FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF
REGISTERED MANAGEMENT INVESTMENT COMPANY


Investment Company Act file number: 811-01807

Value Line Larger Companies Fund, Inc.

7 Times Square, New York, N.Y. 10036  
(Address of principal executive officers)

Mitchell E. Appel                                       
(Name and address of agent for service)

Registrant’s telephone number, including area code: 212-907-1900

Date of Fiscal year-end: December 31

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

 
 

 
 
Item 1. Proxy Voting Record:

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

ICA File Number: 811-01807
Reporting Period: 07/01/2012 - 06/30/2013
EULAV Asset Management











==================== Value Line Larger Companies Fund, Inc. ====================


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


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ACTAVIS, INC.

Ticker:       ACT            Security ID:  00507K103
Meeting Date: MAY 10, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jack Michelson           For       For          Management
1b    Elect Director Ronald R. Taylor         For       For          Management
1c    Elect Director Andrew L. Turner         For       For          Management
1d    Elect Director Paul M. Bisaro           For       For          Management
1e    Elect Director Christopher W. Bodine    For       For          Management
1f    Elect Director Michael J. Feldman       For       For          Management
1g    Elect Director Fred G. Weiss            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management

4     Stock Retention                         Against   For          Shareholder


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AGILENT TECHNOLOGIES, INC.

Ticker:       A              Security ID:  00846U101
Meeting Date: MAR 20, 2013   Meeting Type: Annual
Record Date:  JAN 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Paul N. Clark            For       For          Management
1.2   Elect Director James G. Cullen          For       For          Management
1.3   Elect Director Tadataka Yamada          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


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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


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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



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AMERICA MOVIL SAB DE CV

Ticker:       AMXL           Security ID:  02364W105
Meeting Date: APR 22, 2013   Meeting Type: Special
Record Date:  APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Directors for Series L Shares     For       Against      Management
2     Authorize Board to Ratify and Execute   For       Against      Management
      Approved Resolutions


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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



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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



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ARM HOLDINGS PLC

Ticker:       ARM            Security ID:  042068106
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Final Dividend                  For       For          Management
3     Approve Remuneration Report             For       For          Management
4     Re-elect Sir John Buchanan as Director  For       For          Management
5     Re-elect Warren East as Director        For       For          Management
6     Re-elect Andy Green as Director         For       For          Management
7     Re-elect Larry Hirst as Director        For       For          Management
8     Re-elect Mike Muller as Director        For       For          Management
9     Re-elect Kathleen O'Donovan as Director For       For          Management
10    Re-elect Janice Roberts as Director     For       For          Management
11    Re-elect Philip Rowley as Director      For       For          Management
12    Re-elect Tim Score as Director          For       For          Management
13    Re-elect Simon Segars as Director       For       For          Management
14    Reappoint PricewaterhouseCoopers LLP    For       For          Management
      as Auditors
15    Authorise Board to Fix Remuneration of  For       For          Management
      Auditors
16    Approve Long Term Incentive Plan        For       For          Management
17    Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
18    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
19    Authorise Market Purchase of Ordinary   For       For          Management
      Shares
20    Authorise the Company to Call EGM with  For       For          Management
      Two Weeks' Notice



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AUTOZONE, INC.

Ticker:       AZO            Security ID:  053332102
Meeting Date: DEC 12, 2012   Meeting Type: Annual
Record Date:  OCT 15, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sue E. Gove              For       For          Management
1.2   Elect Director Earl G. Graves, Jr.      For       For          Management
1.3   Elect Director Enderson Guimaraes       For       For          Management
1.4   Elect Director J. R. Hyde, III          For       For          Management
1.5   Elect Director W. Andrew McKenna        For       For          Management
1.6   Elect Director George R. Mrkonic, Jr.   For       For          Management
1.7   Elect Director Luis P. Nieto            For       For          Management
1.8   Elect Director William C. Rhodes, III   For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation



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BHP BILLITON LIMITED

Ticker:       BHP            Security ID:  088606108
Meeting Date: NOV 29, 2012   Meeting Type: Annual
Record Date:  SEP 14, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept the Financial Statements and     For       For          Management
      Statutory Reports for BHP Billiton Ltd
      and BHP Billiton Plc
2     Elect Pat Davies as Director of BHP     For       For          Management
      Billiton Ltd and BHP Billiton Plc
3     Elect Malcolm Broomhead as Director of  For       For          Management
      BHP Billiton Ltd and BHP Billiton Plc
4     Elect John Buchanan as Director of BHP  For       For          Management
      Billiton Ltd and BHP Billiton Plc
5     Elect Carlos Cordeiro as Director of    For       For          Management
      BHP Billiton Ltd and BHP Billiton Plc
6     Elect David Crawford as Director of     For       For          Management
      BHP Billiton Ltd and BHP Billiton Plc
7     Elect Carolyn Hewson as Director of     For       For          Management
      BHP Billiton Ltd and BHP Billiton Plc
8     Elect Marius Kloppers as Director of    For       For          Management
      BHP Billiton Ltd and BHP Billiton Plc
9     Elect Lindsay Maxsted as Director of    For       For          Management
      BHP Billiton Ltd and BHP Billiton Plc
10    Elect Wayne Murdy as Director of BHP    For       For          Management
      Billiton Ltd and BHP Billiton Plc
11    Elect Keith Rumble as Director of BHP   For       For          Management
      Billiton Ltd and BHP Billiton Plc
12    Elect John Schubert as Director of BHP  For       For          Management
      Billiton Ltd and BHP Billiton Plc
13    Elect Shriti Vadera as Director of BHP  For       For          Management
      Billiton Ltd and BHP Billiton Plc
14    Elect Jac Nasser as Director of BHP     For       For          Management
      Billiton Ltd and BHP Billiton Plc
15    Appoint KPMG Audit Plc as Auditor of    For       For          Management
      BHP Billiton Plc
16    Approve the Authority to Issue Shares   For       For          Management
      in BHP Billiton Plc
17    Approve the Authority to Issue Shares   For       For          Management
      in BHP Billiton Plc for Cash
18    Approve the Repurchase of Up to 213.62  For       For          Management
      Million Shares in BHP Billiton Plc
19    Approve the Remuneration Report         For       For          Management
20    Approve the Grant of Long Term          For       For          Management
      Incentive Performance Shares to Marius
      Kloppers, Executive Director of the
      Company



