abrdn Healthcare Investors

Regulatory Filings • Aug 29, 2008

N-PX 1 a08-19328_1npx.htm ANNUAL REPORT OF PROXY VOTING RECORD

| UNITED
STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 |
| --- |
| OMB
Number: 3235-0582 |
| Expires: April 30, 2009 |
| Estimated
average burden hours per response........14.4 |

*FORM N-PX*

*ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY*

*Investment Company Act file number 811- 04889*

*H&Q Healthcare Investors*

(Exact name of registrant as specified in charter)

2 Liberty Square, 9 th Floor, Boston, MA	02109
(Address of principal executive offices)	(Zip code)

*Carolyn Haley*

*H&Q Healthcare Investors*

*2 Liberty Square, 9 th Floor, Boston MA 02109*

(Name and address of agent for service)

Registrant’s telephone number, including area code: 617 772-8500

Date of fiscal year end: September 30

Date of reporting period: 7/1/07-6/30/08

Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (ss.ss. 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant’s proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507.

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*Item 1. Proxy Voting Record.*

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*HQH N-PX for the period July 1, 2007 to June 30, 2008*

| CUSIP | Symbol | Company
Name | |
| --- | --- | --- | --- |
| 004225108 | ACAD | Acadia
Pharmaceuticals, Inc. | |
| Meeting
Date: | 6/13/2008 | Meeting
Type: | Annual |
| Record
Date: | 4/18/2008 | | |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Michael
Borer	For	Yes	For	Management
1	Elect Director Mary Ann
Gray	For	Yes	For	Management
1	Elect Director Lester J.
Kaplan	For	Yes	For	Management
2	To ratify the selection by
the audit committee of our board of directors of Pricewaterhousecoopers LLP
as our independent registered public accounting firm for the fiscal year
ending December 31, 2008	For	Yes	For	Management

| 00817Y108 — Meeting
Date: | 5/30/2008 |
| --- | --- |
| Record Date: | 3/28/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Frank M.
Clark	For	Yes	For	Management
1	Elect Director Betsy Z.
Cohen	For	Yes	For	Management
1	Elect Director Molly J.
Coye, MD	For	Yes	For	Management
1	Elect Director Roger N.
Farah	For	Yes	For	Management
1	Elect Director Barbara
Hackman Franklin	For	Yes	For	Management
1	Elect Director Jeffrey E.
Garten	For	Yes	For	Management
1	Elect Director Earl G.
Graves	For	Yes	For	Management
1	Elect Director Gerald
Greenwald	For	Yes	For	Management
1	Elect Director Ellen M.
Hancock	For	Yes	For	Management
1	Elect Director Edward J.
Ludwig	For	Yes	For	Management
1	Elect Director Joseph P.
Newhouse	For	Yes	For	Management
1	Elect Director Ronald A.
Williams	For	Yes	For	Management
2	Approval of the
independent registered public accounting firm, KPMG LLP
3	Shareholder proposal on
cumulative voting	For	Yes	For	Management
4	Shareholder proposal on nominating
a retired Aetna executive to the board	For	Yes	For	Management

| N/A — Meeting
Date: | 10/22/2007 |
| --- | --- |
| Record
Date: | 9/14/2007 |

| # | Proposal | Mgt.
Recommends | Voted | Vote
Cast | Sponsor |
| --- | --- | --- | --- | --- | --- |
| 1 | Election of directors | For | Yes | For | Management |
| 2 | Selection of independent
auditors | For | Yes | For | Management |

N/A
Action by
Written Consent:	11/27/2007

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Adoption of merger
agreement	For	Yes	For	Management
2	Disclosure of interested
parties	For	Yes	For	Management
3	Waiver of dissenters’
rights	For	Yes	For	Management
4	General authority	For	Yes	For	Management

| 009728106 — Meeting
Date: | 5/22/2008 |
| --- | --- |
| Record
Date: | 4/2/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director John N.
Kapoor, Ph.D.	For	Yes	For	Management
1	Elect Director Arthur S.
Przybyl	For	Yes	For	Management
1	Elect Director Jerry N.
Ellis	For	Yes	For	Management
1	Elect Director Ronald M.
Johnson	For	Yes	For	Management
1	Elect Director Jerry I.
Treppel	For	Yes	For	Management
1	Elect Director Subhash
Kapre, Ph.D.	For	Yes	For	Management
1	Elect Randall J. Wall	For	Yes	For	Management
2	Proposal to ratify the
selection of Ernst & Young LLP to serve as Akorn’s independent
registered public accounting firm for the fiscal year ending December 31,
2008	For	Yes	For	Management

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-01.htm',USER='105533',CD='Aug 29 15:39 2008'

| 016255101 — Meeting
Date: | 5/15/2008 |
| --- | --- |
| Record
Date: | 3/19/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director David E.
Collins	For	Yes	For	Management
1	Elect Director Joseph
Lacob	For	Yes	For	Management
1	Elect Director C. Raymond
Larkin, Jr.	For	Yes	For	Management
1	Elect Director George J.
Morrow	For	Yes	For	Management
1	Elect Director Thomas M.
Prescott	For	Yes	For	Management
1	Elect Director Greg J.
Santora	For	Yes	For	Management
1	Elect Director Warren S.
Thaler	For	Yes	For	Management
2	Proposal to ratify the
appointment of Pricewaterhousecoopers LLP as Align Technology, Inc.’s
independent registered public accountants for the fiscal year ending December 31,
2008	For	Yes	For	Management

| 01642T108 — Meeting
Date: | 10/9/2007 |
| --- | --- |
| Record
Date: | 7/16/2007 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Floyd E.
Bloom	For	Yes	For	Management
1	Elect Director Robert A.
Breyer	For	Yes	For	Management
1	Elect Director Geraldine
Henwood	For	Yes	For	Management
1	Elect Director Paul J.
Mitchell	For	Yes	For	Management
1	Elect Director Richard F.
Pops	For	Yes	For	Management
1	Elect Director Alexander
Rich	For	Yes	For	Management
1	Elect Director David A.
Broecker	For	Yes	For	Management
1	Elect Director Mark B.
Skaletsky	For	Yes	For	Management
1	Elect Director Michael A.
Wall	For	Yes	For	Management
2	To approve an amended and
restated 1999 stock option plan	For	Yes	For	Management
3	To approve an amendment to
the 2002 restricted stock award plan to increase the number of shares
authorized for issuance thereunder, by 700,000 shares	For	Yes	For	Management
4	To approve an amendment to
the 2006 stock option plan for non-employee directors to increase the number
of shares issuable upon exercise of options granted thereunder, by 240,000
shares	For	Yes	For	Management
5	To ratify
Pricewaterhousecoopers LLP as the company’s independent registered public
accountants for fiscal year 2008	For	Yes	For	Management

| 018490102 — Meeting
Date: | 5/6/2008 |
| --- | --- |
| Record
Date: | 3/14/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Deborah
Dunsire, MD	For	Yes	For	Management
1	Elect Director Trevor M.
Jones, Ph.D.	For	Yes	For	Management
1	Elect Director Louis J.
Lavigne, Jr.	For	Yes	For	Management
1	Elect Director Leonard D.
Schaeffer	For	Yes	For	Management
2	To approve the
Allergan, Inc. 2008 incentive award plan	For	Yes	For	Management
3	To ratify the appointment
of Ernst & Young LLP as our independent registered public accounting
firm for fiscal year 2008	For	Yes	For	Management
4	To approve stockholder
proposal No. 1 regarding the adoption of a pay-for-superior-performance
executive compensation plan	Against	Yes	Against	Sharholder
4	To approve stockholder
proposal No. 2 regarding additional animal testing disclosure	Against	Yes	Against	Sharholder

