UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-PX
Investment Company Act File No. 811-09235
First Trust Value Line(R) Dividend Fund
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Exact Name of Registrant as Specified in Declaration of Trust
1001 Warrenville Road, Suite 300, Lisle, Illinois 60532
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Address of Principal Executive Offices (Number, Street, City, State, Zip Code)
W. Scott Jardine
First Trust Portfolios L.P.
1001 Warrenville Road, Suite 300
Lisle, Illinois 60532
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Name and Address (Number, Street, City, State, Zip Code) of Agent for Service
(630) 241-4141
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Registrant's Telephone Number, including Area Code
Date of fiscal year end: December 31
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Date of reporting period: July 1, 2004 - June 30, 2005
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Form N-PX is to be used by a registered management investment company, other
than a small business investment company registered on Form N-5 (ss.ss. 239.24
and 274.5 of this chapter), to file reports with the Commission, not later than
August 31 of each year, containing the registrant's proxy voting record for the
most recent twelve-month period ended June 30, pursuant to section 30 of the
Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4).
The Commission may use the information provided on Form N-PX in its regulatory,
disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and
the Commission will make this information public. A registrant is not required
to respond to the collection of information contained in Form N-PX unless the
Form displays a currently valid Office of Management and Budget ("OMB") control
number. Please direct comments concerning the accuracy of the information
collection burden estimate and any suggestions for reducing the burden to the
Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington
D.C. 20549. The OMB has reviewed this collection of information under the
clearance requirements of 44 U.S.C. ss. 3507.
Item 1. Proxy Voting Record
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
08/05/04 - A Universal Corp. *UVV* 913456109 06/22/04
1 Elect Directors For For Mgmt
2 Amend Executive Incentive Bonus Plan For For Mgmt
08/12/04 - A The J. M. Smucker Co. *SJM* 832696405 06/14/04
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Amend Non-Employee Director Stock Option For For Mgmt
Plan
4 Adjourn Meeting For Against Mgmt
08/23/04 - S Charter One Financial, Inc. *CF* 160903100 07/01/04
1 Approve Merger Agreement For For Mgmt
2 Adjourn Meeting For Against Mgmt
08/31/04 - S North Fork Bancorporation, Inc. *NFB* 659424105 07/23/04
1 Approve Merger Agreement For For Mgmt
09/08/04 - A H. J. Heinz Co. *HNZ* 423074103 06/03/04
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
09/15/04 - S National Commerce Financial 63545P104 07/30/04
Corporation *NCF*
1 Approve Merger Agreement For For Mgmt
2 Adjourn Meeting For Against Mgmt
09/15/04 - S SunTrust Banks, Inc. *STI* 867914103 07/30/04
1 Approve Merger Agreement For For Mgmt
2 Adjourn Meeting For Against Mgmt
09/23/04 - A Conagra Foods Inc. *CAG* 205887102 07/26/04
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Approve Executive Incentive Bonus Plan For For Mgmt
4 Limit Awards to Executives Against Against ShrHoldr
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
09/27/04 - A General Mills, Inc. *GIS* 370334104 07/29/04
1 Elect Directors For Split Mgmt
1.1 Elect Director Stephen R. Demeritt For For
1.2 Elect Director Livio D. Desimone For For
1.3 Elect Director William T. Esrey For For
1.4 Elect Director Raymond V. Gilmartin For For
1.5 Elect Director Judith R. Hope For For
1.6 Elect Director Robert L. Johnson For Withhold
1.7 Elect Director Heidi G. Miller For For
1.8 Elect Director H. Ochoa-Brillembourg For For
1.9 Elect Director Michael D. Rose For For
1.10 Elect Director Stephen W. Sanger For For
1.11 Elect Director A. Michael Spence For For
1.12 Elect Director Dorothy A. Terrell For For
2 Ratify Auditors For For Mgmt
3 Establish Range For Board Size For For Mgmt
10/07/04 - A Telecom Corp. Of New Zealand *NZT* 879278208 09/09/04
Meeting for Holders of ADRs
1 To authorise the directors to fix the For For Mgmt
remuneration of the auditors.
2 To re-elect Mr. Mcgeoch as a director. For For Mgmt
3 To re-elect Mr. Tyler as a director. For For Mgmt
4 To re-elect Mr. Boyd as a director. For For Mgmt
5 To re-elect Mr. Mcleod as a director. For For Mgmt
6 To approve the amendments to the For For Mgmt
constitution as set out in the annexure to
the explanatory notes accompanying the
notice of meeting.
10/12/04 - A The Procter & Gamble Company *PG* 742718109 07/30/04
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Increase Authorized Common Stock For For Mgmt
4 Declassify the Board of Directors Against For Mgmt
5 Implement/ Report on Animal Welfare Against Against ShrHoldr
Standards
10/28/04 - A Sara Lee Corp. *SLE* 803111103 09/01/04
1 Elect Directors For Split Mgmt
1.1 Elect Director Brenda C. Barnes For For
1.2 Elect Director J.T. Battenberg III For Withhold
1.3 Elect Director Charles W. Coker For Withhold
1.4 Elect Director James S. Crown For Withhold
1.5 Elect Director Willie D. Davis For Withhold
1.6 Elect Director Vernon E. Jordan, Jr. For Withhold
1.7 Elect Director Laurette T. Koellner For Withhold
1.8 Elect Director Cornelis J.A. van Lede For Withhold
1.9 Elect Director Joan D. Manley For Withhold
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
1.10 Elect Director C. Steven McMillan For Withhold
1.11 Elect Director Sir Ian Prosser For Withhold
1.12 Elect Director Rozanne L. Ridgway For Withhold
1.13 Elect Director Richard L. Thomas For Withhold
2 Ratify Auditors For For Mgmt
3 Report on Charitable Contributions Against Against ShrHoldr
10/28/04 - S SouthTrust Corp. *SOTR* 844730101 09/21/04
1 Approve Merger Agreement For For Mgmt
11/15/04 - A Lancaster Colony Corp. *LANC* 513847103 09/17/04
1 Elect Directors For For Mgmt
11/17/04 - A The Clorox Company *CLX* 189054109 09/20/04
1 Elect Directors For For Mgmt
2 Approve Outside Director Stock For For Mgmt
Awards/Options in Lieu of Cash
3 Ratify Auditors For For Mgmt
11/18/04 - A Campbell Soup Co. *CPB* 134429109 09/21/04
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Amend Executive Incentive Bonus Plan For For Mgmt
01/19/05 - A New Jersey Resources Corp. *NJR* 646025106 12/10/04
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
01/19/05 - A Washington Federal, Inc. *WFSL* 938824109 11/26/04
1 Elect Directors For Split Mgmt
1.1 Elect Director Anna C. Johnson For For
1.2 Elect Director Thomas F. Kenney For For
1.3 Elect Director Charles R. Richmond For Withhold
2 Increase Authorized Common Stock For Against Mgmt
3 Ratify Auditors For For Mgmt
01/25/05 - A Capitol Federal Financial *CFFN* 14057C106 12/03/04
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
01/27/05 - A Ashland Inc. *ASH* 044204105 11/22/04
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
