J. Khoury           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Change Company Name                     For       For          Management
4     Ratify Auditors                         For       For          Management
5     Amend Omnibus Stock Plan                For       For          Management


BEACON ROOFING SUPPLY, INC.

Ticker:       BECN           Security ID:  073685109
Meeting Date: FEB 13, 2013   Meeting Type: Annual
Record Date:  DEC 17, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert R. Buck           For       For          Management
1.2   Elect Director Paul M. Isabella         For       For          Management
1.3   Elect Director Richard W. Frost         For       For          Management
1.4   Elect Director James J. Gaffney         For       For          Management
1.5   Elect Director Peter M. Gotsch          For       For          Management
1.6   Elect Director Neil S. Novich           For       For          Management
1.7   Elect Director Stuart A. Randle         For       For          Management
1.8   Elect Director Wilson B. Sexton         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


BELDEN INC.

Ticker:       BDC            Security ID:  077454106
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David Aldrich            For       For          Management
1.2   Elect Director Lance C. Balk            For       For          Management
1.3   Elect Director Judy L. Brown            For       For          Management
1.4   Elect Director Bryan C. Cressey         For       For          Management
1.5   Elect Director Glenn Kalnasy            For       For          Management
1.6   Elect Director George Minnich           For       For          Management
1.7   Elect Director John M. Monter           For       For          Management
1.8   Elect Director John S. Stroup           For       For          Management
1.9   Elect Director Dean Yoost               For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Executive Incentive Bonus Plan    For       For          Management


CARPENTER TECHNOLOGY CORPORATION

Ticker:       CRS            Security ID:  144285103
Meeting Date: OCT 08, 2012   Meeting Type: Annual
Record Date:  AUG 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Carl G. Anderson, Jr.    For       For          Management
1.2   Elect Director Philip M. Anderson       For       For          Management
1.3   Elect Director Jeffrey Wadsworth        For       For          Management
1.4   Elect Director William A. Wulfsohn      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CATALYST HEALTH SOLUTIONS, INC.

Ticker: CHSI Security ID: 14888B103 Meeting Date: JUL 02, 2012 Meeting Type: Special Record Date: MAY 31, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Merger Agreement                For       For          Management
2     Advisory Vote on Golden Parachutes      For       For          Management
3     Adjourn Meeting                         For       For          Management


CIENA CORPORATION

Ticker: CIEN Security ID: 171779309 Meeting Date: MAR 20, 2013 Meeting Type: Annual Record Date: JAN 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Lawton W. Fitt           For       For          Management
1b    Elect Director Patrick H. Nettles       For       For          Management
1c    Elect Director Michael J. Rowny         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CINEMARK HOLDINGS, INC.

Ticker: CNK Security ID: 17243V102 Meeting Date: MAY 23, 2013 Meeting Type: Annual

Record Date:  APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Benjamin D. Chereskin    For       For          Management
1.2   Elect Director Lee Roy Mitchell         For       For          Management
1.3   Elect Director Raymond W. Syufy         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Amend Executive Incentive Bonus Plan    For       For          Management


CIRRUS LOGIC, INC.

Ticker:       CRUS           Security ID:  172755100
Meeting Date: JUL 26, 2012   Meeting Type: Annual
Record Date:  MAY 29, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John C. Carter           For       For          Management
1.2   Elect Director Timothy R. Dehne         For       For          Management
1.3   Elect Director Jason P. Rhode           For       For          Management
1.4   Elect Director Alan R. Schuele          For       For          Management
1.5   Elect Director William D. Sherman       For       For          Management
1.6   Elect Director Susan Wang               For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


COMERICA INCORPORATED

Ticker: CMA Security ID: 200340107 Meeting Date: APR 23, 2013 Meeting Type: Annual

Record Date:  FEB 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ralph W. Babb, Jr.       For       For          Management
1.2   Elect Director Roger A. Cregg           For       For          Management
1.3   Elect Director T. Kevin DeNicola        For       For          Management
1.4   Elect Director Jacqueline P. Kane       For       For          Management
1.5   Elect Director Richard G. Lindner       For       For          Management
1.6   Elect Director Alfred A. Piergallini    For       For          Management
1.7   Elect Director Robert S. Taubman        For       For          Management
1.8   Elect Director Reginald M. Turner, Jr.  For       For          Management
1.9   Elect Director Nina G. Vaca             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation


DENTSPLY INTERNATIONAL INC.

