UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

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

Investment Company Act file number (811-05037)

Professionally Managed Portfolios
(Exact name of registrant as specified in charter)

615 East Michigan Street
Milwaukee, WI 53202
(Address of principal executive offices) (Zip code)

Elaine E. Richards
Professionally Managed Portfolios
2020 E. Financial Way, Ste. 100
Glendora, CA 91741
(Name and address of agent for service)

(626) 914-7363

Date of fiscal year end: March 31

Date of reporting period: June 30, 2013

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

ICA File Number: 811-05037
Reporting Period: 07/01/2012 - 06/30/2013
CAN SLIM Select Growth Fund

========================== CANSLIM Select Growth Fund ==========================

AARONS, INC.

Ticker: AAN Security ID: 002535300
Meeting Date: MAY 07, 2013 Meeting Type: Annual

Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gilbert L. Danielson     For       For          Management
1.2   Elect Director David L. Kolb            For       For          Management
1.3   Elect Director Cynthia N. Day           For       For          Management
1.4   Elect Director Hubert L. Harris, Jr.    For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers Compensation


ABIOMED, INC.

Ticker:       ABMD           Security ID:  003654100
Meeting Date: AUG 08, 2012   Meeting Type: Annual
Record Date:  JUN 22, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Louis E. Lataif          For       For          Management
1.2   Elect Director Henri A. Termeer         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
5     Ratify Auditors                         For       For          Management


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


ACUITY BRANDS, INC.

Ticker:       AYI            Security ID:  00508Y102
Meeting Date: JAN 04, 2013   Meeting Type: Annual
Record Date:  NOV 07, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Dominic J. Pileggi       For       For          Management
1.2   Elect Director George C. Guynn          For       For          Management
1.3   Elect Director Vernon J. Nagel          For       For          Management
1.4   Elect Director Julia B. North           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 Approve Executive Incentive Bonus Plan For For Management


ADVANCED ENERGY INDUSTRIES, INC.

Ticker:       AEIS           Security ID:  007973100
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Douglas S. Schatz        For       For          Management
1.2   Elect Director Frederick A. Ball        For       For          Management
1.3   Elect Director Richard P. Beck          For       For          Management
1.4   Elect Director Garry W. Rogerson        For       For          Management
1.5   Elect Director Edward C. Grady          For       For          Management
1.6   Elect Director Terry Hudgens            For       For          Management
1.7   Elect Director Thomas M. Rohrs          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


AFC ENTERPRISES, INC.

Ticker: AFCE Security ID: 00104Q107 Meeting Date: MAY 22, 2013 Meeting Type: Annual

Record Date:  APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Krishnan Anand           For       Withhold     Management
1.2   Elect Director Victor Arias, Jr.        For       For          Management
1.3   Elect Director Cheryl A. Bachelder      For       For          Management
1.4   Elect Director Carolyn Hogan Byrd       For       For          Management
1.5   Elect Director John M. Cranor, III      For       For          Management
1.6   Elect Director R. William Ide, III      For       For          Management
1.7   Elect Director Kelvin J. Pennington     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


AMC NETWORKS INC.

Ticker:       AMCX           Security ID:  00164V103
Meeting Date: JUN 06, 2013   Meeting Type: Annual
Record Date:  APR 09, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Neil M. Ashe             For       For          Management
1.2   Elect Director Alan D. Schwartz         For       Withhold     Management
1.3   Elect Director Leonard Tow              For       For          Management
1.4   Elect Director Carl E. Vogel            For       For          Management
1.5   Elect Director Robert C. Wright         For       For          Management

2 Ratify Auditors For For Management


AMDOCS LIMITED

Ticker: DOX Security ID: G02602103 Meeting Date: JAN 31, 2013 Meeting Type: Annual