02/01/05 - A Emerson Electric Co. *EMR* 291011104 11/24/04
1 Elect Directors For For Mgmt
2 Approve Non-Employee Director Restricted For For Mgmt
Stock Plan
3 Approve Executive Incentive Bonus Plan For For Mgmt
4 Ratify Auditors For For Mgmt
5 Amend Equal Employment Policy Regarding Against For ShrHoldr
Sexual Orientation
02/10/05 - A Hillenbrand Industries, Inc. *HB* 431573104 12/17/04
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
02/17/05 - A National Fuel Gas Co. *NFG* 636180101 12/20/04
1 Elect Directors For Split Mgmt
1.1 Elect Director Robert T. Brady For Withhold
1.2 Elect Director Rolland E. Kidder For Withhold
1.3 Elect Director Richard G. Reiten For For
1.4 Elect Director Craig G. Matthews For For
2 Ratify Auditors For For Mgmt
3 Amend Articles For Against Mgmt
4 Limit Executive Compensation Against Against ShrHoldr
02/22/05 - A Bank Of Montreal *BMO.* 063671101 01/05/05
Management Proposals
1 Elect Directors For For Mgmt
2 Ratify KPMG LLP as Auditors For For Mgmt
Shareholder Proposals
3 Establish Term Limits for Directors Against Against ShrHoldr
4 Provide for Cumulative Voting Against Against ShrHoldr
5 Replace Executive Stock Option Plan With Against Against ShrHoldr
Restricted Share Plan
6 Close Subsidiaries in Tax Havens Against Against ShrHoldr
7 Fix a Maximum Wage Ceiling for Senior Against Against ShrHoldr
Executives
8 Require At Least 75 Percent Support For Against Against ShrHoldr
Director Candidates To Be Elected
9 Require the Resignation of Directors Who Against Against ShrHoldr
Change Their Principal Occupation
10 Provide Fairness in Credit-Card Operating Against Against ShrHoldr
Policies
02/23/05 - A UGI Corp. *UGI* 902681105 12/10/04
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
02/23/05 - A WGL Holdings, Inc. *WGL* 92924F106 01/04/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Provide for Cumulative Voting Against For ShrHoldr
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
02/24/05 - A Canadian Imperial Bank Of Commerce 136069101 01/06/05
(Cibc) *CM.*
Management Proposals
1 Ratify Ernst & Young LLP as Auditors For For Mgmt
2 Elect Directors For For Mgmt
Shareholder Proposals
3 Close Bank Branches in Tax Havens Against Against ShrHoldr
4 Fix a Maximum Wage Ceiling for Senior Against Against ShrHoldr
Executives
5 Establish Term Limits for Directors Against Against ShrHoldr
6 Provide for Cumulative Voting Against Against ShrHoldr
7 Replace Executive Stock Option Plan With Against Against ShrHoldr
Restricted Share Plan
8 Require At Least 75 Percent Support For Against Against ShrHoldr
Director Candidates To Be Elected
9 Require the Resignation of Directors Who Against Against ShrHoldr
Change Their Principal Occupation
02/25/05 - A Peoples Energy Corp. *PGL* 711030106 12/31/04
1 Elect Directors For For Mgmt
2 Submit Shareholder Rights Plan (Poison None For ShrHoldr
Pill) to Shareholder Vote
02/25/05 - A Royal Bank Of Canada *RY.* 780087102 01/07/05
Management Proposals
1 Elect Directors For For Mgmt
2 Ratify Deloitte & Touche LLP as Auditors For For Mgmt
Shareholder Proposals
3 Close Bank Subsidiaries in Tax Havens Against Against ShrHoldr
4 Fix a Maximum Wage Ceiling for Executives Against Against ShrHoldr
Officers
5 Establish Term Limits for Directors Against Against ShrHoldr
6 Provide for Cumulative Voting Against Against ShrHoldr
7 Replace Executive Stock Option Plan With Against Against ShrHoldr
Restricted Share Plan
8 Require At Least 75 Percent Support for Against Against ShrHoldr
Director Candidates
9 Require the Resignation of Directors Who Against Against ShrHoldr
Change Their Principal Occupation
03/01/05 - A Bank Of Nova Scotia *BNS.* 064149107 01/11/05
Management Proposals
1 Elect Directors For For Mgmt
2 Ratify PricewaterhouseCoopers LLP and KPMG For For Mgmt
LLP as Auditors
Shareholder Proposals
3 Close Bank Subsidiaries in Tax Havens Against Against ShrHoldr
4 Fix a Maximum Wage Ceiling for Senior Against Against ShrHoldr
Officers
5 Establish Term Limits for Directors Against Against ShrHoldr
6 Provide for Cumulative Voting Against Against ShrHoldr
7 Replace Executive Stock Option Plan With Against Against ShrHoldr
Restricted Share Program
8 Report on Efforts to Reduce Risk Impacts of Against Against ShrHoldr
Climate Change
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
9 Require At Least 75 Percent Support for Against Against ShrHoldr
Director Candidates
10 Require the Resignation of Directors Who Against Against ShrHoldr
Change Their Principal Occupation
11 Provide Fairness in Credit-Card Operating Against Against ShrHoldr
Policies
03/02/05 - A National Bank Of Canada *NA.* 633067103 01/13/05
Management Proposals
1 Elect Directors For For Mgmt
2 Ratify Samson Belair/Deloitte & Touche as For For Mgmt
Auditors
Shareholder Proposals
3 Close Subsidiaries in Tax Havens Against Against ShrHoldr
4 Fix a Maximum Wage Ceiling for Executive Against Against ShrHoldr
Officers
5 Establish Term Limits for Directors Against Against ShrHoldr
6 Provide for Cumulative Voting Against Against ShrHoldr
7 Replace Executive Stock Option Plan With Against Against ShrHoldr
Restricted Share Plan
03/04/05 - A Piedmont Natural Gas Co., Inc. *PNY* 720186105 01/12/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
03/22/05 - A Fifth Third Bancorp *FITB* 316773100 01/31/05
1 Elect Directors For For Mgmt
2 Approve Decrease in Size of Board For For Mgmt
3 Ratify Auditors For For Mgmt
03/23/05 - A Toronto Dominion Bank *TD* 891160509 02/08/05
Management Proposals
1 Elect Directors For For Mgmt
2 Ratify Ernst & Young LLP and For For Mgmt
PricewaterhouseCoopers LLP as Auditors
Shareholder Proposals
3 Close Subsidiaries in Tax Havens Against Against ShrHoldr
4 Fix a Maximum Wage Ceiling for Senior Against Against ShrHoldr
Executives
5 Establish Term Limits for Directors Against Against ShrHoldr
6 Provide for Cumulative Voting Against Against ShrHoldr
7 Replace Executive Stock Option Plan With Against Against ShrHoldr
Restricted Share Plan
8 Require At Least 75 Percent Support for Against Against ShrHoldr
Director Candidates To Be Elected
9 Require the Resignation of Directors Who Against Against ShrHoldr
Change Their Principal Occupation
04/05/05 - A Sempra Energy *SRE* 816851109 02/18/05
1 Elect Directors For Split Mgmt
1.1 Elect Director Richard A. Collato For Withhold
1.2 Elect Director Denise K. Fletcher For For
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
1.3 Elect Director William C. Rusnack For Withhold
1.4 Elect Director William P. Rutledge For Withhold
2 Ratify Auditors For For Mgmt
3 Approve Option Expensing Against For ShrHoldr
4 Declassify the Board of Directors Against For ShrHoldr
5 Performance-Based/Indexed Options Against Against ShrHoldr
6 Submit Shareholder Rights Plan (Poison Against For ShrHoldr
Pill) to Shareholder Vote
04/05/05 - A Weis Markets, Inc. *WMK* 948849104 02/18/05
1 Elect Directors For Split Mgmt
1.1 Elect Director Robert F. Weis For Withhold
1.2 Elect Director Jonathan H. Weis For Withhold
1.3 Elect Director Norman S. Rich For Withhold
1.4 Elect Director William R. Mills For Withhold
1.5 Elect Director Michael M. Apfelbaum For Withhold