Ticker: XRAY Security ID: 249030107 Meeting Date: MAY 22, 2013 Meeting Type: Annual Record Date: MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Paula H. Cholmondeley    For       For          Management
1b    Elect Director Michael J. Coleman       For       For          Management
1c    Elect Director John C. Miles, II        For       For          Management
1d    Elect Director John L. Miclot           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management

5 Report on Political Contributions Against For Shareholder


DRIL-QUIP, INC.

Ticker:       DRQ            Security ID:  262037104
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alexander P. Shukis      For       For          Management
1.2   Elect Director Terence B. Jupp          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


FIFTH & PACIFIC COMPANIES, INC.

Ticker: FNP Security ID: 316645100 Meeting Date: MAY 14, 2013 Meeting Type: Annual

Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Bernard W. Aronson       For       For          Management
1.2   Elect Director Lawrence S. Benjamin     For       For          Management
1.3   Elect Director Raul J. Fernandez        For       For          Management
1.4   Elect Director Kenneth B. Gilman        For       For          Management
1.5   Elect Director Nancy J. Karch           For       For          Management
1.6   Elect Director Kenneth P. Kopelman      For       For          Management
1.7   Elect Director Kay Koplovitz            For       For          Management
1.8   Elect Director Arthur C. Martinez       For       For          Management
1.9   Elect Director William L. McComb        For       For          Management
1.10  Elect Director Doreen A. Toben          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management

5 Provide Right to Act by Written Consent For For Management


FIRST CASH FINANCIAL SERVICES, INC.

Ticker: FCFS Security ID: 31942D107 Meeting Date: JUN 12, 2013 Meeting Type: Annual Record Date: APR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Jorge Montano            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


FIRST HORIZON NATIONAL CORPORATION

Ticker: FHN Security ID: 320517105 Meeting Date: MAY 02, 2013 Meeting Type: Annual

Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert B. Carter         For       For          Management
1.2   Elect Director John C. Compton          For       For          Management
1.3   Elect Director Mark A. Emkes            For       For          Management
1.4   Elect Director Corydon J. Gilchrist     For       For          Management
1.5   Elect Director Vicky B. Gregg           For       For          Management
1.6   Elect Director D. Bryan Jordan          For       For          Management
1.7   Elect Director R. Brad Martin           For       For          Management
1.8   Elect Director Scott M. Niswonger       For       For          Management
1.9   Elect Director Vicki R. Palmer          For       For          Management
1.10  Elect Director Colin V. Reed            For       For          Management
1.11  Elect Director Luke Yancy, III          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


FMC CORPORATION

Ticker:       FMC            Security ID:  302491303
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  FEB 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Pierre Brondeau          For       For          Management
1.2   Elect Director Dirk A. Kempthorne       For       For          Management
1.3   Elect Director Robert C. Pallash        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management


GROUP 1 AUTOMOTIVE, INC.

Ticker:       GPI            Security ID:  398905109
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John L. Adams            For       For          Management
1.2   Elect Director J. Terry Strange         For       For          Management
1.3   Elect Director Max P. Watson, Jr.       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


GUESS?, INC.