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| 031162100 — Meeting
Date: | 5/7/2008 |
| --- | --- |
| Record
Date: | 3/10/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director
Dr. David Baltimore	For	Yes	For	Management
1	Elect Director Frank J.
Biondi, Jr.	For	Yes	For	Management
1	Elect Director Jerry D.
Choate	For	Yes	For	Management
1	Elect Director
Dr. Vance D. Coffman	For	Yes	For	Management
1	Elect Director Frederick
W. Gluck	For	Yes	For	Management
1	Elect Director Frank C.
Herringer	For	Yes	For	Management
1	Elect Director Gilbert S.
Omenn	For	Yes	For	Management
1	Elect Director Judith C.
Pelham	For	Yes	For	Management
1	Elect Director Adm. J.
Paul Reason, USN	For	Yes	For	Management
1	Elect Director Leonard D.
Schaeffer	For	Yes	For	Management
1	Elect Director Kevin W.
Sharer	For	Yes	For	Management
2	To ratify the selection of
Ernst & Young LLP as the company’s independent registered public
accountants for the fiscal year	For	Yes	For	Management
3	Stockholder proposal on
simple majority vote	Against	Yes	Against	Shareholder
3	Stockholder proposal on
animal welfare	Against	Yes	Against	Shareholder

| 038020103 — Meeting
Date: | 10/18/2007 |
| --- | --- |
| Record
Date: | 8/31/2007 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Richard H.
Ayers	For	Yes	For	Management
1	Elect Director Jean-Luc
Belingard	For	Yes	For	Management
1	Elect Director Robert H.
Hayes	For	Yes	For	Management
1	Elect Director Arnold J.
Levine	For	Yes	For	Management
1	Elect Director William H.
Longfield	For	Yes	For	Management
1	Elect Director Elaine R.
Mardis	For	Yes	For	Management
1	Elect Director Theodore E.
Martin	For	Yes	For	Management
1	Elect Director Carolyn W.
Slayman	For	Yes	For	Management
1	Elect Director James R.
Tobin	For	Yes	For	Management
1	Elect Director Tony L.
White	For	Yes	For	Management
2	Ratification of the
selection of Pricewaterhousecoopers LLP as independent registered public
accounting firm for the fiscal year ending June 30, 2008	For	Yes	For	Management
3	Approval of an extension
of the term of the Applera Corporation 1999 employee stock purchase plan	For	Yes	For	Management

| 04744L106 — Meeting
Date: | 6/20/2008 |
| --- | --- |
| Record
Date: | 4/24/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Gil Van
Bokkelen	For	Yes	For	Management
1	Elect Director Jordan S.
Davis	For	Yes	For	Management
1	Elect Director John J.
Harrington	For	Yes	For	Management
1	Elect Director Floyd D.
Loop	For	Yes	For	Management
1	Elect Director George M.
Milne, Jr.	For	Yes	For	Management
1	Elect Director William C.
Mulligan	For	Yes	For	Management
1	Elect Director Lorin J.
Randall	For	Yes	For	Management
1	Elect Director Michael
Sheffery	For	Yes	For	Management
2	Ratification of
Ernst & Young LLP as independent auditors	For	Yes	For	Management

04744L106
Action by
Written Consent:	7/17/2007

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Amendment to certificate
of incorporation	For	Yes	For	Management
2	General authorizing
resolution	For	Yes	For	Management

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-01.htm',USER='105533',CD='Aug 29 15:39 2008'

| 05346P106 — Meeting
Date: | 6/4/2008 |
| --- | --- |
| Record
Date: | 4/18/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director K.C.
Carter, Ph.D.	For	Yes	For	Management
1	Elect Director P. Frost,
MD, Ph.D.	For	Yes	For	Management
1	Elect Director D.S.
Kabakoff, Ph.D.	For	Yes	For	Management
1	Elect Director Michael R.
Kurman, MD	For	Yes	For	Management
1	Elect Director Bradley G.
Lorimier	For	Yes	For	Management
1	Elect Director William H.
Washecka	For	Yes	For	Management
2	To ratify the appointment
of Ernst & Young LLP as the company’s independent registered public
accounting firm for the fiscal year ending December 31, 2008	For	Yes	For	Management

| 05365U101 — Meeting
Date: | 1/15/2008 |
| --- | --- |
| Record
Date: | 12/17/2007 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Stuart H.
Altman	For	Yes	For	Management
1	Elect Director David
Roberts	For	Yes	For	Management
1	Elect Director Alan D.
Solomont	For	Yes	For	Management
2	To approve the Aveta Inc.
restated certificate of incorporation	For	Yes	Abstain	Management
3	To approve the Aveta Inc.
2007 key employee retention plan	For	Yes	Abstain	Management

| 068306109 — Meeting
Date: | 5/15/2008 |
| --- | --- |
| Record
Date: | 3/28/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Bruce L.
Downey	For	Yes	For	Management
1	Elect Director George P.
Stephan	For	Yes	For	Management
1	Elect Director Harold N.
Chefitz	For	Yes	For	Management
1	Elect Director Richard R.
Frankovic	For	Yes	For	Management
1	Elect Director Peter R.
Seaver	For	Yes	For	Management
1	Elect Director James S.
Gilmore, III	For	Yes	For	Management
2	To ratify the audit
committee’s selection of the company’s independent registered public
accounting firm for the year ended December 31, 2008	For	Yes	For	Management
3	To approve the company’s
proposal to amend the certificate of incorporation to delete the plurality
voting standard for the election of directors	For	Yes	For	Management

| 071813109 — Meeting
Date: | 5/6/2008 |
| --- | --- |
| Record
Date: | 3/7/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Wayne T. Hockmeyer,
Ph.D.	For	Yes	For	Management
1	Elect Director Joseph B.
Martin, MD, Ph.D.	For	Yes	For	Management
1	Elect Director Robert L.
Parkinson, Jr.	For	Yes	For	Management
1	Elect Director Thomas T.
Stallkamp	For	Yes	For	Management
1	Elect Director Albert P.L.
Stroucken	For	Yes	For	Management
2	Ratification of
independent registered public accounting firm	For	Yes	For	Management

| 075887109 — Meeting
Date: | 1/29/2008 |
| --- | --- |
| Record
Date: | 12/7/2007 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Basil L.
Anderson	For	Yes	For	Management
1	Elect Director Marshall O.
Larsen	For	Yes	For	Management
1	Elect Director Gary A.
Mecklenburg	For	Yes	For	Management
1	Elect Director Cathy E.
Minehan	For	Yes	For	Management
1	Elect Director Alfred
Sommer	For	Yes	For	Management
2	Ratification of selection
of independent registered public accounting firm	For	Yes	For	Management
3	Annual election of
directors	Against	Yes	Against	Shareholder
4	Cumulative voting	Against	Yes	Against	Shareholder
5	Environmental Report	Against	Yes	Against	Shareholder

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-01.htm',USER='105533',CD='Aug 29 15:39 2008'

| 09062X103 — Meeting
Date: | 6/19/2008 |
| --- | --- |
| Record
Date: | 4/21/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Stelios
Papadopoulos	For	Yes	For	Management
1	Elect Director Cecil
Pickett	For	Yes	For	Management
1	Elect Director Lynn Schenk	For	Yes	For	Management
1	Elect Director Phillip
Sharp	For	Yes	For	Management
2	To ratify the selection of
Pricewaterhousecoopers LLP as the company’s independent registered public
accounting firm for the fiscal year ending December 31, 2008	For	Yes	For	Management
3	To approve the 2008
omnibus equity plan	For	Yes	For	Management
4	To approve the 2008
performance-based management incentive plan	For	Yes	Against	Management
5	Shareholder proposal to
amend the company’s by-laws	Against	Yes	Against	Shareholder

N/A
Action by
Written Consent:	8/1/2007

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Appointment of director	For	Yes	For	Management
2	General authorizing
resolution	For	Yes	For	Management