1.6 Elect Director Richard E. Shulman For For
1.7 Elect Director Steven C. Smith --- For For For
2 Ratify Auditors For For Mgmt
04/13/05 - A Caterpillar Inc. *CAT* 149123101 02/14/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Submit Shareholder Rights Plan (Poison Against For ShrHoldr
Pill) to Shareholder Vote
4 Report on Equipment Sales to Israel Against Against ShrHoldr
5 Report on Operational Imact of HIV/AIDS, Against Against ShrHoldr
TB, and Malaria Pandemic
6 Require a Majority Vote for the Election of Against For ShrHoldr
Directors
04/13/05 - A Equitable Resources, Inc. *EQT* 294549100 02/14/05
1 Elect Director Vicky A. Bailey For For Mgmt
2 Elect Directors For For Mgmt
3 Ratify Auditors For For Mgmt
04/14/05 - A BP PLC (Form. Bp Amoco Plc ) *BP* 055622104 02/18/05
Meeting for Holders of ADR's
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 To give authority to allot shares up to a For For Mgmt
specified amount
4 Special resolution: to give authority to For For Mgmt
allot a limited number of shares for cash
without making an offer to shareholders
5 Special resolution: to give limited For For Mgmt
authority for the purchase of its own
shares by the company
6 To approve the directors remuneration report For For Mgmt
7 To approve the renewal of executive For For Mgmt
directors incentive plan
8 To receive the directors annual report and For For Mgmt
the accounts
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
04/18/05 - A Eli Lilly and Co. *LLY* 532457108 02/15/05
1 Elect Directors For Split Mgmt
1.1 Elect Director G.M.C. Fisher For Withhold
1.2 Elect Director A.G. Gilman For For
1.3 Elect Director K.N. Horn For Withhold
1.4 Elect Director J. Rose For For
2 Ratify Auditors For For Mgmt
3 Separate Chairman and CEO Positions Against For ShrHoldr
4 Review and Report on Drug Reimportation Against Against ShrHoldr
Policy
5 Report on Product Availability in Canada Against For ShrHoldr
6 Report on Political Contributions Against Against ShrHoldr
7 Adopt Policy on Performance-based Stock Against For ShrHoldr
Option Grants
8 Eliminate Animal Testing Against Against ShrHoldr
04/18/05 - A Genuine Parts Co. *GPC* 372460105 02/11/05
1 Elect Directors For Split Mgmt
1.1 Elect Director Thomas C. Gallagher For For
1.2 Elect Director John D. Johns For Withhold
1.3 Elect Director Lawrence G. Steiner For For
2 Ratify Auditors For For Mgmt
04/19/05 - A First Horizon National Corp *FHN* 320517105 02/25/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
04/19/05 - A SunTrust Banks, Inc. *STI* 867914103 02/25/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Approve Management Incentive Plan For For Mgmt
4 Approve Performance Unit Plan For For Mgmt
04/19/05 - A The Coca-Cola Company *KO* 191216100 02/22/05
1 Elect Directors For Split Mgmt
1.1 Elect Director Herbert A. Allen For For
1.2 Elect Director Ronald W. Allen For For
1.3 Elect Director Cathleen P. Black For For
1.4 Elect Director Warren E. Buffett For Withhold
1.5 Elect Director Barry Diller For For
1.6 Elect Director E. Neville Isdell For For
1.7 Elect Director Donald R. Keough For For
1.8 Elect Director Maria Elena Lagomasino For For
1.9 Elect Director Donald F. McHenry For For
1.10 Elect Director Sam Nunn For For
1.11 Elect Director J. Pedro Reinhard For For
1.12 Elect Director James D. Robinson III For For
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
1.13 Elect Director Peter V. Ueberroth For For
1.14 Elect Director James B. Williams For For
2 Ratify Auditors For For Mgmt
3 Review Labor Rights in Columbia Against Against ShrHoldr
4 Performance- Based/Indexed Options Against For ShrHoldr
5 Submit Severance Agreement to Shareholder Against For ShrHoldr
Vote
04/19/05 - A Washington Mutual, Inc *WM* 939322103 02/28/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
04/20/05 - A Commerce Bancshares, Inc. *CBSH* 200525103 02/18/05
1 Elect Directors For For Mgmt
2 Approve Omnibus Stock Plan For For Mgmt
3 Ratify Auditors For For Mgmt
04/20/05 - A Dow Jones & Co., Inc. *DJ* 260561105 02/25/05
1 Elect Directors For Split Mgmt
1.1 Elect Director Irvin O. Hockaday, Jr. For Withhold
1.2 Elect Director Vernon Jordan, Jr. For Withhold
1.3 Elect Director M. Peter McPherson For Withhold
1.4 Elect Director William C. Steere For For
1.5 Elect Director Christopher Bancroft For Withhold
1.6 Elect Director Lewis B. Campbell For For
1.7 Elect Director Michael B. Elefante For For
1.8 Elect Director Leslie Hill For For
1.9 Elect Director Peter R. Kann For For
1.10 Elect Director Elizabeth Steele For For
1.11 Elect Director Dieter Von Holtzbrinck For For
2 Ratify Auditors For For Mgmt
3 Amend Omnibus Stock Plan For For Mgmt
4 Amend Certificate to Reduce Automatic For Against Mgmt
Conversion Threshold for Class B Common
Stock
5 Amend Articles/Bylaws/Charter-Non-Routine For For Mgmt
6 Fix Number of Directors For For Mgmt
7 Separate Chairman and CEO Positions Against For ShrHoldr
04/20/05 - A Hibernia Corp. *HIB* 428656102 02/25/05
1 Elect Directors For Split Mgmt
1.1 Elect Director Paul Candies For For
1.2 Elect Director Sidney W. Lassen For Withhold
1.3 Elect Director Janee Mercadel-Tucker For For
1.4 Elect Director Ray B. Nesbitt For For
2 Ratify Auditors For For Mgmt
04/20/05 - A Sonoco Products Co. *SON* 835495102 02/18/05
1 Elect Directors For For Mgmt
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
04/21/05 - A ALLTEL Corp. *AT* 020039103 02/24/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
04/21/05 - A AmSouth Bancorporation *ASO* 032165102 02/22/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Report on Political Contributions Against Against ShrHoldr
04/21/05 - A Nicor Inc. *GAS* 654086107 02/22/05
1 Elect Directors For Split Mgmt
1.1 Elect Director Robert M. Beavers, Jr. For For
1.2 Elect Director Bruce P. Bickner For For
1.3 Elect Director John H. Birdsall, III For For
1.4 Elect Director Thomas A. Donahoe For For
1.5 Elect Director Thomas L. Fisher For For
1.6 Elect Director John E. Jones For For
1.7 Elect Director Dennis J. Keller For For
1.8 Elect Director William A. Osborn For Withhold
1.9 Elect Director R. Eden Martin For For
1.10 Elect Director John Rau For For
1.11 Elect Director John F. Riordan For For
1.12 Elect Director Russ M. Strobel For For
2 Ratify Auditors For For Mgmt
04/21/05 - A PPG Industries, Inc. *PPG* 693506107 02/22/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
04/21/05 - A Sensient Technologies Corp. *SXT* 81725T100 03/01/05
1 Elect Directors For For Mgmt
2 Declassify the Board of Directors For For Mgmt
3 Ratify Auditors For For Mgmt
04/21/05 - A Wilmington Trust Corp. *WL* 971807102 02/22/05
1 Elect Directors For For Mgmt
2 Approve Omnibus Stock Plan For For Mgmt
04/21/05 - A Wyeth *WYE* 983024100 03/04/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Approve Omnibus Stock Plan For For Mgmt
4 Review and Report on Drug Reimportation Against For ShrHoldr
Policy
5 Separate Chairman and CEO Positions Against For ShrHoldr
6 Report on Political Contributions Against Against ShrHoldr
7 Discontinue Promotion of Premarin and Against Against ShrHoldr
Report on Animal Testing
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