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BIOGEN IDEC INC.

Ticker:       BIIB           Security ID:  09062X103
Meeting Date: JUN 12, 2013   Meeting Type: Annual
Record Date:  APR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Caroline D. Dorsa        For       For          Management
1.2   Elect Director Stelios Papadopoulos     For       For          Management
1.3   Elect Director George A. Scangos        For       For          Management
1.4   Elect Director Lynn Schenk              For       For          Management
1.5   Elect Director Alexander J. Denner      For       For          Management
1.6   Elect Director Nancy L. Leaming         For       For          Management
1.7   Elect Director Richard C. Mulligan      For       For          Management
1.8   Elect Director Robert W. Pangia         For       For          Management
1.9   Elect Director Brian S. Posner          For       For          Management
1.10  Elect Director Eric K. Rowinsky         For       For          Management
1.11  Elect Director Stephen A. Sherwin       For       For          Management
1.12  Elect Director William D. Young         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 Omnibus Stock Plan                For       For          Management

6     Stock Retention/Holding Period          Against   For          Shareholder


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BLACKROCK, INC.

Ticker:       BLK            Security ID:  09247X101
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 03, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Abdlatif Yousef Al-Hamad For       For          Management
1b    Elect Director Mathis Cabiallavetta     For       For          Management
1c    Elect Director Dennis D. Dammerman      For       For          Management
1d    Elect Director Jessica P. Einhorn       For       For          Management
1e    Elect Director Fabrizio Freda           For       For          Management
1f    Elect Director David H. Komansky        For       For          Management
1g    Elect Director James E. Rohr            For       For          Management
1h    Elect Director Susan L. Wagner          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management



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BRISTOL-MYERS SQUIBB COMPANY

Ticker:       BMY            Security ID:  110122108
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A    Elect Director Lamberto Andreotti       For       For          Management
1B    Elect Director Lewis B. Campbell        For       For          Management
1C    Elect Director James M. Cornelius       For       For          Management
1D    Elect Director Laurie H. Glimcher       For       For          Management
1E    Elect Director Michael Grobstein        For       For          Management
1F    Elect Director Alan J. Lacy             For       For          Management
1G    Elect Director Vicki L. Sato            For       For          Management
1H    Elect Director Elliott Sigal            For       For          Management
1I    Elect Director Gerald L. Storch         For       For          Management
1J    Elect Director Togo D. West, Jr.        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation



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CAPITAL ONE FINANCIAL CORPORATION

Ticker:       COF            Security ID:  14040H105
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Richard D. Fairbank      For       For          Management
1b    Elect Director W. Ronald Dietz          For       For          Management
1c    Elect Director Lewis Hay, III           For       For          Management
1d    Elect Director Benjamin P. Jenkins, III For       For          Management
1e    Elect Director Peter E. Raskind         For       For          Management
1f    Elect Director Mayo A. Shattuck, III    For       For          Management
1g    Elect Director Bradford H. Warner       For       For          Management
1h    Elect Director Catherine G. West        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4a    Reduce Supermajority Vote Requirement   For       For          Management
4b    Reduce Supermajority Vote Requirement   For       For          Management
4c    Reduce Supermajority Vote Requirement   For       For          Management



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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



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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       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation



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COACH, INC.

Ticker:       COH            Security ID:  189754104
Meeting Date: NOV 07, 2012   Meeting Type: Annual
Record Date:  SEP 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Lew Frankfort            For       For          Management
1.2   Elect Director Susan Kropf              For       For          Management
1.3   Elect Director Gary Loveman             For       For          Management
1.4   Elect Director Ivan Menezes             For       For          Management
1.5   Elect Director Irene Miller             For       For          Management
1.6   Elect Director Michael Murphy           For       For          Management
1.7   Elect Director Stephanie Tilenius       For       For          Management
1.8   Elect Director Jide Zeitlin             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation



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COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION

Ticker:       CTSH           Security ID:  192446102
Meeting Date: JUN 04, 2013   Meeting Type: Annual
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Maureen Breakiron-Evans  For       For          Management
1b    Elect Director John E. Klein            For       For          Management
1c    Elect Director Lakshmi Narayanan        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     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
5     Ratify Auditors                         For       For          Management

6     Provide Right to Act by Written Consent Against   For          Shareholder


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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


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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


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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



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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


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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


--------------------------------------------------------------------------------



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



--------------------------------------------------------------------------------

EBAY INC.