N/A
Action by
Written Consent:	11/29/2007

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Increase in share reserve
under equity incentive plan	For	Yes	For	Management
2	Amendment of amended and
restated articles of incorporation	For	Yes	For	Management
3	Additional filings	For	Yes	For	Management
4	General authorizing
resolution	For	Yes	For	Management

N/A
Action by
Written Consent:	12/5/2007

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Appointment of director	For	Yes	For	Management
2	General authorizing
resolution	For	Yes	For	Management

N/A
Action by
Written Consent:	2/19/2008

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Reincorporation in
Delaware	For	Yes	For	Management
2	Approval of adoption of
employee benefit and related plans	For	Yes	For	Management
3	General authorizing
resolution	For	Yes	For	Management

N/A
Action by
Written Consent:	3/1/2008

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Reverse split of company’s
common stock	For	Yes	For	Management
2	General authorizing
resolution	For	Yes	For	Management

N/A
Action by
Written Consent:	3/1/2008

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Amended and restated
certificate of incorporation	For	Yes	For	Management
2	Amended and restated
bylaws	For	Yes	For	Management
3	Approval of 2008 equity
incentive plan	For	Yes	For	Management
4	Approval of 2008 employee
stock purchase plan	For	Yes	For	Management
5	Approval of 2008
non-employee directors’ stock option plan	For	Yes	For	Management
6	Indemnity agreements	For	Yes	For	Management
7	General authorizing
resolution	For	Yes	For	Management

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-01.htm',USER='105533',CD='Aug 29 15:39 2008'

| 151020104 — Meeting
Date: | 6/18/2008 |
| --- | --- |
| Record
Date: | 4/22/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Sol J.
Barer, Ph.D.	For	Yes	For	Management
1	Elect Director Robert J.
Hugin	For	Yes	For	Management
1	Elect Director Michael D.
Casey	For	Yes	For	Management
1	Elect Director Rodman L.
Drake	For	Yes	For	Management
1	Elect Director A. Hull
Hayes, Jr., MD	For	Yes	For	Management
1	Elect Director Gilla
Kaplan, Ph.D.	For	Yes	For	Management
1	Elect Director James J.
Loughlin	For	Yes	For	Management
1	Elect Director Ernest
Mario, Ph.D.	For	Yes	For	Management
1	Elect Director Walter L.
Robb, Ph.D.	For	Yes	For	Management
2	Ratification of the
appointment of KPMG LLP as the company’s independent registered public
accounting firm for the fiscal year ending December 31, 2008	For	Yes	For	Management
3	Approval of the amendment
and restatement of the company’s 1998 stock incentive plan (to be renamed the
2008 stock incentive plan)	For	Yes	For	Management

| 15135B101 — Meeting
Date: | 4/22/2008 |
| --- | --- |
| Record
Date: | 2/22/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Michael F.
Neidorff	For	Yes	For	Management
1	Elect Director Richard A.
Gephardt	For	Yes	For	Management
1	Elect Director John R.
Roberts	For	Yes	For	Management
2	Ratification of the
appointment of KPMG LLP as our independent registered public accounting firm	For	Yes	For	Management
3	Approval of amendments to
the 2003 stock incentive plan	For	Yes	For	Management

N/A
Action by
Written Consent:	8/29/2007

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Issuance of warrants	For	Yes	For	Management
2	Approval of stock
option/stock issuance plan	For	Yes	For	Management

N/A
Action by
Written Consent:	8/31/2007

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Amended and restated
certificate of incorporation	For	Yes	For	Management
2	Ratification of
appointment of independent public accountants	For	Yes	For	Management

N/A
Action by
Written Consent:	9/4/2007

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Approval of financing	For	Yes	For	Management

| N/A — Meeting
Date: | 5/28/2008 |
| --- | --- |
| Record
Date: | 4/16/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Election of Directors	For	Yes	For	Management
2	Ratification of
appointment of independent public accountants	For	Yes	For	Management

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-01.htm',USER='105533',CD='Aug 29 15:39 2008'

N/A
Action by
Written Consent:	8/15/2007

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Amendment and restatement
of certificate of incorporation	For	Yes	For	Management
2	Amendment and restatement
of bylaws	For	Yes	For	Management
3	Appointment of members of
the board of directors and size	For	Yes	For	Management
4	Amendment of stock plan	For	Yes	For	Management
5	Approval of adoption of
equity incentive plan	For	Yes	For	Management
6	Approval of adoption of
employee stock purchase plan	For	Yes	For	Management
7	Conversion of stock	For	Yes	For	Management
8	Amendment and restatement
of certificate of incoporation prior to corporate action	For	Yes	For	Management
9	Termination of right of
first refusal and co-sale agreement	For	Yes	For	Management
10	Adoption of form of
indemnification agreement	For	Yes	For	Management
11	Omnibus resolution	For	Yes	For	Management

N/A
Action by
Written Consent:	2/1/2008

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Issuance of warrants	For	Yes	For	Management
2	Certificate of amendment
of the amended and restated certificate of incorporation	For	Yes	For	Management
3	Amendment of amended and
restated investors’ rights agreement	For	Yes	For	Management
4	Omnibus resolution	For	Yes	For	Management

| 126650100 — Meeting
Date: | 5/7/2008 |
| --- | --- |
| Record
Date: | 3/12/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Edwin M.
Banks	For	Yes	For	Management
1	Elect Director C. David
Brown II	For	Yes	For	Management
1	Elect Director David W.
Dorman	For	Yes	For	Management
1	Elect Director Kristen
Gibney Williams	For	Yes	For	Management
1	Elect Director Marian L.
Heard	For	Yes	For	Management
1	Elect Director William H.
Joyce	For	Yes	For	Management
1	Elect Director Jean-Pierre
Millon	For	Yes	For	Management
1	Elect Director Terrence
Murray	For	Yes	For	Management
1	Elect Director C.A. Lance
Piccolo	For	Yes	For	Management
1	Elect Director Sheli Z.
Rosenberg	For	Yes	For	Management
1	Elect Director Thomas M.
Ryan	For	Yes	For	Management
1	Elect Director Richard J.
Swift	For	Yes	For	Management
2	To ratify the appointment
of Ernst & Young LLP as the company’s independent registered public
accounting firm for the 2008 fiscal year	For	Yes	For	Management
3	Stockholder proposal
regarding special shareholder meetings	For	Yes	For	Management
4	Stockholder proposal
regarding tax gross-up payments	For	Yes	For	Management
5	Stockholder proposal
regarding political contributions and expenditures	For	Yes	For	Management

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-01.htm',USER='105533',CD='Aug 29 15:39 2008'

| 232946103 — Meeting
Date: | 10/18/2007 |
| --- | --- |
| Record
Date: | 8/22/2007 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	To adopt the agreement and
plan of merger, dated as of May 20, 2007, among Cytyc,
Hologic, Inc. and Nor’easter Corp., a wholly owned subsidiary of Hologic
formed for the purpose of the merger, and the transactions contemplated
thereby, including the merger, all as more fully described in the proxy
statement	For	Yes	For	Management
2	If submitted to a vote of
Cytyc stockholders, to approve an adjournment of the Cytyc special meeting,
including, if necessary, to solicit additional proxies in favor of the
proposal to adopt the merger agreement if there are not sufficient votes for
that proposal at the time of the meeting	For	Yes	For	Management