Record Date:  DEC 03, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Robert A. Minicucci as a Director For       For          Management
1.2   Elect Adrian Gardner as a Director      For       For          Management
1.3   Elect John T. McLennan as a Director    For       For          Management
1.4   Elect Simon Olswang as a Director       For       For          Management
1.5   Elect Zohar Zisapel as a Director       For       For          Management
1.6   Elect Julian A. Brodsky as a Director   For       For          Management
1.7   Elect Eli Gelman as a Director          For       For          Management
1.8   Elect James S. Kahan as a Director      For       For          Management
1.9   Elect Richard T.C. LeFave as a Director For       For          Management
1.10  Elect Nehemia Lemelbaum as a Director   For       For          Management
1.11  Elect Giora Yaron as a Director         For       For          Management
2     Accept Financial Statements and         For       For          Management
      Statutory Reports (Voting)
3     Approve Ernst & Young LLP as Auditors   For       For          Management
      and Authorize Board to Fix Their
      Remuneration


AMERISOURCEBERGEN CORPORATION

Ticker: ABC Security ID: 03073E105 Meeting Date: FEB 28, 2013 Meeting Type: Annual

Record Date:  JAN 02, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steven H. Collis         For       For          Management
1.2   Elect Director Douglas R. Conant        For       For          Management
1.3   Elect Director Richard W. Gochnauer     For       For          Management
1.4   Elect Director Richard C. Gozon         For       For          Management
1.5   Elect Director Edward E. Hagenlocker    For       For          Management
1.6   Elect Director Kathleen W. Hyle         For       For          Management
1.7   Elect Director Michael J. Long          For       For          Management
1.8   Elect Director Henry W. McGee           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


ANHEUSER-BUSCH INBEV SA

Ticker: ABI Security ID: 03524A108 Meeting Date: APR 24, 2013 Meeting Type: Annual/Special

Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
A1a   Receive Special Board Report            None      None         Management
A1b   Receive Special Auditor Report          None      None         Management
A1c   Eliminate Preemptive Rights Re:         For       Against      Management
      Issuance of Subscription Rights
A1d   Approve Non-Employee Director Stock     For       Against      Management
      Option Plan: Issuance of 185,000
      Warrants
A1e   Renew Authorization to Increase Share   For       Against      Management
      Capital within the Framework of
      Authorized Capital: Issuance of
      Warrants under item A1d
A1f   Approve Deviation from Belgian Company  For       Against      Management
      Law Provision Re: Grant of Warrants to
      Non-Executive Directors
A1g   Authorize Implementation of Approved    For       Against      Management
      Resolutions and Filing of Required
      Documents/Formalities at Trade Registry
B1    Receive Directors' Reports (Non-Voting) None      None         Management
B2    Receive Auditors' Reports (Non-Voting)  None      None         Management
B3    Receive Consolidated Financial          None      None         Management
      Statements and Statutory Reports
      (Non-Voting)
B4    Approve Financial Statements,           For       For          Management
      Allocation of Income, and Dividends of
      EUR 1.70 per Share
B5    Approve Discharge of Directors          For       For          Management
B6    Approve Discharge of Auditors           For       For          Management
B7    Reelect Kees Storm as Director          For       For          Management
B8    Ratify PricewaterhouseCoopers as        For       For          Management
      Auditors and Approve Auditors'
      Remuneration of EUR 75,000
B9a   Approve Remuneration Report             For       Against      Management
B9b   Approve Omnibus Stock Plan              For       Against      Management
B10   Approve Remuneration of Directors       For       For          Management
B11a  Approve Change-of-Control Clause Re :   For       For          Management
      Updated EMTN Program
B11b  Approve Change-of-Control Clause Re :   For       For          Management
      Senior Facilities Agreement
C1    Authorize Implementation of Approved    For       For          Management
      Resolutions and Filing of Required
      Documents/Formalities at Trade Registry


AOL INC.

Ticker:       AOL            Security ID:  00184X105
Meeting Date: MAY 03, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Tim Armstrong            For       For          Management
1.2   Elect Director Richard Dalzell          For       For          Management
1.3   Elect Director Alberto Ibarguen         For       For          Management
1.4   Elect Director Hugh F. Johnston         For       For          Management
1.5   Elect Director Dawn G. Lepore           For       For          Management
1.6   Elect Director Patricia Mitchell        For       For          Management
1.7   Elect Director Fredric Reynolds         For       For          Management
1.8   Elect Director James Stengel            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Adopt NOL Rights Plan (NOL Pill)        For       For          Management


ARRIS GROUP, INC.