Ticker:       EBAY           Security ID:  278642103
Meeting Date: APR 18, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013



#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director David M. Moffett         For       For          Management
1b    Elect Director Richard T. Schlosberg,   For       For          Management
      III
1c    Elect Director Thomas J. Tierney        For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation

3     Report on Lobbying Payments and Policy  Against   For          Shareholder
4     Report on Privacy and Data Security     Against   Against      Shareholder
5     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------



ECOLAB INC.

Ticker:       ECL            Security ID:  278865100
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Douglas M. Baker, Jr.    For       For          Management
1.2   Elect Director Barbara J. Beck          For       For          Management
1.3   Elect Director Leslie S. Biller         For       For          Management
1.4   Elect Director Stephen I. Chazen        For       For          Management
1.5   Elect Director Jerry A. Grundhofer      For       For          Management
1.6   Elect Director Arthur J. Higgins        For       For          Management
1.7   Elect Director Joel W. Johnson          For       For          Management
1.8   Elect Director Michael Larson           For       For          Management
1.9   Elect Director Jerry W. Levin           For       For          Management
1.10  Elect Director Robert L. Lumpkins       For       For          Management
1.11  Elect Director Victoria J. Reich        For       For          Management
1.12  Elect Director Mary M. VanDeWeghe       For       For          Management
1.13  Elect Director John J. Zillmer          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     Require Consistency with Corporate      Against   Against      Shareholder
      Values and Report on Political
      Contributions



--------------------------------------------------------------------------------



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



--------------------------------------------------------------------------------



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



--------------------------------------------------------------------------------



EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

Ticker:       EXPD           Security ID:  302130109
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Peter J. Rose            For       For          Management
2     Elect Director Robert R. Wright         For       For          Management
3     Elect Director Mark A. Emmert           For       For          Management
4     Elect Director R. Jordan Gates          For       For          Management
5     Elect Director Dan P. Kourkoumelis      For       For          Management
6     Elect Director Michael J. Malone        For       For          Management
7     Elect Director John W. Meisenbach       For       For          Management
8     Elect Director Liane J. Pelletier       For       For          Management
9     Elect Director James L.k. Wang          For       For          Management
10    Elect Director Tay Yoshitani            For       For          Management
11    Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
12    Approve Stock Option Plan               For       For          Management
13    Ratify Auditors                         For       For          Management

14    Stock Retention                         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



--------------------------------------------------------------------------------



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



--------------------------------------------------------------------------------



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



--------------------------------------------------------------------------------



GILEAD SCIENCES, INC.

Ticker:       GILD           Security ID:  375558103
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John F. Cogan            For       For          Management
1.2   Elect Director Etienne F. Davignon      For       For          Management
1.3   Elect Director Carla A. Hills           For       For          Management
1.4   Elect Director Kevin E. Lofton          For       For          Management
1.5   Elect Director John W. Madigan          For       For          Management
1.6   Elect Director John C. Martin           For       For          Management
1.7   Elect Director Nicholas G. Moore        For       For          Management
1.8   Elect Director Richard J. Whitley       For       For          Management
1.9   Elect Director Gayle E. Wilson          For       For          Management
1.10  Elect Director Per Wold-Olsen           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

6     Require Independent Board Chairman      Against   Against      Shareholder
7     Provide Right to Act by Written Consent Against   For          Shareholder


--------------------------------------------------------------------------------



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



--------------------------------------------------------------------------------



INTEL CORPORATION

Ticker:       INTC           Security ID:  458140100
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Charlene Barshefsky      For       For          Management
1b    Elect Director Andy D. Bryant           For       For          Management
1c    Elect Director Susan L. Decker          For       For          Management
1d    Elect Director John J. Donahoe          For       For          Management
1e    Elect Director Reed E. Hundt            For       For          Management
1f    Elect Director James D. Plummer         For       For          Management
1g    Elect Director David S. Pottruck        For       For          Management
1h    Elect Director Frank D. Yeary           For       For          Management
1i    Elect Director David B. Yoffie          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

5     Stock Retention/Holding Period          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


--------------------------------------------------------------------------------



INTUIT INC.

Ticker:       INTU           Security ID:  461202103
Meeting Date: JAN 17, 2013   Meeting Type: Annual
Record Date:  NOV 23, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Christopher W. Brody     For       For          Management
1b    Elect Director William V. Campbell      For       For          Management
1c    Elect Director Scott D. Cook            For       For          Management
1d    Elect Director Diane B. Greene          For       For          Management
1e    Elect Director Edward A. Kangas         For       For          Management
1f    Elect Director Suzanne Nora Johnson     For       For          Management
1g    Elect Director Dennis D. Powell         For       For          Management
1h    Elect Director Brad D. Smith            For       For          Management
1i    Elect Director Jeff Weiner              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


--------------------------------------------------------------------------------



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


--------------------------------------------------------------------------------



LAS VEGAS SANDS CORP.