04/22/05 - A Abbott Laboratories *ABT* 002824100 02/23/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Link Executive Compensation to Government Against Against ShrHoldr
Fines
4 Performance- Based/Indexed Options Against For ShrHoldr
5 Eliminate Animal Testing Against Against ShrHoldr
6 Report on Political Contributions Against Against ShrHoldr
7 Report on Operational Imact of HIV/AIDS, Against Against ShrHoldr
TB, and Malaria Pandemic
8 Separate Chairman and CEO Positions Against Against ShrHoldr
04/22/05 - A Dominion Resources, Inc. *D* 25746U109 02/25/05
1 Elect Directors For For Mgmt
2 Approve Non-Employee Director Omnibus Stock For For Mgmt
Plan
3 Approve Omnibus Stock Plan For For Mgmt
4 Ratify Auditors For For Mgmt
5 Report on Greenhouse Gas Emissions Against Against ShrHoldr
04/22/05 - A Snap-on Incorporated *SNA* 833034101 02/22/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
04/23/05 - A Cincinnati Financial Corp. *CINF* 172062101 02/25/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Increase Authorized Common Stock For For Mgmt
4 Approve Stock Option Plan For For Mgmt
5 Approve Outside Director Stock For For Mgmt
Awards/Options in Lieu of Cash
04/25/05 - A Bellsouth Corp. *BLS* 079860102 03/07/05
1 Elect Directors For Split Mgmt
1.1 Elect Director F. Duane Ackerman For For
1.2 Elect Director Reuben V. Anderson For For
1.3 Elect Director James H. Blanchard For For
1.4 Elect Director J. Hyatt Brown For Withhold
1.5 Elect Director Armando M. Codina For For
1.6 Elect Director Kathleen F. Feldstein For For
1.7 Elect Director James P. Kelly For For
1.8 Elect Director Leo F. Mullin For For
1.9 Elect Director William S. Stavropoulos For For
1.10 Elect Director Robin B. Smith For For
2 Ratify Auditors For For Mgmt
3 Political Contributions Against Against ShrHoldr
04/26/05 - A Ameren Corporation *AEE* 023608102 03/04/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Report on Risks of Nuclear Waste Storage Against Against ShrHoldr
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
4 Require Independent Director To Serve As Against Against ShrHoldr
Chairman Of The Board
04/26/05 - A BB&T Corporation *BBT* 054937107 03/07/05
1 Elect Directors For Split Mgmt
1.1 Elect Director Alfred E. Cleveland For Withhold
1.2 Elect Director Anna R. Cablik For For
1.3 Elect Director John P. Howe, III For For
1.4 Elect Director Nido R. Qubein For For
1.5 Elect Director Albert F. Zettlemoyer For Withhold
2 Ratify Auditors For For Mgmt
04/26/05 - A Harsco Corp. *HSC* 415864107 03/03/05
1 Declassify the Board of Directors For For Mgmt
2 Elect Directors For Split Mgmt
2.1 Elect Director G.D.H. Butler For Withhold
2.2 Elect Director K.G. Eddy For For
2.3 Elect Director S.D. Fazzolari For For
2.4 Elect Director D.C. Hathaway For For
2.5 Elect Director J.J. Jasinowski For For
2.6 Elect Director D.H. Pierce For For
2.7 Elect Director C.F. Scanlan For For
2.8 Elect Director J.I. Scheiner For For
2.9 Elect Director A.J. Sordoni, III For For
2.10 Elect Director J.P. Viviano For For
2.11 Elect Director R.C. Wilburn For For
2.12 Elect Director S.D. Fazzolari For For
2.13 Elect Director C.F. Scanlan For For
2.14 Elect Director A.J. Sordoni, III For For
2.15 Elect Director J.P. Viviano For For
3 Ratify Auditors For For Mgmt
04/26/05 - A Hawaiian Electric Industries, Inc. 419870100 02/16/05
*HE*
1 Elect Directors For Split Mgmt
1.1 Elect Director Don E. Carroll For Withhold
1.2 Elect Director Victor Hao Li, S.J.D. For For
1.3 Elect Director Bill D. Mills For For
1.4 Elect Director Barry K. Taniguchi For For
1.5 Elect Director Thomas B. Fargo For For
2 Ratify Auditors For For Mgmt
04/26/05 - A Knight-Ridder, Inc. *KRI* 499040103 03/07/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Amend Executive Incentive Bonus Plan For For Mgmt
4 Approve Omnibus Stock Plan For For Mgmt
5 Amend Omnibus Stock Plan For For Mgmt
6 Separate Chairman and CEO Positions Against For ShrHoldr
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
04/26/05 - A Kraft Foods Inc *KFT* 50075N104 03/02/05
1 Elect Directors For Split Mgmt
1.1 Elect Director Jan Bennink For For
1.2 Elect Director Louis C. Camilleri For For
1.3 Elect Director Roger K. Deromedi For For
1.4 Elect Director Dinyar S. Devitre For For
1.5 Elect Director W. James Farrell For Withhold
1.6 Elect Director Betsy D. Holden For For
1.7 Elect Director Richard A. Lerner, M.D. For For
1.8 Elect Director John C. Pope For For
1.9 Elect Director Mary L. Schapiro For For
1.10 Elect Director Charles R. Wall For For
1.11 Elect Director Deborah C. Wright For For
2 Ratify Auditors For For Mgmt
3 Approve Omnibus Stock Plan For Against Mgmt
4 Report on Genetically Modified Organisms Against Against ShrHoldr
(GMO)
04/26/05 - A Marshall & Ilsley Corp. *MI* 571834100 03/01/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
04/26/05 - A MDU Resources Group, Inc. *MDU* 552690109 02/25/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Amend Omnibus Stock Plan For For Mgmt
04/26/05 - A National City Corp. *NCC* 635405103 03/04/05
1 Elect Directors For For Mgmt
2 Ratify Auditor For For Mgmt
04/26/05 - A PNC Financial Services Group, Inc. 693475105 02/28/05
*PNC*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
04/26/05 - A The Chubb Corp. *CB* 171232101 03/07/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
04/26/05 - A Wells Fargo & Company *WFC* 949746101 03/08/05
1 Elect Directors For Split Mgmt
1.1 Elect Director J.A. Blanchard III For For
1.2 Elect Director Susan E. Engel For For
1.3 Elect Director Enrique Hernandez, Jr. For For
1.4 Elect Director Robert L. Joss For For
1.5 Elect Director Reatha Clark King For For
1.6 Elect Director Richard M. Kovacevich For For
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
1.7 Elect Director Richard D. McCormick For For
1.8 Elect Director Cynthia H. Milligan For Withhold
1.9 Elect Director Philip J. Quigley For For
1.10 Elect Director Donald B. Rice For Withhold
1.11 Elect Director Judith M. Runstad For Withhold
1.12 Elect Director Stephen W. Sanger For For
1.13 Elect Director Susan G. Swenson For For
1.14 Elect Director Michael W. Wright For Withhold
2 Amend Omnibus Stock Plan For For Mgmt
3 Ratify Auditors For For Mgmt
4 Adopt Policy on Payday Lenders Against Against ShrHoldr
5 Link Executive Compensation to Predatory Against Against ShrHoldr
Lending
6 Performance- Based/Indexed Options Against For ShrHoldr
7 Limit Executive Compensation Against Against ShrHoldr
8 Separate Chairman and CEO Positions Against For ShrHoldr
04/27/05 - A AGL Resources Inc. *ATG* 001204106 02/18/05
1 Elect Directors For For Mgmt
2 Amend Articles For For Mgmt
3 Amend Nonqualified Employee Stock Purchase For For Mgmt
Plan
4 Ratify Auditors For For Mgmt
04/27/05 - A Anheuser-Busch Companies, Inc. *BUD* 035229103 02/28/05
1 Elect Directors For For Mgmt
2 Approve Executive Incentive Bonus Plan For For Mgmt
3 Amend Stock Option Plan For For Mgmt
4 Ratify Auditors For For Mgmt
04/27/05 - A Associated Banc-Corp. *ASBC* 045487105 02/25/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Amend Omnibus Stock Plan For Against Mgmt