Ticker:       ARRS           Security ID:  04270V106
Meeting Date: JUN 05, 2013   Meeting Type: Annual
Record Date:  APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alex B. Best             For       For          Management
1.2   Elect Director Harry L. Bosco           For       For          Management
1.3   Elect Director James A. Chiddix         For       For          Management
1.4   Elect Director John Anderson Craig      For       For          Management
1.5   Elect Director Andrew T. Heller         For       For          Management
1.6   Elect Director Matthew B. Kearney       For       For          Management
1.7   Elect Director Robert J. Stanzione      For       For          Management
1.8   Elect Director Debora J. Wilson         For       For          Management
1.9   Elect Director David A. Woodle          For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
4     Approve Executive Incentive Bonus Plan  For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
6     Ratify Auditors                         For       For          Management


ASBURY AUTOMOTIVE GROUP, INC.

Ticker:       ABG            Security ID:  043436104
Meeting Date: APR 17, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas C. DeLoach, Jr.   For       For          Management
1.2   Elect Director Michael S. Kearney       For       For          Management
1.3   Elect Director Philip F. Maritz         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


BE AEROSPACE, INC.

Ticker: BEAV Security ID: 073302101 Meeting Date: JUL 25, 2012 Meeting Type: Annual

Record Date:  MAY 29, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard G. Hamermesh     For       For          Management
1.2   Elect Director Amin J. Khoury           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Change Company Name                     For       For          Management
4     Ratify Auditors                         For       For          Management
5     Amend Omnibus Stock Plan                For       For          Management


BIG 5 SPORTING GOODS CORPORATION

Ticker:       BGFV           Security ID:  08915P101
Meeting Date: JUN 06, 2013   Meeting Type: Annual
Record Date:  APR 23, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sandra N. Bane           For       For          Management
1.2   Elect Director Van B. Honeycutt         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


BRINKER INTERNATIONAL, INC.

Ticker:       EAT            Security ID:  109641100
Meeting Date: NOV 08, 2012   Meeting Type: Annual
Record Date:  SEP 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Douglas H. Brooks        For       For          Management
1.2   Elect Director Joseph M. DePinto        For       For          Management
1.3   Elect Director Michael J. Dixon         For       For          Management
1.4   Elect Director Harriet Edelman          For       For          Management
1.5   Elect Director Jon L. Luther            For       For          Management
1.6   Elect Director John W. Mims             For       For          Management
1.7   Elect Director George R. Mrkonic        For       For          Management
1.8   Elect Director Rosendo G. Parra         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


BROWN SHOE COMPANY, INC.

Ticker:       BWS            Security ID:  115736100
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ward M. Klein            For       For          Management
1.2   Elect Director Steven W. Korn           For       For          Management
1.3   Elect Director W. Patrick McGinnis      For       For          Management
1.4   Elect Director Diane M. Sullivan        For       For          Management
1.5   Elect Director Hal J. Upbin             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CARLISLE COMPANIES INCORPORATED

Ticker: CSL Security ID: 142339100 Meeting Date: MAY 08, 2013 Meeting Type: Annual Record Date: MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Robin J. Adams           For       For          Management
1b    Elect Director Robin S. Callahan        For       For          Management
1c    Elect Director David A. Roberts         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


CF INDUSTRIES HOLDINGS, INC.