Ticker:       LVS            Security ID:  517834107
Meeting Date: JUN 05, 2013   Meeting Type: Annual
Record Date:  APR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sheldon G. Adelson       For       For          Management
1.2   Elect Director Irwin Chafetz            For       For          Management
1.3   Elect Director Victor Chaltiel          For       For          Management
1.4   Elect Director Charles A. Koppelman     For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Amend Executive Incentive Bonus Plan    For       For          Management
4     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation



--------------------------------------------------------------------------------



M&T BANK CORPORATION

Ticker:       MTB            Security ID:  55261F104
Meeting Date: APR 16, 2013   Meeting Type: Special
Record Date:  FEB 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Issue Shares in Connection with         For       For          Management
      Acquisition
2     Approve amendments to the terms of the  For       For          Management
      Series A Preferred Shares that would
      serve to reduce the dividend rate on
      the Series A Preferred Shares from 9%
      per annum to 6.375% per annum
3     Approve amendments to the terms of the  For       For          Management
      Series C Preferred Shares that would
      serve to reduce the dividend rate on
      the Series C Preferred Shares from 9%
      per annum to 6.375% per annum
4     Adjourn Meeting                         For       For          Management



--------------------------------------------------------------------------------



MCDONALD'S CORPORATION

Ticker:       MCD            Security ID:  580135101
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Walter E. Massey         For       For          Management
1b    Elect Director John W. Rogers, Jr.      For       For          Management
1c    Elect Director Roger W. Stone           For       For          Management
1d    Elect Director Miles D. White           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Pay Disparity                 Against   Against      Shareholder
5     Stock Retention/Holding Period          Against   For          Shareholder
6     Report on Human Rights Risk Assessment  Against   For          Shareholder
      Process
7     Report on Nutrition Initiatives and     Against   Against      Shareholder
      Childhood Obesity Concerns



--------------------------------------------------------------------------------



MCKESSON CORPORATION

Ticker:       MCK            Security ID:  58155Q103
Meeting Date: JUL 25, 2012   Meeting Type: Annual
Record Date:  MAY 31, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Andy D. Bryant           For       For          Management
2     Elect Director Wayne A. Budd            For       For          Management
3     Elect Director John H. Hammergren       For       For          Management
4     Elect Director Alton F. Irby, III       For       For          Management
5     Elect Director M. Christine Jacobs      For       For          Management
6     Elect Director Marie L. Knowles         For       For          Management
7     Elect Director David M. Lawrence        For       For          Management
8     Elect Director Edward A. Mueller        For       For          Management
9     Elect Director Jane E. Shaw             For       For          Management
10    Ratify Auditors                         For       For          Management
11    Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
12    Provide Right to Act by Written Consent Against   For          Shareholder
13    Require Independent Board Chairman      Against   For          Shareholder
14    Stock Retention                         Against   For          Shareholder
15    Pro-rata Vesting of Equity Awards       Against   For          Shareholder



--------------------------------------------------------------------------------



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


--------------------------------------------------------------------------------



MOTOROLA SOLUTIONS, INC.

Ticker:       MSI            Security ID:  620076307
Meeting Date: MAY 06, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Gregory Q. Brown         For       For          Management
1b    Elect Director William J. Bratton       For       Against      Management
1c    Elect Director Kenneth C. Dahlberg      For       Against      Management
1d    Elect Director David W. Dorman          For       Against      Management
1e    Elect Director Michael V. Hayden        For       For          Management
1f    Elect Director Judy C. Lewent           For       For          Management
1g    Elect Director Anne R. Pramaggiore      For       For          Management
1h    Elect Director Samuel C. Scott, III     For       For          Management
1i    Elect Director Bradley E. Singer        For       For          Management
1j    Elect Director John A. White            For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Encourage Suppliers to Produce          Against   Against      Shareholder
      Sustainability Reports
5     Report on Political Contributions       Against   For          Shareholder



--------------------------------------------------------------------------------



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


--------------------------------------------------------------------------------



NIKE, INC.

Ticker:       NKE            Security ID:  654106103
Meeting Date: SEP 20, 2012   Meeting Type: Annual
Record Date:  JUL 23, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alan B. Graf, Jr.        For       For          Management
1.2   Elect Director John C. Lechleiter       For       For          Management
1.3   Elect Director Phyllis M. Wise          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Increase Authorized Common Stock        For       For          Management
4     Amend Executive Incentive Bonus Plan    For       For          Management
5     Ratify Auditors                         For       For          Management

6     Report on Political Contributions       Against   For          Shareholder


--------------------------------------------------------------------------------



NOVARTIS AG

Ticker:       NOVN           Security ID:  66987V109
Meeting Date: FEB 22, 2013   Meeting Type: Annual
Record Date:  JAN 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Discharge of Board and Senior   For       For          Management
      Management
3     Approve Allocation of Income and        For       For          Management
      Dividends of CHF 2.30 per Share
4     Approve Remuneration System             For       For          Management
5.1   Elect Verena Briner as Director         For       For          Management
5.2   Elect Joerg Reinhardt as Director       For       For          Management
5.3   Elect Charles Sawyers as Director       For       For          Management
5.4   Elect William Winters as Director       For       For          Management
6     Ratify PricewaterhouseCoopers AG as     For       For          Management
      Auditors
7     Additional And/or Counter-proposals     For       Against      Management
      Presented At The Meeting