| 259858108 — Meeting
Date: | 7/30/2007 |
| --- | --- |
| Record
Date: | 6/7/2007 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Zola
Horovitz, Ph.D.	For	Yes	For	Management
1	Elect Director Joseph S.
Zakrzewski	For	Yes	For	Management
2	To approve the 2007 stock
award and incentive plan	For	Yes	For	Management
3	To authorize the board of
directors, in its discretion, to amend the fourth amended and restated
certificate of incorporation, to effect a reverse stock split of the shares
of DOV Pharmaceutical, Inc.’s common stock issued and outstanding or
held in treasury	For	Yes	For	Management
4	To ratify the selection of
Pricewaterhousecoopers LLP as DOV Pharmaceutical, Inc.’s independent
registered public accounting firm for the fiscal year ending December 31,
2007	For	Yes	For	Management

| 278856109 — Meeting
Date: | 7/11/2007 |
| --- | --- |
| Record
Date: | 5/29/2007 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Dan L.
Crippen	Yes	Yes	For	Management
1	Elect Director Edward A.
Kangas	Yes	Yes	For	Management
2	To approve the company’s
incentive compensation plan for specified officers	Yes	Yes	For	Management
3	To ratify the selection of
Pricewaterhousecoopers LLP as the company’s independent registered certified
public accounting firm for the current fiscal year	Yes	Yes	For	Management

| 278856109 — Meeting
Date: | 6/11/2008 |
| --- | --- |
| Record
Date: | 4/14/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director R. Andrew
Eckert	For	Yes	For	Management
1	Elect Director Eugene V.
Fife	For	Yes	For	Management
2	To approve the 2008
omnibus incentive plan	For	Yes	For	Management
3	To ratify the selection of
Pricewaterhousecoopers LLP by the board of directors as the company’s
independent registered certified public accounting firm for the current
fiscal year	For	Yes	For	Management

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-01.htm',USER='105533',CD='Aug 29 15:39 2008'

| 30161Q104 — Meeting
Date: | 5/1/2008 |
| --- | --- |
| Record
Date: | 3/5/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director S.
Papadopoulos, Ph.D.	For	Yes	For	Management
1	Elect Director G.A.
Scangos, Ph.D.	For	Yes	For	Management
1	Elect Director Frank
McCormick, Ph.D.	For	Yes	For	Management
1	Elect Director Lance
Willsey, MD	For	Yes	For	Management
2	Ratify the selection of
Ernst & Young LLP as Exelixis’ independent registered public
accounting firm for the fiscal year ending January 2, 2009	For	Yes	For	Management

| 368710406 — Meeting
Date: | 4/15/2008 |
| --- | --- |
| Record
Date: | 2/19/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Herbert W.
Boyer	For	Yes	For	Management
1	Elect Director William M.
Burns	For	Yes	For	Management
1	Elect Director Erich
Hunziker	For	Yes	For	Management
1	Elect Director Jonathan
K.C. Knowles	For	Yes	For	Management
1	Elect Director Arthur D.
Levinson	For	Yes	For	Management
1	Elect Director Debra L.
Reed	For	Yes	For	Management
1	Elect Director Charles A.
Sanders	For	Yes	For	Management
2	To approve an amendment to
the Genentech, Inc. 1991 employee stock plan to authorize the sale of an
additional 10,000,000 shares	For	Yes	For	Management
3	To ratify the selection of
Ernst & Young LLP as independent registered public accounting firm
of Genentech for the year ending December 31, 2008	For	Yes	For	Management

| 372917104 — Meeting
Date: | 5/22/2008 |
| --- | --- |
| Record
Date: | 3/31/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Douglas A.
Berthiaume	For	Yes	For	Management
1	Elect Director Gail K.
Boudreaux	For	Yes	For	Management
1	Elect Director Robert J.
Carpenter	For	Yes	For	Management
1	Elect Director Charles L.
Cooney	For	Yes	For	Management
1	Elect Director Richard F.
Syron	For	Yes	For	Management
2	A proposal to amend the
2004 equity incentive plan to increase the number of shares of common stock
covered by the plan by 2,250,000 shares	For	Yes	For	Management
3	A proposal to amend the
2007 director equity plan to specify the automatic grant provisions under the
plan	For	Yes	For	Management
4	A proposal to ratify the
audit committee’s selection of independent auditors for 2008	For	Yes	For	Management

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-01.htm',USER='105533',CD='Aug 29 15:39 2008'

| 375558103 — Meeting
Date: | 5/8/2008 |
| --- | --- |
| Record
Date: | 3/19/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Paul Berg	For	Yes	For	Management
1	Elect Director John F. Cogan	For	Yes	For	Management
1	Elect Director Etienne F.
Davignon	For	Yes	For	Management
1	Elect Director James M.
Denny	For	Yes	For	Management
1	Elect Director Carla A.
Hills	For	Yes	For	Management
1	Elect Director John W.
Madigan	For	Yes	For	Management
1	Elect Director John C.
Martin	For	Yes	For	Management
1	Elect Director Gordon E.
Moore	For	Yes	For	Management
1	Elect Director Nicholas G.
Moore	For	Yes	For	Management
1	Elect Director Ggayle E.
Wilson	For	Yes	For	Management
2	To ratify the selection of
Ernst & Young LLP by the audit committee of the board of directors
as the independent registered public accounting firm of Gilead for the fiscal
year ending December 31, 2008	For	Yes	For	Management
3	To approve the proposed
amendment to Gilead’s 2004 equity incentive plan	For	Yes	For	Management
4	To approve the amendment
to Gilead’s restated certificate of incorporation to increase the authorized
number of shares of Gilead’s common stock from 1,400,000,000 to 2,800,000,000
shares	For	Yes	For	Management

| 422211102 — Meeting
Date: | 6/3/2008 |
| --- | --- |
| Record
Date: | 4/4/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director David T.
Blair	For	Yes	For	Management
1	Elect Director Daniel J.
Houston	For	Yes	For	Management
1	Elect Director Kenneth A.
Samet	For	Yes	For	Management
2	The ratification of the
appointment of Pricewaterhousecoopers LLP as independent registered public
accountants of Healthextras, Inc. for the fiscal year ending
December 31, 2008	For	Yes	For	Management

| 436440101 — Meeting
Date: | 3/11/2008 |
| --- | --- |
| Record
Date: | 1/18/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director John W.
Cumming	For	Yes	For	Management
1	Elect Director Patrick J.
Sullivan	For	Yes	For	Management
1	Elect Director David R.
Lavance, Jr.	For	Yes	For	Management
1	Elect Director Nancy L.
Leaming	For	Yes	For	Management
1	Elect Director Lawrence M.
Levy	For	Yes	For	Management
1	Elect Director Glenn P.
Muir	For	Yes	For	Management
1	Elect Director Elaine S.
Ullian	For	Yes	For	Management
1	Elect Director Daniel J.
Levangie	For	Yes	For	Management
1	Elect Director Sally W.
Crawford	For	Yes	For	Management
1	Elect Director C. William
McDaniel	For	Yes	For	Management
1	Elect Director Wayne
Wilson	For	Yes	For	Management
2	Proposal to amend the
Hologic’s certificate of incorporation to increase the number of authorized
shares of common stock from 300,000 shares to 750,000 shares	For	Yes	For	Management
3	Proposal to approve the
Hologic, Inc. 2008 employee stock purchase plan	For	Yes	For	Management
4	Proposal to approve the
Hologic, Inc. 2008 equity incentive plan	For	Yes	For	Management
5	To approve the adjournment
of the annual meeting, including, if necessary, to solicit additional proxies
in favor of the foregoing proposals, as described in the accompanying proxy
statement	For	Yes	For	Management