Ticker: CF Security ID: 125269100 Meeting Date: MAY 14, 2013 Meeting Type: Annual Record Date: MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Declassify the Board of Directors       For       For          Management
2a    Elect Director Robert C. Arzbaecher     For       For          Management
2b    Elect Director Stephen J. Hagge         For       For          Management
2c    Elect Director Edward A. Schmitt        For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management
5     Reduce Supermajority Vote Requirement   Against   For          Shareholder
6     Adopt Policy and Report on Board        Against   For          Shareholder
      Diversity
7     Report on Political Contributions       Against   For          Shareholder
8     Report on Sustainability                Against   For          Shareholder


CIGNA CORPORATION

Ticker:       CI             Security ID:  125509109
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David M. Cordani         For       For          Management
1.2   Elect Director Isaiah Harris, Jr.       For       For          Management
1.3   Elect Director Jane E. Henney           For       For          Management
1.4   Elect Director Donna F. Zarcone         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 Lobbying Payments and Policy Against Against Shareholder


COLGATE-PALMOLIVE COMPANY

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

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

5 Adopt Share Retention Policy For Against For Shareholder Senior Executives


COMCAST CORPORATION

Ticker: CMCSA Security ID: 20030N101 Meeting Date: MAY 15, 2013 Meeting Type: Annual

Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kenneth J. Bacon         For       For          Management
1.2   Elect Director Sheldon M. Bonovitz      For       For          Management
1.3   Elect Director Joseph J. Collins        For       For          Management
1.4   Elect Director J. Michael Cook          For       For          Management
1.5   Elect Director Gerald L. Hassell        For       For          Management
1.6   Elect Director Jeffrey A. Honickman     For       For          Management
1.7   Elect Director Eduardo G. Mestre        For       For          Management
1.8   Elect Director Brian L. Roberts         For       For          Management
1.9   Elect Director Ralph J. Roberts         For       For          Management
1.10  Elect Director Johnathan A. Rodgers     For       For          Management
1.11  Elect Director Judith Rodin             For       For          Management

2 Ratify Auditors For For Management
3 Pro-rata Vesting of Equity Awards Against For Shareholder
4 Approve Recapitalization Plan for all Against For Shareholder Stock to Have One-vote per Share


COMPANHIA SANEAMENTO BASICO DO ESTADO DE SAO PAULO - SABESP

Ticker: SBSP3 Security ID: 20441A102 Meeting Date: APR 22, 2013 Meeting Type: Annual/Special Record Date: APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Compliance with Government      For       For          Management
      Regulation Regarding Remuneration of
      Executives, Directors, Fiscal Council
      Members, and Audit Committee Members
2     Approve 1:3 Stock Split                 For       For          Management
3     Amend Article 3 to Reflect Changes in   For       For          Management
      Capital
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Allocation of Income and        For       For          Management
      Dividends
3     Elect Directors and Approve             For       Against      Management
      Remuneration of Executive Officers,
      Non-Executive Directors, and Fiscal
      Council Members


COOPER TIRE & RUBBER COMPANY

Ticker:       CTB            Security ID:  216831107
Meeting Date: MAY 10, 2013   Meeting Type: Annual
Record Date:  MAR 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Roy V. Armes             For       For          Management
1.2   Elect Director Thomas P. Capo           For       For          Management
1.3   Elect Director Steven M. Chapman        For       For          Management
1.4   Elect Director John J. Holland          For       For          Management
1.5   Elect Director John F. Meier            For       For          Management
1.6   Elect Director Cynthia A. Niekamp       For       For          Management
1.7   Elect Director John H. Shuey            For       For          Management
1.8   Elect Director Richard L. Wambold       For       For          Management
1.9   Elect Director Robert D. Welding        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


CVR ENERGY, INC.

Ticker:       CVI            Security ID:  12662P108
Meeting Date: JUN 13, 2013   Meeting Type: Annual
Record Date:  APR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Bob G. Alexander         For       For          Management
1.2   Elect Director SungHwan Cho             For       Withhold     Management
1.3   Elect Director Carl C. Icahn            For       Withhold     Management
1.4   Elect Director Vincent J. Intrieri      For       Withhold     Management
1.5   Elect Director John J. Lipinski         For       Withhold     Management
1.6   Elect Director Samuel Merksamer         For       Withhold     Management
1.7   Elect Director Stephen Mongillo         For       For          Management
1.8   Elect Director Daniel A. Ninivaggi      For       Withhold     Management
1.9   Elect Director James M. Strock          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


D.R. HORTON, INC.