4 Amend Omnibus Stock Plan For Against Mgmt
5 Declassify the Board of Directors Against For ShrHoldr
04/27/05 - A Bank of America Corp. *BAC* 060505104 03/04/05
1 Elect Directors For Split Mgmt
1.1 Elect Director William Barnet, III For For
1.2 Elect Director Charles W. Coker For For
1.3 Elect Director John T. Collins For For
1.4 Elect Director Gary L. Countryman For Withhold
1.5 Elect Director Paul Fulton For For
1.6 Elect Director Charles K. Gifford For For
1.7 Elect Director W. Steven Jones For For
1.8 Elect Director Kenneth D. Lewis For For
1.9 Elect Director Walter E. Massey For For
1.10 Elect Director Thomas J. May For For
1.11 Elect Director Patricia E. Mitchell For For
1.12 Elect Director Edward L. Romero For For
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
1.13 Elect Director Thomas M. Ryan For Withhold
1.14 Elect Director O. Temple Sloan, Jr. For For
1.15 Elect Director Meredith R. Spangler For For
1.16 Elect Director Robert L. Tillman For For
1.17 Elect Director Jackie M. Ward
2 Ratify Auditors For For Mgmt
3 Report on Political Contributions Against Against ShrHoldr
4 Director Nominee Amendment Against Against ShrHoldr
04/27/05 - A CHEVRON CORP *CVX* 166764100 03/01/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Limit Executive Compensation Against Against ShrHoldr
4 Submit Severance Agreement Against For ShrHoldr
(Change-in-Control) to Shareholder Vote
5 Expense Stock Options Against For ShrHoldr
6 Eliminate Animal Testing Against Against ShrHoldr
7 Report on Drilling in Protected Areas Against Against ShrHoldr
8 Report on Remediation Programs in Ecuador Against Against ShrHoldr
04/27/05 - A Duke Realty Corporation *DRE* 264411505 02/28/05
1 Elect Directors For For Mgmt
2 Approve Omnibus Stock Plan For For Mgmt
3 Amend Incentive Stock Option Plan For For Mgmt
4 Ratify Auditors For For Mgmt
04/27/05 - A E.I. Du Pont De Nemours & Co. *DD* 263534109 03/07/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Report on Government Service of Employees Against Against ShrHoldr
4 Implement ILO Code of Conduct Against Against ShrHoldr
5 Executive Compensation Against Against ShrHoldr
6 Eliminate Animal Testing Against Against ShrHoldr
7 Report on Genetically Modified Organisms Against Against ShrHoldr
8 Performance- Based/Indexed Options Against Against ShrHoldr
9 Report on PFOA Chemical Remediation Against Against ShrHoldr
04/27/05 - A Eaton Corp. *ETN* 278058102 02/28/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
04/27/05 - A General Electric Co. *GE* 369604103 02/28/05
1 Elect Directors For Split Mgmt
1.1 Elect Director James I. Cash, Jr. For For
1.2 Elect Director William M. Castell For For
1.3 Elect Director Dennis D. Dammerman For For
1.4 Elect Director Ann M. Fudge For For
1.5 Elect Director Claudio X. Gonzalez For Withhold
1.6 Elect Director Jeffrey R. Immelt For For
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
1.7 Elect Director Andrea Jung For For
1.8 Elect Director Alan G. Lafley For For
1.9 Elect Director Ralph S. Larsen For For
1.10 Elect Director Rochelle B. Lazarus For For
1.11 Elect Director Sam Nunn For For
1.12 Elect Director Roger S. Penske For For
1.13 Elect Director Robert J. Swieringa For For
1.14 Elect Director Douglas A. Warner III For For
1.15 Elect Director Robert C. Wright For For
2 Ratify Auditors For For Mgmt
3 Provide for Cumulative Voting Against Against ShrHoldr
4 Report on Nuclear Fuel Storage Risks Against Against ShrHoldr
5 Report on PCB Clean-up Costs Against For ShrHoldr
6 Adopt Policy on Overboarded Directors Against For ShrHoldr
7 Prepare a Sustainability Report Against Against ShrHoldr
8 Political Contributions/Activities Against Against ShrHoldr
9 Eliminate Animal Testing Against Against ShrHoldr
04/27/05 - A Marathon Oil Corp *MRO* 565849106 02/28/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Declassify the Board of Directors Against For ShrHoldr
4 Amend Governance Documents Regarding Against For ShrHoldr
Director Nominees by Affirmative Votes
04/27/05 - A Vectren Corp. *VVC* 92240G101 03/04/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
04/28/05 - A Avery Dennison Corp. *AVY* 053611109 02/28/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Amend Omnibus Stock Plan For For Mgmt
04/28/05 - A Johnson & Johnson *JNJ* 478160104 03/01/05
1 Elect Directors For For Mgmt
2 Approve Omnibus Stock Plan For For Mgmt
3 Ratify Auditors For For Mgmt
04/28/05 - A Kimberly-Clark Corp. *KMB* 494368103 02/28/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Adopt ILO Based Code of Conduct Against Against ShrHoldr
04/28/05 - A NSTAR *NST* 67019E107 03/07/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Increase Authorized Common Stock For For Mgmt
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
04/28/05 - A Old National Bancorp *ONB* 680033107 02/24/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Approve Executive Incentive Bonus Plan For For Mgmt
04/28/05 - A Pfizer Inc. *PFE* 717081103 03/02/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Establish Term Limits for Directors Against Against ShrHoldr
4 Report on Pharmaceutical Price Restraint Against Against ShrHoldr
5 Review and Report on Drug Reimportation Against Against ShrHoldr
Policy
6 Report on Political Contributions Against Against ShrHoldr
7 Report on Product Availability in Canada Against For ShrHoldr
8 Separate Chairman and CEO Positions Against For ShrHoldr
04/28/05 - A Synovus Financial Corp. *SNV* 87161C105 02/17/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
04/29/05 - A Kellogg Co. *K* 487836108 03/01/05
1 Elect Directors For Split Mgmt
1.1 Elect Director Claudio X. Gonzalez For Withhold
1.2 Elect Director A. D. David Mackay For For
1.3 Elect Director William C. Richardson For For
1.4 Elect Director John L. Zabriskie For For
2 Ratify Auditors For For Mgmt
3 Report on Genetically Modified Organisms Against Against ShrHoldr
(GMO)
4 Employ Financial Advisor to Explore Against Against ShrHoldr
Alternatives to Maximize Value
04/29/05 - A SBC Communications Inc. *SBC* 78387G103 03/01/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Approve Nonqualified Employee Stock For For Mgmt
Purchase Plan
4 Report on Political Contributions Against Against ShrHoldr
5 Report on Executive Compensation Against Against ShrHoldr
6 Performance- Based/Indexed Options Against Against ShrHoldr
7 Adopt Simple Majority Vote Against For ShrHoldr
04/29/05 - A Teleflex Inc. *TFX* 879369106 03/01/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
04/29/05 - A TRANSCANADA CORP *TRP.* 89353D107 03/04/05
1 Elect Directors For For Mgmt
2 Approve KPMG LLP as Auditors and Authorize For For Mgmt
Board to Fix Remuneration of Auditors
05/02/05 - A Hubbell Incorporated *HUB.B* 443510201 03/04/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Approve Omnibus Stock Plan For For Mgmt
05/02/05 - A Jefferson-Pilot Corp. *JP* 475070108 03/01/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
05/03/05 - A Great Plains Energy, Inc. *GXP* 391164100 02/25/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
05/03/05 - A Magna International Inc. *MG.SV.A* 559222401 03/21/05