Ticker: GES Security ID: 401617105 Meeting Date: JUN 27, 2013 Meeting Type: Annual

Record Date:  MAY 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Anthony Chidoni          For       Withhold     Management
1.2   Elect Director Paul Marciano            For       For          Management
2     Ratify Auditors                         For       For          Management


HEXCEL CORPORATION

Ticker:       HXL            Security ID:  428291108
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David E. Berges          For       For          Management
1.2   Elect Director Joel S. Beckman          For       For          Management
1.3   Elect Director Lynn Brubaker            For       For          Management
1.4   Elect Director Jeffrey C. Campbell      For       For          Management
1.5   Elect Director Sandra L. Derickson      For       For          Management
1.6   Elect Director W. Kim Foster            For       For          Management
1.7   Elect Director Thomas A. Gendron        For       For          Management
1.8   Elect Director Jeffrey A. Graves        For       For          Management
1.9   Elect Director David C. Hill            For       For          Management
1.10  Elect Director David L. Pugh            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management


KIRBY CORPORATION

Ticker: KEX Security ID: 497266106 Meeting Date: APR 23, 2013 Meeting Type: Annual Record Date: MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. Sean Day              For       For          Management
1.2   Elect Director William M. Lamont, Jr.   For       For          Management
1.3   Elect Director William M. Waterman      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


KODIAK OIL & GAS CORP.

Ticker:       KOG            Security ID:  50015Q100
Meeting Date: JUN 19, 2013   Meeting Type: Annual
Record Date:  MAY 09, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Lynn A. Peterson         For       For          Management
1.2   Elect Director James E. Catlin          For       For          Management
1.3   Elect Director Rodney D. Knutson        For       For          Management
1.4   Elect Director Herrick K. Lidstone, Jr. For       For          Management
1.5   Elect Director William J. Krysiak       For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


LKQ CORPORATION

Ticker:       LKQ            Security ID:  501889208
Meeting Date: MAY 06, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director A. Clinton Allen         For       For          Management
1.2   Elect Director Kevin F. Flynn           For       For          Management
1.3   Elect Director Ronald G. Foster         For       For          Management
1.4   Elect Director Joseph M. Holsten        For       For          Management
1.5   Elect Director Blythe J. McGarvie       For       For          Management
1.6   Elect Director Paul M. Meister          For       For          Management
1.7   Elect Director John F. O'Brien          For       For          Management
1.8   Elect Director Guhan Subramanian        For       For          Management
1.9   Elect Director Robert L. Wagman         For       For          Management
1.10  Elect Director William M. Webster, IV   For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Increase Authorized Common Stock        For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


MRC GLOBAL INC.

Ticker: MRC Security ID: 55345K103 Meeting Date: MAY 08, 2013 Meeting Type: Annual

Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Andrew R. Lane           For       Abstain      Management
1.2   Elect Director Leonard M. Anthony       For       For          Management
1.3   Elect Director Rhys J. Best             For       Abstain      Management
1.4   Elect Director Peter C. Boylan, III     For       Abstain      Management
1.5   Elect Director Henry Cornell            For       Abstain      Management
1.6   Elect Director Christopher A.S.         For       Abstain      Management
      Crampton
1.7   Elect Director John F.X. Daly           For       Abstain      Management
1.8   Elect Director Craig Ketchum            For       Abstain      Management
1.9   Elect Director Gerard P. Krans          For       Abstain      Management
1.10  Elect Director Cornelis A. Linse        For       For          Management
1.11  Elect Director John A. Perkins          For       For          Management
1.12  Elect Director H.B. Wehrle, III         For       Abstain      Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation

3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify Auditors For For Management


MWI VETERINARY SUPPLY, INC.