--------------------------------------------------------------------------------



ORACLE CORPORATION

Ticker:       ORCL           Security ID:  68389X105
Meeting Date: NOV 07, 2012   Meeting Type: Annual
Record Date:  SEP 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jeffrey S. Berg          For       For          Management
1.2   Elect Director H. Raymond Bingham       For       For          Management
1.3   Elect Director Michael J. Boskin        For       For          Management
1.4   Elect Director Safra A. Catz            For       For          Management
1.5   Elect Director Bruce R. Chizen          For       Withhold     Management
1.6   Elect Director George H. Conrades       For       Withhold     Management
1.7   Elect Director Lawrence J. Ellison      For       For          Management
1.8   Elect Director Hector Garcia-Molina     For       For          Management
1.9   Elect Director Jeffrey O. Henley        For       For          Management
1.10  Elect Director Mark V. Hurd             For       For          Management
1.11  Elect Director Donald L. Lucas          For       For          Management
1.12  Elect Director Naomi O. Seligman        For       Withhold     Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Amend Non-Employee Director Stock       For       For          Management
      Option Plan
4     Ratify Auditors                         For       For          Management
5     Adopt Multiple Performance Metrics      Against   For          Shareholder
      Under Executive Incentive Plans
6     Require Independent Board Chairman      Against   For          Shareholder
7     Adopt Retention Ratio for               Against   For          Shareholder
      Executives/Directors
8     Pro-rata Vesting of Equity Awards       Against   For          Shareholder



--------------------------------------------------------------------------------



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



--------------------------------------------------------------------------------



POTASH CORPORATION OF SASKATCHEWAN INC.

Ticker:       POT            Security ID:  73755L107
Meeting Date: MAY 16, 2013   Meeting Type: Annual/Special
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Christopher M. Burley    For       For          Management
1.2   Elect Director Donald G. Chynoweth      For       For          Management
1.3   Elect Director Daniel Clauw             For       For          Management
1.4   Elect Director William J. Doyle         For       For          Management
1.5   Elect Director John W. Estey            For       For          Management
1.6   Elect Director Gerald W. Grandey        For       For          Management
1.7   Elect Director C. Steven Hoffman        For       For          Management
1.8   Elect Director Dallas J. Howe           For       For          Management
1.9   Elect Director Alice D. Laberge         For       For          Management
1.10  Elect Director Keith G. Martell         For       For          Management
1.11  Elect Director Jeffrey J. McCaig        For       For          Management
1.12  Elect Director Mary Mogford             For       For          Management
1.13  Elect Director Elena Viyella de Paliza  For       For          Management
2     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
3     Approve 2013 Performance Option Plan    For       For          Management
4     Advisory Vote on Executive              For       For          Management
      Compensation Approach



--------------------------------------------------------------------------------



PRAXAIR, INC.

Ticker:       PX             Security ID:  74005P104
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stephen F. Angel         For       For          Management
1.2   Elect Director Oscar Bernardes          For       For          Management
1.3   Elect Director Bret K. Clayton          For       For          Management
1.4   Elect Director Nance K. Dicciani        For       For          Management
1.5   Elect Director Edward G. Galante        For       For          Management
1.6   Elect Director Claire W. Gargalli       For       For          Management
1.7   Elect Director Ira D. Hall              For       For          Management
1.8   Elect Director Raymond W. LeBoeuf       For       For          Management
1.9   Elect Director Larry D. McVay           For       For          Management
1.10  Elect Director Wayne T. Smith           For       For          Management
1.11  Elect Director Robert L. Wood           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Require Consistency with Corporate      Against   Against      Shareholder
      Values and Report on Political
      Contributions
4     Ratify Auditors                         For       For          Management



--------------------------------------------------------------------------------



PRECISION CASTPARTS CORP.

Ticker:       PCP            Security ID:  740189105
Meeting Date: AUG 14, 2012   Meeting Type: Annual
Record Date:  JUN 12, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark Donegan             For       For          Management
1.2   Elect Director Vernon E. Oechsle        For       For          Management
1.3   Elect Director Ulrich Schmidt           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



--------------------------------------------------------------------------------



PRICELINE.COM INCORPORATED

Ticker:       PCLN           Security ID:  741503403
Meeting Date: JUN 06, 2013   Meeting Type: Annual
Record Date:  APR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Tim Armstrong            For       For          Management
1.2   Elect Director Howard W. Barker, Jr.    For       For          Management
1.3   Elect Director Jeffery H. Boyd          For       For          Management
1.4   Elect Director Jan L. Docter            For       For          Management
1.5   Elect Director Jeffrey E. Epstein       For       For          Management
1.6   Elect Director James M. Guyette         For       For          Management
1.7   Elect Director Nancy B. Peretsman       For       For          Management
1.8   Elect Director Thomas E. Rothman        For       For          Management
1.9   Elect Director Craig W. Rydin           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     Pro-rata Vesting of Equity Awards       Against   For          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



--------------------------------------------------------------------------------



SALESFORCE.COM, INC.