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-03.htm',USER='105533',CD='Aug 29 15:43 2008'

| 45168D104 — Meeting
Date: | 5/7/2008 |
| --- | --- |
| Record
Date: | 3/10/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Thomas
Craig	For	Yes	For	Management
1	Elect Director Errol B.
Desouza, Ph.D.	For	Yes	For	Management
1	Elect Director R.M.
Henderson, Ph.D.	For	Yes	For	Management
2	Adoption of Idexx Laboratories, Inc.
2008 incentive compensation plan to to approve and adopt the Idexx
Laboratories, Inc. 2008 incentive compensation plan	For	Yes	Against	Management
3	Ratification of the
appointment of independent registered public accounting firm; to ratify the selection by the audit
committee of the board of directors of
Pricewaterhousecoopers LLP as our independent registered public
accounting firm for the current fiscal
year	For	Yes	For	Management

| 457733103 — Meeting
Date: | 10/31/2007 |
| --- | --- |
| Record
Date: | 9/19/2007 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	To approve the exchange of
shares of our Series A exchangeable preferred stock previously issued
and sold to Warburg Pincus Private Equity IX, LP pursuant to the terms of the
securities pruchase agreement, dated July 17, 2007, and the issuance of
shares of our common stock upon the exchange	For	Yes	For	Management

| 46120E602 — Meeting
Date: | 4/18/2008 |
| --- | --- |
| Record
Date: | 2/22/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Robert W.
Duggan	For	Yes	For	Management
1	Elect Director Floyd D.
Loop	For	Yes	For	Management
1	Elect Director George
Stalk Jr.	For	Yes	For	Management

| 46126P106 — Meeting
Date: | 12/20/2007 |
| --- | --- |
| Record
Date: | 11/15/2007 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Approve an increase to the
number of shares of common stock available for issuance under the Inverness
Medical Innovations, Inc. 2001 stock option and incentive plan by
3,000,000, from 8,074,871 to 11,074,871	For	Yes	For	Management

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-03.htm',USER='105533',CD='Aug 29 15:43 2008'

| 46126P106 — Meeting
Date: | 6/12/2008 |
| --- | --- |
| Record
Date: | 4/15/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director John F.
Levy	For	Yes	For	Management
1	Elect Director Jerry
McAleer, Ph.D.	For	Yes	For	Management
1	Elect Director John A.
Quelch	For	Yes	For	Management
2	Approve an amendment to
Inverness Medical Innovations, Inc.’s amended and restated certificate
of incorporation, as amended, to increase the number of authorized shares of
common stock by 50,000,000, from 100,000,000 to 150,000,000	For	Yes	Against	Management
3	Approve an increase to the
number of shares of common stock available for issuance under the Inverness
Medical Innovations, Inc. 2001 employee stock purchase plan by 500,000,
from 500,000 to 1,000,000	For	Yes	For	Management
4	Approve our ability to
issue as many shares of common stock as may be required to allow for the full
conversion of our proposed Series B convertible perpetual preferred
stock (“Series B preferred stock”) and full payment of the dividends on
the Series B preferred stock, all in accordance with the terms of the
Series B preferred stock	For	Yes	Against	Management
5	Ratify the appointment of
BDO Seidman, LLP as our independent registered public accountants for our
fiscal year ending December 31, 2008	For	Yes	For	Management

N/A
Action by
Written Consent:	2/1/2008

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Approval of amended and
restated certificate of incorporation	For	Yes	For	Management
2	Omnibus resolution	For	Yes	For	Management

| 50540R409 — Meeting
Date: | 5/7/2008 |
| --- | --- |
| Record
Date: | 3/14/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Thomas P.
MacMahon	For	Yes	For	Management
1	Elect Director Kerrii B.
Anderson	For	Yes	For	Management
1	Elect Director Jean-Luc
Belingard	For	Yes	For	Management
1	Elect Director David P.
King	For	Yes	For	Management
1	Elect Director Wendy E.
Lane	For	Yes	For	Management
1	Elect Director Robert E.
Mittelstaedt, Jr.	For	Yes	For	Management
1	Elect Director Arthur H.
Rubenstein, MBBCH	For	Yes	For	Management
1	Elect Director Bradford T.
Smith	For	Yes	For	Management
1	Elect Director M. Keith
Weikel, Ph.D.	For	Yes	For	Management
1	Elect Director R. Sanders
Williams, MD	For	Yes	For	Management
2	To approve the company’s
management incentive bonus plan	For	Yes	For	Management
3	To approve the company’s
2008 stock incentive plan	For	Yes	For	Management
4	To approve an amendment to
the 1997 employee stock purchase plan to extend the termination date of the
plan	For	Yes	For	Management
5	To ratify the appointment
of Pricewaterhousecoopers LLP as the independent registered public accounting
firm	For	Yes	For	Management

N/A
Action by
Written Consent:	11/6/2007

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Election of directors	For	Yes	For	Management
2	General authorization	For	Yes	For	Management

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-03.htm',USER='105533',CD='Aug 29 15:43 2008'

| 572901106 — Meeting
Date: | 3/13/2008 |
| --- | --- |
| Record
Date: | 1/17/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Harry J.
D’Andrea	For	Yes	For	Management
1	Elect Director Polly B.
Kawalek	For	Yes	For	Management
1	Elect Director Jerome C.
Keller	For	Yes	For	Management
1	Elect Director Douglas J.
MacMaster, Jr.	For	Yes	For	Management
1	Elect Director Robert H.
Mayer	For	Yes	For	Management
1	Elect Director Eugene H.
Rotberg	For	Yes	For	Management
2	To ratify the appointment
of Ernst & Young LLP as the company’s independent registered public
accounting firm for the fiscal year 2008	For	Yes	For	Management

| 574795100 — Meeting
Date: | 6/5/2008 |
| --- | --- |
| Record
Date: | 4/18/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director S.J.
Barker, MD, Ph.D.	For	Yes	For	Management
1	Elect Director Sanford
Fitch	For	Yes	For	Management
2	To ratify the selection of
Grant Thornton LLP as the company’s independent auditors for fiscal year 2008	For	Yes	For	Management

N/A
Action by
Written Consent:	10/10/2007

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Adoption of stock
incentive plan	For	No	None	Management

| 583916101 — Meeting
Date: | 5/15/2008 |
| --- | --- |
| Record
Date: | 3/21/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director P.M.
Danzon, Ph.D.	For	Yes	For	Management
1	Elect Director Robert C.
Dinerstein	For	Yes	For	Management
1	Elect Director Howard H.
Pien	For	Yes	For	Management
1	Elect Director Marc Rubin,
MD	For	Yes	For	Management
2	The amendment and
restatement of Medarex’s 2005 equity incentive plan	For	Yes	Against	Management
3	The ratification of the
appointment by the audit committee of the board of directors of
Ernst & Young LLP as Medarex’s independent registered public accounting
firm for 2008	For	Yes	For	Management

| 58405U102 — Meeting
Date: | 5/22/2008 |
| --- | --- |
| Record
Date: | 3/26/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director John L.
Cassis	For	Yes	For	Management
1	Elect Director Michael
Goldstein	For	Yes	For	Management
1	Elect Director Blenda J.
Wilson	For	Yes	For	Management
2	To ratify the appointment
of Pricewaterhousecoopers LLP as the independent registered public accounting
firm of the company for the 2008 fiscal year	For	Yes	For	Management
3	Approval of proposed
amendment to the company’s certificate of incorporation to increase the
number of authorized shares of the company’s common stock from 1,000,000
shares to 2,000,000 shares	For	Yes	For	Management
4	Shareholder proposal
regarding executive compensation	Against	Yes	Against	Shareholder