Ticker: MWIV Security ID: 55402X105 Meeting Date: FEB 05, 2013 Meeting Type: Annual

Record Date:  DEC 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Keith E. Alessi          For       For          Management
1.2   Elect Director Bruce C. Bruckmann       For       For          Management
1.3   Elect Director James F. Cleary, Jr.     For       For          Management
1.4   Elect Director John F. McNamara         For       For          Management
1.5   Elect Director A. Craig Olson           For       For          Management
1.6   Elect Director Robert N. Rebholtz, Jr.  For       For          Management
1.7   Elect Director William J. Robison       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Approve Executive Incentive Bonus Plan For For Management


NATIONAL INSTRUMENTS CORPORATION

Ticker:       NATI           Security ID:  636518102
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James J. Truchard        For       For          Management
1.2   Elect Director John M. Berra            For       For          Management
2     Increase Authorized Common Stock        For       For          Management
3     Ratify Auditors                         For       For          Management
4     Other Business                          For       Against      Management


NICE SYSTEMS LTD.

Ticker: NICE Security ID: 653656108 Meeting Date: SEP 12, 2012 Meeting Type: Annual

Record Date:  AUG 13, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Reelect Ron Gutler as Director          For       For          Management
1.2   Reelect Joseph Atsmon as Director       For       For          Management
1.3   Reelect Rimon Ben-Shaoul as Director    For       For          Management
1.4   Reelect Yoseph Dauber as Director       For       For          Management
1.5   Reelect David Kostman as Director       For       For          Management
1.6   Elect Yehoshua (Shuki) Ehrlich as       For       For          Management
      Director
2     Approve Increase of Annual Cash Fee of  For       For          Management
      Independent Directors
3     Approve Increase of Special Annual      For       For          Management
      Cash Fee of Chairman
4     Approve Stock Option Plan Grants of     For       For          Management
      Independent Directors
5     Approve Liability Insurance of          For       For          Management
      Independent Directors
6     Approve Auditors and Authorize Board    For       For          Management
      to Fix Their Remuneration

7 Review Financial Statements for 2011 None None Management


NUANCE COMMUNICATIONS, INC.

Ticker: NUAN Security ID: 67020Y100 Meeting Date: JAN 25, 2013 Meeting Type: Annual Record Date: DEC 04, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Paul A. Ricci            For       For          Management
1b    Elect Director Robert G. Teresi         For       For          Management
1c    Elect Director Robert J. Frankenberg    For       For          Management
1d    Elect Director Katharine A. Martin      For       For          Management
1e    Elect Director Patrick T. Hackett       For       For          Management
1f    Elect Director William H. Janeway       For       For          Management
1g    Elect Director Mark B. Myers            For       For          Management
1h    Elect Director Philip J. Quigley        For       For          Management
1i    Elect Director Mark R. Laret            For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


OASIS PETROLEUM INC.

Ticker: OAS Security ID: 674215108 Meeting Date: MAY 03, 2013 Meeting Type: Annual

Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael McShane          For       For          Management
1.2   Elect Director Thomas B. Nusz           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


POLARIS INDUSTRIES INC.

Ticker:       PII            Security ID:  731068102
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Brian C. Cornell         For       For          Management
1.2   Elect Director Bernd F. Kessler         For       For          Management
1.3   Elect Director Scott W. Wine            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


PROSPERITY BANCSHARES, INC.

Ticker: PB Security ID: 743606105 Meeting Date: APR 16, 2013 Meeting Type: Annual

Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Leah Henderson           For       For          Management
1.2   Elect Director Ned S. Holmes            For       For          Management
1.3   Elect Director David Zalman             For       For          Management
1.4   Elect Director W.R. Collier             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


REALOGY HOLDINGS CORP.

Ticker:       RLGY           Security ID:  75605Y106
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director V. Ann Hailey            For       For          Management
1.2   Elect Director M. Ali Rashid            For       Withhold     Management
1.3   Elect Director Brett White              For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation

3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify Auditors For For Management


REXNORD CORPORATION

Ticker:       RXN            Security ID:  76169B102
Meeting Date: SEP 20, 2012   Meeting Type: Annual
Record Date:  JUL 23, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Todd A. Adams            For       Withhold     Management
1.2   Elect Director Laurence M. Berg         For       Withhold     Management
1.3   Elect Director George M. Sherman        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   Three     One Year     Management
                                              Years
4     Ratify Auditors                         For       For          Management


ROSETTA RESOURCES INC.