Ticker:       CRM            Security ID:  79466L302
Meeting Date: JUN 06, 2013   Meeting Type: Annual
Record Date:  MAY 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stratton Sclavos         For       For          Management
1.2   Elect Director Lawrence Tomlinson       For       For          Management
1.3   Elect Director Shirley Young            For       For          Management
2     Declassify the Board of Directors       For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation



--------------------------------------------------------------------------------



SAP AG

Ticker:       SAP            Security ID:  803054204
Meeting Date: JUN 04, 2013   Meeting Type: Annual
Record Date:  APR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive Financial Statements and        None      None         Management
      Statutory Reports for Fiscal 2012
      (Non-Voting)
2     Approve Allocation of Income and        For       For          Management
      Dividends of EUR 0.85 per Share
3     Approve Discharge of Management Board   For       For          Management
      for Fiscal 2012
4     Approve Discharge of Supervisory Board  For       For          Management
      for Fiscal 2012
5     Authorize Share Repurchase Program and  For       For          Management
      Reissuance or Cancellation of
      Repurchased Shares
6     Ratify KPMG AG as Auditors for Fiscal   For       For          Management
      2013



--------------------------------------------------------------------------------



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



--------------------------------------------------------------------------------



STARBUCKS CORPORATION

Ticker:       SBUX           Security ID:  855244109
Meeting Date: MAR 20, 2013   Meeting Type: Annual
Record Date:  JAN 10, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Howard Schultz           For       For          Management
1b    Elect Director William W. Bradley       For       For          Management
1c    Elect Director Robert M. Gates          For       For          Management
1d    Elect Director Mellody Hobson           For       For          Management
1e    Elect Director Kevin R. Johnson         For       For          Management
1f    Elect Director Olden Lee                For       For          Management
1g    Elect Director Joshua Cooper Ramo       For       For          Management
1h    Elect Director James G. Shennan, Jr.    For       For          Management
1i    Elect Director Clara Shih               For       For          Management
1j    Elect Director Javier G. Teruel         For       For          Management
1k    Elect Director Myron E. Ullman, III     For       For          Management
1l    Elect Director Craig E. Weatherup       For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management

5     Prohibit Political Spending             Against   Against      Shareholder


--------------------------------------------------------------------------------



TARGET CORPORATION

Ticker:       TGT            Security ID:  87612E106
Meeting Date: JUN 12, 2013   Meeting Type: Annual
Record Date:  APR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Roxanne S. Austin        For       For          Management
1b    Elect Director Douglas M. Baker, Jr.    For       For          Management
1c    Elect Director Henrique De Castro       For       For          Management
1d    Elect Director Calvin Darden            For       For          Management
1e    Elect Director Mary N. Dillon           For       For          Management
1f    Elect Director James A. Johnson         For       For          Management
1g    Elect Director Mary E. Minnick          For       For          Management
1h    Elect Director Anne M. Mulcahy          For       For          Management
1i    Elect Director Derica W. Rice           For       For          Management
1j    Elect Director Gregg W. Steinhafel      For       For          Management
1k    Elect Director John G. Stumpf           For       For          Management
1l    Elect Director Solomon D. Trujillo      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     Report on Electronics Recycling and     Against   Against      Shareholder
      Preventing E-Waste Export



--------------------------------------------------------------------------------

TE CONNECTIVITY LTD.

Ticker:       TEL            Security ID:  H84989104
Meeting Date: JUL 25, 2012   Meeting Type: Special
Record Date:  JUL 05, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Reallocation of Legal Reserves  For       For          Management
      to Free Reserves
2     Adjourn Meeting                         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



--------------------------------------------------------------------------------



TEXAS INSTRUMENTS INCORPORATED

Ticker:       TXN            Security ID:  882508104
Meeting Date: APR 18, 2013   Meeting Type: Annual
Record Date:  FEB 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Ralph W. Babb, JR.       For       For          Management
1b    Elect Director Mark A. Blinn            For       For          Management
1c    Elect Director Daniel A. Carp           For       For          Management
1d    Elect Director Carrie S. Cox            For       For          Management
1e    Elect Director Pamela H. Patsley        For       For          Management
1f    Elect Director Robert E. Sanchez        For       For          Management
1g    Elect Director Wayne R. Sanders         For       For          Management
1h    Elect Director Ruth J. Simmons          For       For          Management
1i    Elect Director Richard K. Templeton     For       For          Management
1j    Elect Director Christine Todd Whitman   For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management



--------------------------------------------------------------------------------



THE ADT CORPORATION

Ticker:       ADT            Security ID:  00101J106
Meeting Date: MAR 14, 2013   Meeting Type: Annual
Record Date:  JAN 16, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas Colligan          For       For          Management
1.2   Elect Director Timothy Donahue          For       For          Management
1.3   Elect Director Robert Dutkowsky         For       For          Management
1.4   Elect Director Bruce Gordon             For       For          Management
1.5   Elect Director Naren Gursahaney         For       For          Management
1.6   Elect Director Bridgette Heller         For       For          Management
1.7   Elect Director Kathleen Hyle            For       For          Management
1.8   Elect Director Keith Meister            For       For          Management
1.9   Elect Director Dinesh Paliwal           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