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-03.htm',USER='105533',CD='Aug 29 15:43 2008'

| 584668105 — Meeting
Date: | 5/29/2008 |
| --- | --- |
| Record
Date: | 4/11/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Robert J.
Hugin	For	Yes	For	Management
1	Elect Director Clive A.
Meanwell	For	Yes	For	Management
1	Elect Director Elizabeth
H.S. Wyatt	For	Yes	For	Management
2	Approve the amended and
restated 2004 stock incentive plan, which amends section 4 of the 2004 stock
incentive plan	For	Yes	For	Management
3	Ratify the appointment of
Ernst & Young LLP as our independent registered public accounting
firm for the year ending December 31, 2008	For	Yes	For	Management

| 585081102 — Meeting
Date: | 12/4/2007 |
| --- | --- |
| Record
Date: | 10/31/2007 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	To approve the plan of
liquidation and dissolution of Medwave, Inc.	For	Yes	For	Management

| 587188103 — Meeting
Date: | 9/17/2007 |
| --- | --- |
| Record
Date: | 7/19/2007 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Michael L.
Emmons	For	Yes	For	Management
1	Elect Director Walter W.
Faster	For	Yes	For	Management
1	Elect Director Margaret H.
Jordan	For	Yes	For	Management
1	Elect Director Joshua H.
Levine	For	Yes	For	Management
1	Elect Director Kathareine
S. Napier	For	Yes	For	Management
1	Elect Director Burt E.
Rosen	For	Yes	For	Management
1	Elect Director Ronald J.
Rossi	For	Yes	For	Management
1	Elect Director Joseph E.
Whitters	For	Yes	For	Management
2	To approve an amendment to
the company’s restated articles of incoporation to increase the total number
of shares of authorized capital stock and to provide for the issuance of
preferred stock in one or more series.	For	Yes	For	Management
3	To ratify the appointment
of Ernst & Young LLP as the company’s independent registered public
accounting firm for the fiscal year ending March 31, 2008	For	Yes	For	Management

| 589331107 — Meeting
Date: | 4/22/2008 |
| --- | --- |
| Record
Date: | 2/25/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Richard T.
Clark	For	Yes	For	Management
1	Elect Director Johnnetta
B. Cole, Ph.D.	For	Yes	For	Management
1	Elect Director Thomas H.
Glocer	For	Yes	For	Management
1	Elect Director Steven F.
Goldstone	For	Yes	For	Management
1	Elect Director William B.
Harrison, Jr.	For	Yes	For	Management
1	Elect Director Harry R.
Jacobson, MD	For	Yes	For	Management
1	Elect Director William N.
Kelley, MD	For	Yes	For	Management
1	Elect Director Rochelle B.
Lazarus	For	Yes	For	Management
1	Elect Director Thomas E.
Shenk, Ph.D.	For	Yes	For	Management
1	Elect Director Anne M.
Tatlock	For	Yes	For	Management
1	Elect Director Samuel O.
Their, MD	For	Yes	For	Management
1	Elect Director Wendell P.
Weeks	For	Yes	For	Management
1	Elect Director Peter C.
Wendell	For	Yes	For	Management
2	Ratification of the
appointment of the company’s independent registered public accounting firm
for 2008	For	Yes	For	Management
3	Stockholder proposal
concerning management compensation	Against	Yes	Against	Shareholder
4	Stockholder proposal
concerning an advisory vote on executive compensation	Against	Yes	For	Shareholder
5	Stockholder proposal
concerning special shareholder meetings	Against	Yes	For	Shareholder
6	Stockholder proposal
concerning an independent lead director	Against	Yes	For	Shareholder

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-03.htm',USER='105533',CD='Aug 29 15:43 2008'

| 60877T100 — Meeting
Date: | 6/4/2008 |
| --- | --- |
| Record
Date: | 4/14/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Alan L.
Crane	For	Yes	For	Management
1	Elect Director Peter
Barton Hutt	For	Yes	For	Management
1	Elect Director Marsha H.
Fanucci	For	Yes	For	Management
2	To ratify the selection by
the audit committee of Ernst & Young LLP as the company’s
independent registered public accounting firm for the fiscal year ending
December 31, 2008	For	Yes	For	Management

| 628530107 — Meeting
Date: | 4/25/2008 |
| --- | --- |
| Record
Date: | 3/25/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Milan
Puskar	For	Yes	For	Management
1	Elect Director Robert J.
Coury	For	Yes	For	Management
1	Elect Director Wendy
Cameron	For	Yes	For	Management
1	Elect Director Neil
Dimick, CPA	For	Yes	For	Management
1	Elect Director D.J. Leech,
CPA	For	Yes	For	Management
1	Elect Director Joseph C.
Maroon, MD	For	Yes	For	Management
1	Elect Director N. Prasad	For	Yes	For	Management
1	Elect Director Rodney L.
Piatt, CPA	For	Yes	For	Management
1	Elect Director C.B. Todd	For	Yes	For	Management
1	Elect Director R.L.
Vanderveen, Ph.D., RPH	For	Yes	For	Management
2	Approve an amendment to
the 2003 long term incentive plan	For	Yes	For	Management
3	Ratify appointment of
Deloitte & Touche LLP as our independent registered public accounting firm	For	Yes	For	Management

| 654798503 — Meeting
Date: | 5/14/2008 |
| --- | --- |
| Record
Date: | 4/4/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Argeris N.
Karabelas, Ph.D.	For	Yes	For	Management
1	Elect Director Kenneth M.
Bate	For	Yes	For	Management
1	Elect Director Robert S.
Cohen	For	Yes	For	Management
1	Elect Director Frank L.
Douglas, MD, Ph.D.	For	Yes	For	Management
1	Elect Director Zola
Horovitz, Ph.D.	For	Yes	For	Management
1	Elect Director Mark
Leschly	For	Yes	For	Management
1	Elect Director John W.
Littlechild	For	Yes	For	Management
1	Elect Director Joseph
Loscalzo, MD, Ph.D.	For	Yes	For	Management
1	Elect Director Davey S.
Scoon	For	Yes	For	Management
1	Elect Director Christopher
J. Sobecki	For	Yes	For	Management
2	To ratify the appointment
by the audit committee of Ernst & Young LLP as the company’s
independent registered public accounting frim for the fiscal year ending
December 31, 2008	For	Yes	For	Management

| 681989109 — Meeting
Date: | 5/15/2008 |
| --- | --- |
| Record
Date: | 3/26/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Larry
Ellberger	For	Yes	For	Management
1	Elect Director Bernard
Horowitz, Ph.D.	For	Yes	For	Management
1	Elect
Director Pamela W. McNamara	For	Yes	For	Management
1	Elect Director Kevin Rakin	For	Yes	For	Management
1	Elect Director Philippe
Romagnoli	For	Yes	For	Management
1	Elect Director Steven St.
Peter, MD	For	Yes	For	Management
1	Elect Director Robert Taub	For	Yes	For	Management
2	The ratification of the
selection by the board of Kost Ferer Gabbay & Kasierer, a member of
Ernst & Young Global, as Omrix’ independent registered public accounting
firm for the fiscal year ending December 31, 2008	For	Yes	For	Management

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-03.htm',USER='105533',CD='Aug 29 15:43 2008'

| 671040103 — Meeting
Date: | 6/11/2008 |
| --- | --- |
| Record
Date: | 4/21/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Robert A.
Ingram	For	Yes	For	Management
1	Elect Director Colin
Goddard, Ph.D.	For	Yes	For	Management
1	Elect
Director Santo J. Costa	For	Yes	For	Management
1	Elect Director Daryl K.
Granner, MD	For	Yes	For	Management
1	Elect Director Joseph
Klein, III	For	Yes	For	Management
1	Elect Director Kenneth B.
Lee, Jr.	For	Yes	For	Management
1	Elect Director Viren Mehta	For	Yes	For	Management
1	Elect Director David W.
Niemiec	For	Yes	For	Management
1	Elect Director H.M.
Pinedo, MD, Ph.D.	For	Yes	For	Management
1	Elect Director Katharine
B. Stevenson	For	Yes	For	Management
1	Elect Director John P.
White	For	Yes	For	Management
2	Proposal to ratify the
appointment of KPMG LLP as the independent registered public accounting firm
of the corporation for the fiscal year ending December 31, 2008	For	Yes	For	Management