Ticker: ROSE Security ID: 777779307 Meeting Date: MAY 16, 2013 Meeting Type: Annual

Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard W. Beckler       For       For          Management
1.2   Elect Director James E. Craddock        For       For          Management
1.3   Elect Director Matthew D. Fitzgerald    For       For          Management
1.4   Elect Director Philip L. Frederickson   For       For          Management
1.5   Elect Director D. Henry Houston         For       For          Management
1.6   Elect Director Carin S. Knickel         For       For          Management
1.7   Elect Director Donald D. Patteson, Jr.  For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management


SELECT COMFORT CORPORATION

Ticker:       SCSS           Security ID:  81616X103
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael J. Harrison      For       For          Management
1.2   Elect Director Shelly R. Ibach          For       For          Management
1.3   Elect Director David T. Kollat          For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


TEAM HEALTH HOLDINGS, INC.

Ticker:       TMH            Security ID:  87817A107
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director H. Lynn Massingale       For       For          Management
1.2   Elect Director Neil P. Simpkins         For       For          Management
1.3   Elect Director Earl P. Holland          For       For          Management

2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Approve Executive Incentive Bonus Plan For For Management


TEXAS CAPITAL BANCSHARES, INC.

Ticker: TCBI Security ID: 88224Q107 Meeting Date: MAY 14, 2013 Meeting Type: Annual

Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director George F. Jones, Jr.     For       For          Management
1.2   Elect Director Peter B. Bartholow       For       For          Management
1.3   Elect Director James H. Browning        For       For          Management
1.4   Elect Director Preston M. Geren, III    For       For          Management
1.5   Elect Director Frederick B. Hegi, Jr.   For       For          Management
1.6   Elect Director Larry L. Helm            For       For          Management
1.7   Elect Director James R. Holland, Jr.    For       For          Management
1.8   Elect Director W. W. McAllister, III    For       For          Management
1.9   Elect Director Elysia Holt Ragusa       For       For          Management
1.10  Elect Director Steven P. Rosenberg      For       For          Management
1.11  Elect Director Grant E. Sims            For       For          Management
1.12  Elect Director Robert W. Stallings      For       For          Management
1.13  Elect Director Dale W. Tremblay         For       For          Management
1.14  Elect Director Ian J. Turpin            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


THE MIDDLEBY CORPORATION

Ticker:       MIDD           Security ID:  596278101
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Selim A. Bassoul         For       For          Management
1.2   Elect Director Robert B. Lamb           For       For          Management
1.3   Elect Director John R. Miller, III      For       For          Management
1.4   Elect Director Gordon O'Brien           For       For          Management
1.5   Elect Director Philip G. Putnam         For       For          Management
1.6   Elect Director Sabin C. Streeter        For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Require Majority Vote for the Election  For       For          Management
      of Directors
4     Ratify Auditors                         For       For          Management


TIBCO SOFTWARE INC.

Ticker:       TIBX           Security ID:  88632Q103
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Vivek Y. Ranadive        For       For          Management
1.2   Elect Director Nanci E. Caldwell        For       For          Management
1.3   Elect Director Eric C.W. Dunn           For       For          Management
1.4   Elect Director Narendra K. Gupta        For       For          Management
1.5   Elect Director Peter J. Job             For       For          Management
1.6   Elect Director Philip K. Wood           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


TRACTOR SUPPLY COMPANY

Ticker:       TSCO           Security ID:  892356106
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James F. Wright          For       For          Management
1.2   Elect Director Johnston C. Adams        For       For          Management
1.3   Elect Director Peter D. Bewley          For       For          Management
1.4   Elect Director Jack C. Bingleman        For       For          Management
1.5   Elect Director Richard W. Frost         For       For          Management
1.6   Elect Director Cynthia T. Jamison       For       For          Management
1.7   Elect Director George MacKenzie         For       For          Management
1.8   Elect Director Edna K. Morris           For       For          Management
1.9   Elect Director Gregory A. Sandfort      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