--------------------------------------------------------------------------------



THE BOEING COMPANY

Ticker:       BA             Security ID:  097023105
Meeting Date: APR 29, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director David L. Calhoun         For       For          Management
1b    Elect Director Arthur D. Collins, Jr.   For       For          Management
1c    Elect Director Linda Z. Cook            For       For          Management
1d    Elect Director Kenneth M. Duberstein    For       For          Management
1e    Elect Director Edmund P. Giambastiani,  For       For          Management
      Jr.
1f    Elect Director Lawrence W. Kellner      For       For          Management
1g    Elect Director Edward M. Liddy          For       For          Management
1h    Elect Director W. James McNerney, Jr.   For       For          Management
1i    Elect Director Susan C. Schwab          For       For          Management
1j    Elect Director Ronald A. Williams       For       For          Management
1k    Elect Director Mike S. Zafirovski       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Submit SERP to Shareholder Vote         Against   For          Shareholder
5     Provide Right to Act by Written Consent Against   For          Shareholder
6     Stock Retention/Holding Period          Against   For          Shareholder
7     Require Independent Board Chairman      Against   For          Shareholder



--------------------------------------------------------------------------------



THE TJX COMPANIES, INC.

Ticker:       TJX            Security ID:  872540109
Meeting Date: JUN 11, 2013   Meeting Type: Annual
Record Date:  APR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Zein Abdalla             For       For          Management
1.2   Elect Director Jose B. Alvarez          For       For          Management
1.3   Elect Director Alan M. Bennett          For       For          Management
1.4   Elect Director Bernard Cammarata        For       For          Management
1.5   Elect Director David T. Ching           For       For          Management
1.6   Elect Director Michael F. Hines         For       For          Management
1.7   Elect Director Amy B. Lane              For       For          Management
1.8   Elect Director Dawn G. Lepore           For       For          Management
1.9   Elect Director Carol Meyrowitz          For       For          Management
1.10  Elect Director John F. O'Brien          For       For          Management
1.11  Elect Director Willow B. Shire          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



--------------------------------------------------------------------------------



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



--------------------------------------------------------------------------------



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


--------------------------------------------------------------------------------



TRANSCANADA CORPORATION

Ticker:       TRP            Security ID:  89353D107
Meeting Date: APR 26, 2013   Meeting Type: Annual/Special
Record Date:  FEB 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kevin E. Benson          For       For          Management
1.2   Elect Director Derek H. Burney          For       For          Management
1.3   Elect Director Paule Gauthier           For       For          Management
1.4   Elect Director Russell K. Girling       For       For          Management
1.5   Elect Director S. Barry Jackson         For       For          Management
1.6   Elect Director Paul L. Joskow           For       For          Management
1.7   Elect Director Paula Rosput Reynolds    For       For          Management
1.8   Elect Director Mary Pat Salomone        For       For          Management
1.9   Elect Director W. Thomas Stephens       For       For          Management
1.10  Elect Director D. Michael G. Stewart    For       For          Management
1.11  Elect Director Richard E. Waugh         For       For          Management
2     Approve KPMG LLP as Auditors and        For       For          Management
      Authorize Board to Fix Their
      Remuneration
3     Amend Stock Option Plan                 For       For          Management
4     Approve Shareholder Rights Plan         For       For          Management
5     Advisory Vote on Executive              For       For          Management
      Compensation Approach



--------------------------------------------------------------------------------



TYCO INTERNATIONAL LTD.

Ticker:       TYC            Security ID:  H89128104
Meeting Date: SEP 14, 2012   Meeting Type: Special
Record Date:  JUL 23, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Special Dividends               For       For          Management
2     Approve Special Dividends               For       For          Management
3.1   Elect George R. Oliver as Director      For       For          Management
3.2   Elect Frank M. Drendel as Director      For       For          Management

4     Approve Dividends                       For       For          Management
5     Approve Omnibus Stock Plan              For       For          Management


--------------------------------------------------------------------------------



TYCO INTERNATIONAL LTD.

Ticker:       TYC            Security ID:  H89128104
Meeting Date: MAR 06, 2013   Meeting Type: Annual
Record Date:  JAN 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Discharge of Board and Senior   For       For          Management
      Management
3.1   Elect Director Edward D. Breen          For       For          Management
3.2   Elect Director Michael E. Daniels       For       For          Management
3.3   Elect Director Frank M. Drendel         For       For          Management
3.4   Elect Director Brian Duperreault        For       For          Management
3.5   Elect Director Rajiv L. Gupta           For       For          Management
3.6   Elect Director John A. Krol             For       For          Management
3.7   Elect Director George R. Oliver         For       For          Management
3.8   Elect Director Brendan R. O'Neill       For       For          Management
3.9   Elect Director Sandra S. Wijnberg       For       For          Management
3.10  Elect Director R. David Yost            For       For          Management
4a    Ratify Deloitte AG as Auditors          For       For          Management
4b    Appoint Deloitte & Touche LLP as        For       For          Management
      Independent Registered Public
      Accounting Firm for Fiscal 2012/2013
4c    Ratify PricewaterhouseCoopers AG as     For       For          Management
      Special Auditors
5a    Approve Allocation of Income            For       For          Management
5b    Approve Ordinary Cash Dividend          For       For          Management
6     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
7     Renew Authorized Capital                For       For          Management
8     Approve Reduction in Share Capital      For       For          Management