Meeting For Holders of Both Class A
Subordinate Voting Shares and Class B shares
1 Elect Directors For Withhold Mgmt
2 Approve Ernst & Young LLP as Auditors and For For Mgmt
Authorize the Audit Committee to Fix Their
Remuneration
05/03/05 - A North Fork Bancorporation, Inc. *NFB* 659424105 03/04/05
1 Elect Directors For For Mgmt
2 Increase Authorized Common Stock For For Mgmt
3 Ratify Auditors For For Mgmt
05/03/05 - A United Dominion Realty Trust, Inc. 910197102 03/01/05
*UDR*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Approve Out-Performance Program For Against Mgmt
4 Authorize New Class of Preferred Stock For Against Mgmt
05/03/05 - A Weingarten Realty Investors *WRI* 948741103 03/07/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Other Business For Against Mgmt
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
05/04/05 - A Archstone Smith Trust *ASN* 039583109 03/08/05
1 Elect Directors For For Mgmt
2 Declassify the Board of Trustees For For Mgmt
3 Ratify Auditors For For Mgmt
05/04/05 - A City National Corp. *CYN* 178566105 03/15/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
05/04/05 - A Colgate-Palmolive Co. *CL* 194162103 03/07/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Approve Stock Option Plan For For Mgmt
4 Approve Non-Employee Director Stock Option For For Mgmt
Plan
5 Review/Limit Executive Compensation Against Against ShrHoldr
05/04/05 - A Federal Realty Investment Trust *FRT* 313747206 03/16/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Require a Majority Vote for the Election of Against For ShrHoldr
Directors
05/04/05 - A Leggett & Platt, Inc. *LEG* 524660107 02/28/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Amend Omnibus Stock Plan For For Mgmt
05/04/05 - A Unitrin, Inc. *UTR* 913275103 03/14/05
1 Elect Directors For For Mgmt
2 Approve Restricted Stock Plan For For Mgmt
05/05/05 - A Bemis Company, Inc. *BMS* 081437105 03/11/05
1 Elect Directors For Split Mgmt
1.1 Elect Director Edward N. Perry For For
1.2 Elect Director William J. Scholle For Withhold
1.3 Elect Director Timothy M. Manganello For For
1.4 Elect Director Philip G. Weaver For For
2 Amend Executive Incentive Bonus Plan For For Mgmt
3 Ratify Auditors For For Mgmt
05/05/05 - A Cinergy Corp. *CIN* 172474108 03/04/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
05/05/05 - A ConocoPhillips *COP* 20825C104 03/10/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Limit Executive Compensation Against Against ShrHoldr
4 Require a Majority Vote for the Election of Against For ShrHoldr
Directors
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
05/05/05 - A Lincoln Electric Holdings, Inc. *LECO* 533900106 03/23/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
05/05/05 - A SCANA Corporation *SCG* 80589M102 03/10/05
1 Elect Directors For For Mgmt
2 Amend Omnibus Stock Plan For For Mgmt
3 Ratify Auditors For For Mgmt
05/05/05 - A Verizon Communications *VZ* 92343V104 03/07/05
1 Elect Directors For Split Mgmt
1.1 Elect Director James R. Barker For For
1.2 Elect Director Richard L. Carrion For For
1.3 Elect Director Robert W. Lane For For
1.4 Elect Director Sandra O. Moose For For
1.5 Elect Director Joseph Neubauer For Withhold
1.6 Elect Director Thomas H. O' Brien For For
1.7 Elect Director Hugh B. Price For For
1.8 Elect Director Ivan G. Seidenberg For For
1.9 Elect Director Walter V. Shipley For For
1.10 Elect Director John R. Stafford For For
1.11 Elect Director Robert D. Storey For For
2 Ratify Auditors For For Mgmt
3 Provide for Cumulative Voting Against For ShrHoldr
4 Require a Majority Vote for the Election of Against For ShrHoldr
Directors
5 Require Majority of Independent Directors Against Against ShrHoldr
on Board
6 Separate Chairman and CEO Positions Against For ShrHoldr
7 Amend Director/Officer Against Against ShrHoldr
Liability/Indemnifications Provisions
8 Report on Political Contributions Against Against ShrHoldr
05/05/05 - A Wisconsin Energy Corp. *WEC* 976657106 02/25/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
05/06/05 - A Occidental Petroleum Corp. *OXY* 674599105 03/03/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Approve Omnibus Stock Plan For For Mgmt
4 Proposal Regarding Board Sponsored Proposals Against Against ShrHoldr
5 Submit Severance Agreement Against For ShrHoldr
(Change-in-Control) to Shareholder Vote
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
05/09/05 - A Pitney Bowes Inc. *PBI* 724479100 03/11/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
05/10/05 - A 3M CO *MMM* 88579Y101 03/11/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Approve Omnibus Stock Plan For For Mgmt
4 Eliminate Animal Testing Against Against ShrHoldr
5 Implement China Principles Against Against ShrHoldr
05/10/05 - A Allete Inc. *ALE* 018522300 03/11/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Approve Omnibus Stock Plan For For Mgmt
05/10/05 - A Mercantile Bankshares Corp. *MRBK* 587405101 04/01/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Approve Outside Director Stock For For Mgmt
Awards/Options in Lieu of Cash
05/10/05 - A Unilever N.V. *UL* 904784709 03/18/05
Meeting for Holders of ADR's
1 Adoption of the annual accounts and For For Mgmt
appropriation of the profit for the 2004
financial year.
2 Discharge of the executive directors. For Against Mgmt
3 Discharge of the non-executive directors. For Against Mgmt
4 Corporate governance and alterations to the For For Mgmt
articles of association.
5 Elect Directors For For Mgmt
6 Remuneration of directors. For For Mgmt
7 NLG 0.10 cumulative preference shares; For Against Mgmt
reduction of the issued capital by
cancellation.
8 Ratify auditors For For Mgmt
9 Designation, of the board of directors as For For Mgmt
the company body authorized in respect of
the issue of shares in the company.
10 Authorization, of the board of directors to For For Mgmt
purchase shares in the company and
depositary receipts therefore.
05/11/05 - A AvalonBay Communities, Inc. *AVB* 053484101 03/09/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
05/11/05 - A Mercury General Corp. *MCY* 589400100 03/15/05
1 Elect Directors For For Mgmt
2 Approve Omnibus Stock Plan For For Mgmt
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
05/11/05 - A New Plan Excel Realty Trust, Inc. 648053106 03/01/05
*NXL*
1 Elect Directors For For Mgmt
05/11/05 - A Plum Creek Timber Company, Inc. *PCL* 729251108 03/24/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Require a Majority Vote for the Election of Against For ShrHoldr
Directors
4 Performance- Based/Indexed Options Against Against ShrHoldr
5 Political Contributions/Activities Against Against ShrHoldr
05/11/05 - A Progress Energy, Inc. *PGN* 743263105 03/04/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
05/11/05 - A Simon Property Group, Inc. *SPG* 828806109 03/14/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Report on Greenhouse Gas Emissions and Against Against ShrHoldr
Energy Efficiency
05/11/05 - A Unilever Plc *UL* 904767704 03/16/05
Meeting for Holders of ADR's
1 To receive the report and accounts for the For For Mgmt
year ended December 31, 2004.