TRIMBLE NAVIGATION LIMITED

Ticker:       TRMB           Security ID:  896239100
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steven W. Berglund       For       For          Management
1.2   Elect Director John B. Goodrich         For       For          Management
1.3   Elect Director William Hart             For       For          Management
1.4   Elect Director Merit E. Janow           For       For          Management
1.5   Elect Director Ulf J. Johansson         For       For          Management
1.6   Elect Director Ronald S. Nersesian      For       For          Management
1.7   Elect Director Mark S. Peek             For       For          Management
1.8   Elect Director Nickolas W. Vande Steeg  For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


VALMONT INDUSTRIES, INC.

Ticker:       VMI            Security ID:  920253101
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kaj den Daas             For       For          Management
1.2   Elect Director James B. Milliken        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

3 Approve Omnibus Stock Plan For For Management
4 Approve Executive Incentive Bonus Plan For For Management
5 Ratify Auditors For For Management


VULCAN MATERIALS COMPANY

Ticker: VMC Security ID: 929160109 Meeting Date: MAY 10, 2013 Meeting Type: Annual Record Date: MAR 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Douglas J. McGregor      For       For          Management
1.2   Elect Director Lee J. Styslinger, III   For       For          Management
1.3   Elect Director Vincent J. Trosino       For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Eliminate Supermajority Vote            For       For          Management
      Requirement
5     Declassify the Board of Directors       For       For          Management

6 Require Independent Board Chairman Against For Shareholder


WESCO INTERNATIONAL, INC.

Ticker:       WCC            Security ID:  95082P105
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sandra Beach Lin         For       For          Management
1.2   Elect Director Robert J. Tarr, Jr.      For       For          Management
1.3   Elect Director Stephen A. Van Oss       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Omnibus Stock Plan                For       For          Management
5     Ratify Auditors                         For       For          Management

6 Declassify the Board of Directors Against For Shareholder


WESTPORT INNOVATIONS INC.

Ticker: WPT Security ID: 960908309 Meeting Date: APR 11, 2013 Meeting Type: Annual/Special

Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John A. Beaulieu         For       For          Management
1.2   Elect Director Warren J. Baker          For       For          Management
1.3   Elect Director M.A. (Jill) Bodkin       For       For          Management
1.4   Elect Director David R. Demers          For       For          Management
1.5   Elect Director Nancy S. Gougarty        For       For          Management
1.6   Elect Director Philip B. Hodge          For       For          Management
1.7   Elect Director Dezso J. Horvath         For       For          Management
1.8   Elect Director Douglas R. King          For       For          Management
1.9   Elect Director Albert T. Maringer       For       For          Management
1.10  Elect Director Gottfried (Guff) Muench  For       For          Management
2     Approve KPMG LLP as Auditors and        For       For          Management
      Authorize Board to Fix Their
      Remuneration
3     Re-approve Omnibus Incentive Plan       For       Against      Management


WOLVERINE WORLD WIDE, INC.

Ticker: WWW Security ID: 978097103 Meeting Date: APR 18, 2013 Meeting Type: Annual

Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jeffrey M. Boromisa      For       For          Management
1.2   Elect Director David T. Kollat          For       For          Management
1.3   Elect Director Timothy J. O'Donovan     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management

========================== LKCM FIXED INCOME FUND ==========================

There is no proxy voting activity for the Fund, as the Fund did not hold any votable positions during the reporting period.

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

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) LKCM Funds

By (Signature and Title) /s/ J. Luther King, Jr.
                         J. Luther King, Jr.
                         Principal Executive Officer

Date August 5, 2013

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