Ticker: DHI Security ID: 23331A109 Meeting Date: JAN 24, 2013 Meeting Type: Annual Record Date: NOV 30, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Donald R. Horton         For       For          Management
1b    Elect Director Bradley S. Anderson      For       For          Management
1c    Elect Director Michael R. Buchanan      For       For          Management
1d    Elect Director Michael W. Hewatt        For       For          Management
1e    Elect Director Bob G. Scott             For       For          Management
1f    Elect Director Donald J. Tomnitz        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Executive Incentive Bonus Plan    For       For          Management
4     Ratify Auditors                         For       For          Management


DELEK US HOLDINGS, INC.

Ticker: DK Security ID: 246647101 Meeting Date: MAY 07, 2013 Meeting Type: Annual

Record Date:  MAR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ezra Uzi Yemin           For       For          Management
1.2   Elect Director Asaf Bartfeld            For       Withhold     Management
1.3   Elect Director Carlos E. Jorda          For       Withhold     Management
1.4   Elect Director Gabriel Last             For       For          Management
1.5   Elect Director Charles H. Leonard       For       Withhold     Management
1.6   Elect Director Philip L. Maslowe        For       For          Management
1.7   Elect Director Shlomo Zohar             For       Withhold     Management
2     Approve Amendment to the Company's      For       Against      Management
      Amended and Restated Certificate of
      Incorporation to Provide Stockholder
      Actions May Only be Taken at Annual or
      Special Meetings of Stockholders
3     Adopt Supermajority Vote Requirement    For       Against      Management
      for Removal of Directors
4     Adopt the Jurisdiction of               For       Against      Management
      Incorporation as the Exclusive Forum
      for Certain Disputes
5     Adopt Supermajority Vote Requirement    For       Against      Management
      for Amendments to Bylaws
6     Adopt Supermajority Vote Requirement    For       Against      Management
      for Amendments to Certificate of
      Incorporation
7     Approve the Proposed Second Amended     For       Against      Management
      and Restated Certificate of
      Incorporation of the Company, which
      will Integrate the Amendments Above,
      if Adopted, into the Company's Amended
      and Restated Certificate of
      Incorporation
8     Ratify Auditors                         For       For          Management


DISCOVER FINANCIAL SERVICES

Ticker: DFS Security ID: 254709108 Meeting Date: APR 17, 2013 Meeting Type: Annual

Record Date:  FEB 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jeffrey S. Aronin        For       For          Management
1.2   Elect Director Mary K. Bush             For       For          Management
1.3   Elect Director Gregory C. Case          For       For          Management
1.4   Elect Director Cynthia A. Glassman      For       For          Management
1.5   Elect Director Richard H. Lenny         For       For          Management
1.6   Elect Director Thomas G. Maheras        For       For          Management
1.7   Elect Director Michael H. Moskow        For       For          Management
1.8   Elect Director David W. Nelms           For       For          Management
1.9   Elect Director E. Follin Smith          For       For          Management
1.10  Elect Director Mark A. Thierer          For       For          Management
1.11  Elect Director Lawrence A. Weinbach     For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


DISH NETWORK CORPORATION

Ticker:       DISH           Security ID:  25470M109
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joseph P. Clayton        For       Withhold     Management
1.2   Elect Director James DeFranco           For       Withhold     Management
1.3   Elect Director Cantey M. Ergen          For       Withhold     Management
1.4   Elect Director Charles W. Ergen         For       Withhold     Management
1.5   Elect Director Steven R. Goodbarn       For       For          Management
1.6   Elect Director Gary S. Howard           For       For          Management
1.7   Elect Director David K. Moskowitz       For       Withhold     Management
1.8   Elect Director Tom A. Ortolf            For       For          Management
1.9   Elect Director Carl E. Vogel            For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan


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


FAIR ISAAC CORPORATION

Ticker: FICO Security ID: 303250104 Meeting Date: FEB 12, 2013 Meeting Type: Annual Record Date: DEC 17, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director A. George Battle         For       For          Management
1b    Elect Director Nicholas F. Graziano     For       For          Management
1c    Elect Director Braden R. Kelly          For       For          Management
1d    Elect Director James D. Kirsner         For       For          Management
1e    Elect Director William J. Lansing       For       For          Management
1f    Elect Director Rahul N. Merchant        For       For          Management
1g    Elect Director David A. Rey             For       For          Management
1h    Elect Director Duane E. White           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


FEI COMPANY

Ticker:       FEIC           Security ID:  30241L109
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Arie Huijser             For       For          Management
1.2   Elect Director Don R. Kania             For       For          Management
1.3   Elect Director Thomas F. Kelly          For       For          Management
1.4   Elect Director Jan C. Lobbezoo          For       For          Management
1.5   Elect Director Gerhard H. Parker        For       For          Management
1.6   Elect Director James T. Richardson      For       For          Management
1.7   Elect Director Richard H. Wills         For       For          Management
1.8   Elect Director Homa Bahrami             For       For          Management
1.9   Elect Director Jami K. Nachtsheim       For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
4     Ratify Auditors                         For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


FIDELITY NATIONAL FINANCIAL, INC.

Ticker: FNF Security ID: 31620R105 Meeting Date: MAY 22, 2013 Meeting Type: Annual

Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Daniel D. (Ron) Lane     For       For          Management
1.2   Elect Director Richard N. Massey        For       For          Management
1.3   Elect Director John D. Rood             For       For          Management
1.4   Elect Director Cary H. Thompson         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Provide Right to Act by Written Consent For       For          Management
5     Reduce Supermajority Vote Requirement   For       For          Management
6     Ratify Auditors                         For       For          Management


FIRST AMERICAN FINANCIAL CORPORATION

Ticker:       FAF            Security ID:  31847R102
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Anthony K. Anderson      For       For          Management
1.2   Elect Director Parker S. Kennedy        For       For          Management
1.3   Elect Director Mark C.  Oman            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
4     Ratify Auditors                         For       For          Management


FISERV, INC.

Ticker: FISV Security ID: 337738108 Meeting Date: MAY 22, 2013 Meeting Type: Annual

Record Date:  MAR 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Christopher M. Flink     For       For          Management
1.2   Elect Director Dennis F. Lynch          For       For          Management
1.3   Elect Director Kim M. Robak             For       For          Management
1.4   Elect Director Doyle R. Simons          For       For          Management
1.5   Elect Director Thomas C. Wertheimer     For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management

5 Stock Retention/Holding Period Against For Shareholder


GRUPO TELEVISA SAB

Ticker: TLEVISACPO Security ID: 40049J206 Meeting Date: APR 02, 2013 Meeting Type: Annual/Special Record Date: MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect or Ratify Directors Representing  For       Against      Management
      Series L Shareholders
2     Authorize Board to Ratify and Execute   For       Against      Management
      Approved Resolutions
1     Elect or Ratify Directors Representing  For       Against      Management
      Series D Shareholders
2     Authorize Board to Ratify and Execute   For       Against      Management
      Approved Resolutions
1     Approve Financial Statements and        For       For          Management
      Statutory Reports as Required by
      Article 28 of Mexican Securities Law,
      Approve Financial Statements for
      Fiscal Year 2012; Approve Discharge of
      Directors, CEO and Board Committees
2     Present Report on Compliance with       For       For          Management
      Fiscal Obligations
3     Approve Allocation of Income for        For       Against      Management
      Fiscal Year 2012
4     Set Aggregate Nominal Amount for Share  For       For          Management
      Repurchase and Receive Report on
      Board's Decision on Share Repurchase,
      Sale of Treasury Shares, and Share Plan
5     Elect or Ratify Members of Board,       For       Against      Management
      Secretary and Other Officers
6     Elect or Ratify Members of Executive    For       Against      Management
      Committee
7     Elect or Ratify Chairman of Audit       For       Against      Management
      Committee and Corporate Practices
      Committee
8     Approve Remuneration of Board Members,  For       For          Management
      Executive, Audit and Corporate
      Practices Committees, and Secretary
9     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions


HCA HOLDINGS, INC.