--------------------------------------------------------------------------------



U.S. BANCORP

Ticker:       USB            Security ID:  902973304
Meeting Date: APR 16, 2013   Meeting Type: Annual
Record Date:  FEB 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Douglas M. Baker, Jr.    For       For          Management
1b    Elect Director Y. Marc Belton           For       For          Management
1c    Elect Director Victoria Buyniski        For       For          Management
      Gluckman
1d    Elect Director Arthur D. Collins, Jr.   For       For          Management
1e    Elect Director Richard K. Davis         For       For          Management
1f    Elect Director Roland A. Hernandez      For       For          Management
1g    Elect Director Doreen Woo Ho            For       For          Management
1h    Elect Director Joel W. Johnson          For       For          Management
1i    Elect Director Olivia F. Kirtley        For       For          Management
1j    Elect Director Jerry W. Levin           For       For          Management
1k    Elect Director David B. O'Maley         For       For          Management
1l    Elect Director O'dell M. Owens          For       For          Management
1m    Elect Director Craig D. Schnuck         For       For          Management
1n    Elect Director Patrick T. Stokes        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   Against      Shareholder


--------------------------------------------------------------------------------



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


--------------------------------------------------------------------------------



UNITED TECHNOLOGIES CORPORATION

Ticker:       UTX            Security ID:  913017109
Meeting Date: APR 29, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Louis R. Chenevert       For       For          Management
1b    Elect Director John V. Faraci           For       For          Management
1c    Elect Director  Jean-Pierre Garnier     For       For          Management
1d    Elect Director Jamie S. Gorelick        For       For          Management
1e    Elect Director Edward A. Kangas         For       For          Management
1f    Elect Director Ellen J. Kullman         For       For          Management
1g    Elect Director  Marshall O. Larsen      For       For          Management
1h    Elect Director  Harold McGraw, III      For       For          Management
1i    Elect Director Richard B. Myers         For       For          Management
1j    Elect Director H. Patrick Swygert       For       For          Management
1k    Elect Director Andre Villeneuve         For       For          Management
1l    Elect Director Christine Todd Whitman   For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation



--------------------------------------------------------------------------------



UNITEDHEALTH GROUP INCORPORATED

Ticker:       UNH            Security ID:  91324P102
Meeting Date: JUN 03, 2013   Meeting Type: Annual
Record Date:  APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director William C. Ballard, Jr.  For       For          Management
1b    Elect Director Edson Bueno              For       For          Management
1c    Elect Director Richard T. Burke         For       For          Management
1d    Elect Director Robert J. Darretta       For       For          Management
1e    Elect Director Stephen J. Hemsley       For       For          Management
1f    Elect Director Michele J. Hooper        For       For          Management
1g    Elect Director Rodger A. Lawson         For       For          Management
1h    Elect Director Douglas W. Leatherdale   For       For          Management
1i    Elect Director Glenn M. Renwick         For       For          Management
1j    Elect Director Kenneth I. Shine         For       For          Management
1k    Elect Director Gail R. Wilensky         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management

4     Report on Lobbying Payments and Policy  Against   For          Shareholder


--------------------------------------------------------------------------------



VISA INC.

Ticker:       V              Security ID:  92826C839
Meeting Date: JAN 30, 2013   Meeting Type: Annual
Record Date:  DEC 04, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Gary P. Coughlan         For       For          Management
1b    Elect Director Mary B. Cranston         For       For          Management
1c    Elect Director Francisco Javier         For       For          Management
      Fernandez-Carbajal
1d    Elect Director Robert W. Matschullat    For       For          Management
1e    Elect Director Cathy E. Minehan         For       For          Management
1f    Elect Director Suzanne Nora Johnson     For       For          Management
1g    Elect Director David J. Pang            For       For          Management
1h    Elect Director Joseph W. Saunders       For       For          Management
1i    Elect Director Charles W. Scharf        For       For          Management
1j    Elect Director William S. Shanahan      For       For          Management
1k    Elect Director John A. Swainson         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management

4     Report on Lobbying Payments and Policy  Against   For          Shareholder


--------------------------------------------------------------------------------



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



--------------------------------------------------------------------------------



YAMANA GOLD INC.

Ticker:       YRI            Security ID:  98462Y100
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Peter Marrone            For       For          Management
1.2   Elect Director Patrick J. Mars          For       For          Management
1.3   Elect Director John Begeman             For       For          Management
1.4   Elect Director Alexander Davidson       For       For          Management
1.5   Elect Director Richard Graff            For       For          Management
1.6   Elect Director Nigel Lees               For       For          Management
1.7   Elect Director Juvenal Mesquita Filho   For       For          Management
1.8   Elect Director Carl Renzoni             For       For          Management
1.9   Elect Director Antenor F. Silva, Jr.    For       For          Management
1.10  Elect Director Dino Titaro              For       For          Management
2     Ratify Deloitte LLP as Auditors         For       For          Management



--------------------------------------------------------------------------------



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

========== 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.

Value Line Larger Companies Fund, Inc.
(Registrant)

 
By:   /s/ Mitchell E. Appel                         
Mitchell E. Appel
President


Date: August 20, 2013
 
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