2 To approve the directors remuneration For Abstain Mgmt
report for the year ended December 31, 2004.
3 To declare a dividend of 12.82 pence on the For For Mgmt
ordinary shares.
4 Elect directors For For Mgmt
5 Ratify auditors For For Mgmt
6 To authorize the directors to fix the For For Mgmt
auditors remuneration.
7 To renew the authority to directors to For For Mgmt
issue shares.
8 To renew the authority to directors to For For Mgmt
disapply pre-emption rights.
9 To renew the authority to the company to For For Mgmt
purchase its own shares.
10 To change the articles in relation to the For For Mgmt
appointment of a group chief executive.
11 To change the articles in relation to For For Mgmt
directors indemnification.
12 To approve the Unilever global performance For For Mgmt
share plan 2005.
13 To approve the Unilever plc 2005 sharesave For For Mgmt
plan.
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
05/12/05 - A Health Care Property Investors, Inc. 421915109 03/24/05
*HCP*
1 Elect Directors For Split Mgmt
1.1 Elect Director Mary A. Cirillo For For
1.2 Elect Director Robert R. Fanning, Jr. For For
1.3 Elect Director James F. Flaherty III For For
1.4 Elect Director David B. Henry For For
1.5 Elect Director Michael D. McKee For Withhold
1.6 Elect Director Harold M. Messmer, Jr. For Withhold
1.7 Elect Director Peter L. Rhein For For
1.8 Elect Director Kenneth B. Roath For For
1.9 Elect Director Richard M. Rosenberg For For
1.10 Elect Director Joseph P. Sullivan For For
2 Ratify Auditors For For Mgmt
3 Report on Greenhouse Gas Emissions Against Against ShrHoldr
05/12/05 - A Lincoln National Corp. *LNC* 534187109 03/07/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Amend Omnibus Stock Plan For For Mgmt
05/12/05 - A Washington Real Estate Investment 939653101 03/17/05
Trust *WRE*
1 Elect Directors For For Mgmt
2 Limit Awards to Executives Against Against ShrHoldr
05/13/05 - A Entergy Corp. *ETR* 29364G103 03/16/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Require the Chairman of the Board Be an Against For ShrHoldr
Independent Director
4 Require a Majority Vote for the Election of Against For ShrHoldr
Directors
05/13/05 - A Vulcan Materials Co. *VMC* 929160109 03/21/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
05/16/05 - A Consolidated Edison, Inc. *ED* 209115104 03/28/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Report on Executive Compensation Against Against ShrHoldr
05/17/05 - A Allied Capital Corporation *ALD* 01903Q108 02/25/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
05/17/05 - A Arthur J. Gallagher & Co. *AJG* 363576109 03/21/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Approve Executive Incentive Bonus Plan For For Mgmt
4 Approve Omnibus Stock Plan For Against Mgmt
05/17/05 - A Comerica Inc. *CMA* 200340107 03/18/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
05/17/05 - A Kimco Realty Corp. *KIM* 49446R109 03/22/05
1 Elect Directors For Split Mgmt
1.1 Elect Director Martin S. Kimmel For Withhold
1.2 Elect Director Milton Cooper For Withhold
1.3 Elect Director Richard G. Dooley For Withhold
1.4 Elect Director Michael J. Flynn For Withhold
1.5 Elect Director Joe Grills For For
1.6 Elect Director David B. Henry For Withhold
1.7 Elect Director F. Patrick Hughes For For
1.8 Elect Director Frank Lourenso For Withhold
1.9 Elect Director Richard Saltzman For For
2 Increase Authorized Common Stock For For Mgmt
05/17/05 - A PNM Resources Inc *PNM* 69349H107 03/28/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Amend Votes Per Share of Existing Stock For For Mgmt
4 Amend Omnibus Stock Plan For For Mgmt
05/17/05 - A The Allstate Corp. *ALL* 020002101 03/18/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Provide for Cumulative Voting Against For ShrHoldr
05/17/05 - A Total SA (Formerly Total Fina Elf S.A 89151E109 04/08/05
) *TOT*
Meeting for Holders of ADRs
1 Approval of the parent company financial For For Mgmt
statements
2 Approval of the consolidated financial For For Mgmt
statements
3 Allocation of earnings, declaration of For For Mgmt
dividend
4 Agreements covered by article l. 225-38 of For Against Mgmt
the french commercial code
5 Authorization for the board of directors to For For Mgmt
trade shares of the company
6 Renewal of the appointment of Mr. Paul For For Mgmt
Desmarais jr. As a director
7 Renewal of the appointment of Mr. Bertrand For For Mgmt
Jacquillat as a director
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
8 Renewal of the appointment of Mr. Maurice For For Mgmt
Lippens as a director
9 Appointment of Lord Levene of Portsoken, For For Mgmt
KBE, as a director
10 Authority to board to raise capital by For For Mgmt
issuing equity or equity- linked securities
with preferential subscription rights
11 Authority to board to raise capital by For For Mgmt
issuing equity or equity- linked securities
without preferential subscription rights
12 Authority to the board for the purpose of For For Mgmt
capital increases pursuant to article l.