| 709754105 — Meeting
Date: | 6/11/2008 |
| --- | --- |
| Record
Date: | 4/23/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Christophe
Bianchi	For	Yes	For	Management
1	Elect Director Peter F.
Drake	For	Yes	For	Management
1	Elect Director David P.
Meeker	For	Yes	For	Management
1	Elect Director Anne M.
VanLent	For	Yes	For	Management
1	Elect Director W. James
O’Shea	For	Yes	For	Management
2	Ratification of the
appointment of Ernst & Young LLP as the independent registered
public accounting firm for the Company for the current fiscal year	For	Yes	For	Management
3	Approval of the proposed
Amendment to the Company’s 2005 Stock Incentive Plan	For	Yes	For	Management

| 714046109 — Meeting
Date: | 4/22/2008 |
| --- | --- |
| Record
Date: | 2/25/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Robert F.
Friel	For	Yes	For	Management
1	Elect Director Nicholas A.
Lopardo	For	Yes	For	Management
1	Elect Director Alexis P.
Michas	For	Yes	For	Management
1	Elect Director James C.
Mullen	For	Yes	For	Management
1	Elect Director
Dr. Vicki L. Sato	For	Yes	For	Management
1	Elect Director Gabriel
Schmergel	For	Yes	For	Management
1	Elect Director Kenton J.
Sicchitano	For	Yes	For	Management
1	Elect Director Patrick J.
Sullivan	For	Yes	For	Management
1	Elect Director Gregory L.
Summe	For	Yes	For	Management
1	Elect Director G. Robert
Tod	For	Yes	For	Management
1	To ratify the appointment
of Deloitte & Touche LLP as PerkinElmer’s independent auditors for
the current fiscal year	For	Yes	For	Management

| 717124101 — Meeting
Date: | 5/21/2008 |
| --- | --- |
| Record
Date: | 3/20/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Stuart
Bondurant, MD	For	Yes	For	Management
1	Elect Director F.N.
Eshelman, Pharm.D.	For	Yes	For	Management
1	Elect Director Frederick
Frank	For	Yes	For	Management
1	Elect Director General
David L. Grange	For	Yes	For	Management
1	Elect Director Catherine
M. Klema	For	Yes	For	Management
1	Elect Director Terry
Magnuson, Ph.D.	For	Yes	For	Management
1	Elect Director Ernest
Mario, Ph.D.	For	Yes	For	Management
1	Elect Director John A.
McNeill, Jr.	For	Yes	For	Management
2	Ratification of the
appointment of Deloitte & Touche LLP as the company’s independent
registered public accounting firm for the year ending December 31, 2008	For	Yes	For	Management
3	In their discretion, the
proxies are authorized to vote upon such other matters as may properly come
before the meeting	For	Yes	For	Management

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-03.htm',USER='105533',CD='Aug 29 15:43 2008'

| 71721R406 — Meeting
Date: | 4/30/2008 |
| --- | --- |
| Record
Date: | 3/20/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Robert K.
Weiler	For	Yes	For	Management
1	Elect Director Paul A.
Bleicher	For	Yes	For	Management
1	Elect Director Axel
Bichara	For	Yes	For	Management
1	Elect Director James I.
Cash, Jr.	For	Yes	For	Management
1	Elect Director Richard A.
D’Amore	For	Yes	For	Management
1	Elect Director Gary E.
Haroian	For	Yes	For	Management
1	Elect Director Kenneth I.
Kaitin	For	Yes	For	Management
1	Elect Director Dennis R.
Shaughnessy	For	Yes	For	Management
2	To ratify the selection of
Ernst & Young LLP as the independent registered public accounting
firm of the company for its fiscal year ending December 31, 2008.	For	Yes	For	Management

N/A
Action by
Written Consent:	1/15/2008

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Approval of a loan
modification agreement	For	Yes	For	Management
2	General authorization	For	Yes	For	Management

N/A
Action by
Written Consent:	6/26/2008

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Approval of a loan
modification agreement	For	Yes	For	Management
2	General authorization	For	Yes	For	Management

| 74834L100 — Meeting
Date: | 5/16/2008 |
| --- | --- |
| Record
Date: | 3/18/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director William F.
Buehler	For	Yes	For	Management
1	Elect Director Rosanne
Haggerty	For	Yes	For	Management
1	Elect Director D.C.
Stanzione, Ph.D.	For	Yes	For	Management
2	To ratify the appointment
of Pricewaterhousecoopers LLP as our independent registered public accounting
firm for 2008	For	Yes	For	Management

N/A
Action by
Written Consent:	6/26/2008

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Amended and restated
certificate of incorporation	For	Yes	For	Management
2	Approval of financing	For	Yes	For	Management
3	Waiver of rights of first
offer	For	Yes	For	Management

| 82481R106 — Meeting
Date: | 5/9/2008 |
| --- | --- |
| Record
Date: | 4/10/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Approve the proposed
scheme of arrangement	For	Yes	For	Management
1	Approve the scheme of
arrangement and related matters	For	Yes	For	Management
2	Approve the reduction of
capital of Shire Limited	For	Yes	For	Management
3	Approve the adoption by
Shire Limited of the Shire Sharesave scheme and to approve the authorization
given to the directors of Shire Limited in relation thereto	For	Yes	For	Management
4	To approve the adoption by
Shire Limited of the Shire employee stock purchase plan	For	Yes	For	Management
5	To approve the adoption by
Shire Limited of part A of the Shire portfolio share plan	For	Yes	For	Management
6	To approve the adoption by
Shire Limited of part B of the Shrie portfolio share plan	For	Yes	For	Management

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-03.htm',USER='105533',CD='Aug 29 15:43 2008'

N/A
Action by
Written Consent:	7/19/2007

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Approval of stock
conversion	For	No	None	Management
2	Approval of revese stock
split	For	No	None	Management
3	Approval of filing amended
and restated certificate of incorporation	For	No	None	Management
4	Approval of termination of
existing purchase agreement, stockholder agreement and registration rights
agreement	For	No	None	Management
5	Approval of equity
incentive plan	For	No	None	Management

| 863667101 — Meeting
Date: | 4/23/2008 |
| --- | --- |
| Record
Date: | 2/29/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director John W.
Brown	For	Yes	For	Management
1	Elect Director Howard E.
Cox, Jr.	For	Yes	For	Management
1	Elect Director Donald M.
Engelman	For	Yes	For	Management
1	Elect Director Jerome H.
Grossman	For	Yes	For	Management
1	Elect Director Louise L.
Fancesconi	For	Yes	For	Management
1	Elect Director Stephen P.
Macmillan	For	Yes	For	Management
1	Elect Director William U.
Parfet	For	Yes	For	Management
1	Elect Director Ronda E.
Stryker	For	Yes	For	Management
2	Ratification of the
appointment of Ernst & Young LLP as our independent registered
public accounting firm for 2008	For	Yes	For	Management
3	Approval of the 2008
employee stock purchase plan	For	Yes	For	Management

| 881624209 — Meeting
Date: | 7/17/2007 |
| --- | --- |
| Record
Date: | 6/11/2007 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	To receive and discuss the
company’s consolidated balance sheet, all as more fully described in the
proxy statement	For	Yes	For	Management
2	To approve the board of
directors’ reccomendation that the cash dividend for the year ended
December 31, 2006, which was paid in four installments and aggregated
NIS 1/36 (approximately US$0.31) per ordinary share (or ADR), be declared
final	For	Yes	For	Management
3	To elect Abraham E. Cohen
as a director	For	Yes	For	Management
3	To elect Prof. Roger D.
Kornberg as a director	For	Yes	For	Management
3	To elect Prof. Moshe Many
as a director	For	Yes	For	Management
3	To elect Dan Propper as a
director	For	Yes	For	Management
4	To approve the purchase of
directors’ and officers’ liability insurance for the directors and officers
of the company and its subsidiaries, all as fully described in the proxy
statement	For	Yes	For	Management
5	To appoint Kesselman, a
member of Pricewaterhousecoopers International, Ltd., as the company’s
independent registered public accounting firm until the 2008 annual meeting
of shareholders and to authorize the audit committee to determine their
compensation and the board of directors to ratify such determination	For	Yes	For	Management