443-5 of the french labor code
13 Authorization to grant shares of the Against Against Mgmt
company to employees and executive officers
of the company and group companies
14 Amended authorization to grant shares to Against Against ShrHoldr
employees and executive officers of the
company and group companies
05/18/05 - A First Midwest Bancorp, Inc. *FMBI* 320867104 03/24/05
1 Elect Directors For For Mgmt
05/18/05 - A Pinnacle West Capital Corp. *PNW* 723484101 03/18/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
05/18/05 - A ProLogis *PLD* 743410102 03/21/05
1 Elect Directors For For Mgmt
2 Declassify the Board of Trustees For For Mgmt
3 Ratify Auditors For For Mgmt
4 Other Business For Against Mgmt
05/18/05 - A Tribune Co. *TRB* 896047107 03/23/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
05/19/05 - A BRE Properties, Inc. *BRE* 05564E106 03/15/05
1 Elect Directors For For Mgmt
2 Increase Authorized Preferred Stock For For Mgmt
3 Ratify Auditors For For Mgmt
05/19/05 - A Cadbury Schweppes Plc *CSG* 127209302 04/04/05
Meeting for Holders of ADR's
1 Financial statements For For Mgmt
2 Declaration of final dividend 2004 For For Mgmt
3 Report on directors remuneration For For Mgmt
4 Re-appointment of Wolfgang Berndt For For Mgmt
5 Re-appointment of Bob Stack For For Mgmt
6 Re-appointment of Rosemary Thorne For For Mgmt
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
7 Re-appointment of Baroness Wilcox For For Mgmt
8 Ratify auditors For For Mgmt
9 Remuneration of auditors For For Mgmt
10 Authority to allot relevant securities For For Mgmt
11 Authority to disapply pre-emption rights For For Mgmt
12 Authority to purchase own ordinary shares For For Mgmt
05/19/05 - A Liberty Property Trust *LRY* 531172104 03/14/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Require a Majority Vote for the Election of Against For ShrHoldr
Directors
4 Establish Other Board Committee Against Against ShrHoldr
05/19/05 - A Pennsylvania Real Estate Investment 709102107 04/01/05
Trust *PEI*
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
05/19/05 - A Regions Financial Corp. *RF* 7591EP100 03/24/05
1 Elect Directors For For Mgmt
2 Approve Executive Incentive Bonus Plan For For Mgmt
3 Ratify Auditors For For Mgmt
05/19/05 - A WPS Resources Corp. *WPS* 92931B106 03/24/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Approve Omnibus Stock Plan For For Mgmt
4 Approve Outside Director Stock For For Mgmt
Awards/Options in Lieu of Cash
05/20/05 - A Constellation Energy Group, Inc. *CEG* 210371100 03/18/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
05/20/05 - A FPL Group, Inc. *FPL* 302571104 03/22/05
1 Elect Directors For Split Mgmt
1.1 Elect Director Director H. Jesse Arnelle For For
1.2 Elect Director Director Sherry S. Barrat For For
1.3 Elect Director Director Robert M. Beall, II For For
1.4 Elect Director Director J. Hyatt Brown For Withhold
1.5 Elect Director Director James L. Camaren For For
1.6 Elect Director Director Lewis Hay, III For For
1.7 Elect Director Director Rudy E. Schupp For For
1.8 Elect Director Director Michael H. Thaman For For
1.9 Elect Director Director Hansel E. Tookes, For For
II
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
1.10 Elect Director Director Paul R. Tregurtha For For
1.11 Elect Director Director Frank G. Zarb For For
2 Ratify Auditors For For Mgmt
05/20/05 - A KeySpan Corporation *KSE* 49337W100 03/22/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
05/24/05 - A Equity Office Properties Trust *EOP* 294741103 03/17/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
05/25/05 - A Exxon Mobil Corp. *XOM* 30231G102 04/06/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Political Contributions/Activities Against Against ShrHoldr
4 Review/Limit Executive Compensation Against Against ShrHoldr
5 Nominate Independent Directors with Against Against ShrHoldr
Industry Experience
6 Report on Payments to Indonesian Military Against Against ShrHoldr
7 Adopt Policy Prohibiting Discrimination Against For ShrHoldr
based on Sexual Orientation
8 Report on Potential Damage of Drilling in Against Against ShrHoldr
Protected Regions
9 Disclose Information Supporting the Company Against Against ShrHoldr
Position on Climate Change
10 Report on Company Policies for Compliance Against For ShrHoldr
with the Kyoto Protocol
05/25/05 - A GlaxoSmithKline PLC (formerly Glaxo 37733W105 03/11/05
Wellcome Plc ) *GSK*
Meeting for Holders of ADR's
1 Directors report and financial statements For For Mgmt
2 Remuneration report For For Mgmt
3 To elect Sir Christopher Gent as a Director For For Mgmt
4 To elect Sir Deryck Maughan as a Director For For Mgmt
5 To elect Mr Julian Heslop as a Director For For Mgmt
6 To re-elect Dr Jean-Pierre Garnier as a For For Mgmt
Director
7 To re-elect Sir Ian Prosser as a Director For For Mgmt
8 To re-elect Dr. Ronaldo Schmitz as a For For Mgmt
Director
9 To re-elect Dr. Lucy Shapiro as a Director For For Mgmt
10 Ratify Auditors For For Mgmt
11 Remuneration of Auditors For For Mgmt
12 To authorise the company to make donations For For Mgmt
to EU political organisations and incur EU
political expenditure
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
13 Disapplication of pre-emption rights For For Mgmt
14 Authority for the company to purchase its For For Mgmt
own shares
15 Insertion of new Article 48A into articles For For Mgmt
of association
16 Deletion of Article 154.2 of articles of For For Mgmt
association
17 Amendment of Article 81 of articles of For For Mgmt
association
05/25/05 - A Southern Company *SO* 842587107 03/28/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Report on Political Contributions Against Against ShrHoldr
05/25/05 - A Xcel Energy Inc. *XEL* 98389B100 03/28/05
1 Elect Directors For For Mgmt
2 Approve Omnibus Stock Plan For For Mgmt
3 Approve Executive Incentive Bonus Plan For For Mgmt
4 Ratify Auditors For For Mgmt
05/26/05 - A Equity Residential *EQR* 29476L107 03/31/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
05/26/05 - A R. R. Donnelley & Sons Co. *RRD* 257867101 04/01/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Limit Executive Compensation Against Against ShrHoldr
06/09/05 - A Energy East Corporation *EAS* 29266M109 04/18/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
06/23/05 - A Mack-Cali Realty Corp. *CLI* 554489104 04/22/05
1 Elect Directors For For Mgmt
2 Ratify Auditors For For Mgmt
3 Require a Majority Vote for the Election of Against For ShrHoldr
Directors
06/28/05 - A Royal Dutch Petroleum Co. *RD* 780257804 05/23/05
Meeting for Holders of ADR's
1 Annual accounts 2004 For For Mgmt
2 Declaration of the total dividend for the For For Mgmt
year 2004
3 Discharge of the managing directors For Against Mgmt
4 Discharge of the members of the supervisory For Against Mgmt
board
Mtg Company/ Mgmt Vote Record
Date/Type Ballot Issues Cusip Rec Cast Date Prpnent
------------------- ---------------------------------------- ------------ ------------- -------------- ----------- ----------
5 Appointment of Mr. L.R. Ricciardi as a For For Mgmt
member of the supervisory board
6 Authorization for the acquisition of For For Mgmt
ordinary shares
7 Cancellation of the ordinary shares held by For For Mgmt
the company
8 Approval of the implementation agreement For For Mgmt
9 Proposal to amend the articles of For Against Mgmt
association of the company
10 Appointment of Mr. A.G. Jacobs as a For For Mgmt
non-executive director
11 Appointment of ms CH. Morin-Postel as a For For Mgmt
non-executive director
12 Appointment of Mr A.A. Loudon as a For For Mgmt
non-executive director
13 Appointment of Mr L.R. Ricciardi as a For For Mgmt
non-executive director
14 Adoption of the remuneration policy for the For For Mgmt
board of directors
15 Approval of amended long-term incentive plan For For Mgmt
16 Approval of amended restricted share plan For For Mgmt
17 Approval of amended deferred bonus plan For For Mgmt
06/28/05 - A Shell Transport And Trading Company 822703609 None
Plc (The) *SC*
1 Accept Financial Statements and Statutory For For Mgmt
Reports
2 Approve Remuneration Report For For Mgmt
3 Elect Peter Voser as Director For For Mgmt
4 Re-elect Sir Peter Job as Director For For Mgmt
5 Re-elect Lord Oxburgh as Director For For Mgmt
6 Reappoint PricewaterhouseCoopers LLP as For For Mgmt
Auditors of the Company
7 Authorise Board to Fix Remuneration of the For For Mgmt
Auditors
8 Authorise 480,000,000 Ordinary Shares for For For Mgmt
Market Purchase
9 Approve Long-Term Incentive Plan For For Mgmt
10 Approve Deferred Bonus Plan For For Mgmt
11 Approve Restricted Share Plan For For Mgmt
06/28/05 - S Shell Transport And Trading Company 822703609 05/13/05
Plc (The) *SC*
Meeting for Holders of ADR's
1 To approve the scheme of arrangement For For Mgmt
2 Cancellation of the first preference shares For For Mgmt
3 Cancellation of the second preference shares For For Mgmt
4 Scheme of arrangement For For Mgmt
SIGNATURES
[See General Instruction F]
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) FIRST TRUST VALUE LINE(R) DIVIDEND FUND
---------------------------------------
By (Signature and Title)* /s/ James A. Bowen
-----------------------------------
James A. Bowen, President
Date August 31, 2005
-------------------------
* Print the name and title of each signing officer under his or her signature.