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-03.htm',USER='105533',CD='Aug 29 15:43 2008'

| 881624209 — Meeting
Date: | 6/29/2008 |
| --- | --- |
| Record
Date: | 5/22/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	To receive and discuss the
company’s consolidated balance sheet and consolidated statements of income
for the year then ended	For	Yes	For	Management
2	Approve board’s
recommendation that cash dividend for the year ended December 31, 2007,
which was paid in four installments and aggregated NIS 1.60 per ordinary
share, be declared final	For	Yes	For	Management
3	Elect Director Eli Hurvitz
for a three year term	For	Yes	For	Management
3	Elect Director Ruth
Cheshin for a three year term	For	Yes	For	Management
3	Elect Director Harold
Snyder for a three year term	For	Yes	For	Management
3	Elect Director Joseph
(Yosi) Nitzani for a three year term	For	Yes	For	Management
3	Elect Director Ory Slonim
for a three year term	For	Yes	For	Management
4	To appoint Dr. Leora
(Rubin) Meridor as a statutory independent director for an additional term of
three years	For	Yes	For	Management
5	Approve purchase of
liability insurance for directors, officers of the company and its
subsidiaries	For	Yes	For	Management
6	To approve an increase in
the per meeting cash renumeration paid to the directors to NIS 7,226 and in
certain cases, NIS 10,839	For	Yes	For	Management
7	Approve 2008 employee
stock purchase plan for US employees	For	Yes	For	Management
8	To approve
Kesselman & Kesselman, as indpendent registered public accounting
firm and to determine their compensation	For	Yes	For	Management

| 883556102 — Meeting
Date: | 5/20/2008 |
| --- | --- |
| Record Date: | 3/28/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Scott M.
Sperling	For	Yes	For	Management
1	Elect Director Bruce L.
Koepfgen	For	Yes	For	Management
1	Elect Director Michael E.
Porter	For	Yes	For	Management
2	Approval and adoption of
the Thermo Fisher Scientific Inc. 2008 stock incentive plan	For	Yes	For	Management
3	Approval and adopation of
the Thermo Fisher Scientific Inc. 2008 annual incentive award plan	For	Yes	For	Management
4	Ratification of selection
of Pricewaterhousecoopers LLP as independent auditors	For	Yes	For	Management

N/A
Action by
Written Consent:	1/2/2008

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Authorization of amended
and restated certificate of incorporation	For	Yes	For	Management
2	Approval of financing	For	Yes	For	Management
3	Approval of increase in
shares under stock incentive plan	For	Yes	For	Management
4	Waiver of first offer for
issuance of shares	For	Yes	For	Management
5	Omnibus resolution	For	Yes	For	Management

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-03.htm',USER='105533',CD='Aug 29 15:43 2008'

| 91324P102 — Meeting
Date: | 6/5/2008 |
| --- | --- |
| Record
Date: | 4/9/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director William C.
Ballard, Jr.	For	Yes	For	Management
1	Elect Director Richard T.
Burke	For	Yes	For	Management
1	Elect Director Robert J.
Darretta	For	Yes	For	Management
1	Elect Director Stephen J.
Hemsley	For	Yes	For	Management
1	Elect Director Michele J.
Hooper	For	Yes	For	Management
1	Elect Director Douglas W.
Leatherdale	For	Yes	For	Management
1	Elect Director Glenn M.
Renwick	For	Yes	For	Management
1	Elect Director Gail R.
Wilensky, Ph.D.	For	Yes	For	Management
2	Approval of the material
terms for payment of executive incentive compensation	For	Yes	Against	Management
3	Approval of the amendment
to the UnitedHealth Group 1993 employee stock purchase plan	For	Yes	For	Management
4	Ratification of
Deloitte & Touche LLP as independent registered public accounting
firm for period ending December 31, 2008	For	Yes	For	Management
5	Shareholder proposal
concerning advisory vote on executive compensation	Against	Yes	Against	Shareholder
6	Shareholder proposal
concerning performance vesting shares	Against	Yes	For	Shareholder

| 91307C102 — Meeting
Date: | 4/29/2008 |
| --- | --- |
| Record
Date: | 3/7/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Raymond
Dwek	For	Yes	For	Management
1	Elect Director Roger Jeffs	For	Yes	For	Management
1	Elect Director Christopher
Patusky	For	Yes	For	Management
2	Approval of the 2008
United Therapeutics Corporation equity incentive plan	For	Yes	Against	Management
3	Ratification of the
appointment of Ernst & Young LLP as United Therapeutics Corporation’s
independent registered public accounting firm for 2008	For	Yes	For	Management

| 94973V107 — Meeting
Date: | 5/21/2008 |
| --- | --- |
| Record
Date: | 3/17/2008 |

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Elect Director Angela F. Braly	For	Yes	For	Management
1	Elect Director William
H.T. Bush	For	Yes	For	Management
1	Elect Director Warren Y.
Jobe	For	Yes	For	Management
1	Elect Director William G.
Mays	For	Yes	For	Management
1	Elect Director Senator
D.W. Riegle, Jr.	For	Yes	For	Management
1	Elect Director William J.
Ryan	For	Yes	For	Management
2	To ratify the appointment
of Ernst & Young LLP as the registered public accounting firm for
the company for 2008	For	Yes	For	Management
3	Shareholder proposal
concerning an advisory resolution on compensation of named executive officers	Against	Yes	For	Shareholder

N/A
Action by
Written Consent:	11/19/2007

| # | Proposal | Mgt.
Recommends | Voted | Vote
Cast | Sponsor |
| --- | --- | --- | --- | --- | --- |
| 1 | Issuance of securities | For | Yes | For | Management |
| 2 | Waiver of rights of first
refusal | For | Yes | For | Management |
| 3 | Consent to effectiveness | For | Yes | For | Management |

N/A
Action by
Written Consent:	2/29/2008

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Issuance of securities	For	Yes	For	Management
2	Amendment of certificate
of incorporation	For	Yes	For	Management
3	Waiver of rights of first
refusal	For	Yes	For	Management

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-03.htm',USER='105533',CD='Aug 29 15:43 2008'

N/A
Action by
Written Consent:	5/21/2008

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Approval of change in
payments	For	Yes	For	Management
2	Authorization of officers	For	Yes	For	Management

N/A
Action by
Written Consent:	5/16/2008

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Approval of merger
agreement	For	Yes	For	Management
2	Amended and restated
certificate of incorporation	For	Yes	For	Management

N/A
Action by
Written Consent:	6/17/2008

#	Proposal	Mgt. Recommends	Voted	Vote Cast	Sponsor
1	Amended and restated
certificate of incorporation	For	Yes	For	Management
2	Approval of stock plan
changes	For	Yes	For	Management
3	Waiver of right of first
refusal	For	Yes	For	Management
4	Election of director	For	Yes	For	Management
5	Omnibus resolution	For	Yes	For	Management

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-bi-03.htm',USER='105533',CD='Aug 29 15:43 2008'

*SIGNATURES*

Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant)
By (Signature and Title)*
	(Daniel Omstead, President)
	/s/ Daniel Omstead
Date	8/29/08

*Print the name and title of each signing officer under his or her signature.

2

SEQ.=1,FOLIO='',FILE='C:\JMS\105533\08-19328-1\task3116918\19328-1-jc.htm',USER='105533',CD='Aug 29 15:48 2008'