Ticker: HCA Security ID: 40412C101 Meeting Date: APR 24, 2013 Meeting Type: Annual

Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard M. Bracken       For       Withhold     Management
1.2   Elect Director  R. Milton Johnson       For       Withhold     Management
1.3   Elect Director John P. Connaughton      For       Withhold     Management
1.4   Elect Director  Kenneth W. Freeman      For       Withhold     Management
1.5   Elect Director Thomas F. Frist, III     For       Withhold     Management
1.6   Elect Director William R. Frist         For       Withhold     Management
1.7   Elect Director Christopher R. Gordon    For       Withhold     Management
1.8   Elect Director Jay O. Light             For       For          Management
1.9   Elect Director Geoffrey G. Meyers       For       For          Management
1.10  Elect Director Michael W. Michelson     For       Withhold     Management
1.11  Elect Director James C. Momtazee        For       Withhold     Management
1.12  Elect Director Stephen G. Pagliuca      For       Withhold     Management
1.13  Elect Director  Wayne J. Riley          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


HERCULES TECHNOLOGY GROWTH CAPITAL, INC.

Ticker: HTGC Security ID: 427096508 Meeting Date: MAY 29, 2013 Meeting Type: Annual Record Date: APR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Manuel A. Henriquez      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Approve Issuance of Shares Below Net    For       For          Management
      Asset Value (NAV)
5     Authorize the Company to Offer and      For       Against      Management
      Issue Debt with Warrants or
      Convertible into Shares of Its Common
      Stock at An Exercise or Conversion
      Price, Will not be Less than the
      Market Value But May Be Below the
      Company's Then Current NAV


HILLTOP HOLDINGS INC.

Ticker: HTH Security ID: 432748101 Meeting Date: JUN 12, 2013 Meeting Type: Annual

Record Date:  APR 09, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Charlotte Jones Anderson For       For          Management
1.2   Elect Director Rhodes R. Bobbitt        For       For          Management
1.3   Elect Director Tracy A. Bolt            For       For          Management
1.4   Elect Director W. Joris Brinkerhoff     For       For          Management
1.5   Elect Director Charles R. Cummings      For       For          Management
1.6   Elect Director Hill A. Feinberg         For       For          Management
1.7   Elect Director Gerald J. Ford           For       For          Management
1.8   Elect Director Jeremy B. Ford           For       For          Management
1.9   Elect Director J. Markham Green         For       For          Management
1.10  Elect Director Jess T. Hay              For       For          Management
1.11  Elect Director William T. Hill, Jr.     For       For          Management
1.12  Elect Director James R. Huffines        For       For          Management
1.13  Elect Director Lee Lewis                For       For          Management
1.14  Elect Director Andrew J. Littlefair     For       For          Management
1.15  Elect Director W. Robert Nichols, III   For       For          Management
1.16  Elect Director C. Clifton Robinson      For       For          Management
1.17  Elect Director Kenneth D. Russell       For       For          Management
1.18  Elect Director A. Haag Sherman          For       For          Management
1.19  Elect Director Robert C. Taylor, Jr.    For       For          Management
1.20  Elect Director Carl B. Webb             For       For          Management
1.21  Elect Director Alan B. White            For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


HOLLYFRONTIER CORPORATION

Ticker: HFC Security ID: 436106108 Meeting Date: MAY 15, 2013 Meeting Type: Annual Record Date: MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Douglas Y. Bech          For       For          Management
1b    Elect Director Buford P. Berry          For       For          Management
1c    Elect Director Leldon E. Echols         For       For          Management
1d    Elect Director R. Kevin Hardage         For       For          Management
1e    Elect Director Michael C. Jennings      For       For          Management
1f    Elect Director Robert J. Kostelnik      For       For          Management
1g    Elect Director James H. Lee             For       For          Management
1h    Elect Director Robert G. McKenzie       For       For          Management
1i    Elect Director Franklin Myers           For       For          Management
1j    Elect Director Michael E. Rose          For       For          Management
1k    Elect Director Tommy A. Valenta         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


HUNTSMAN CORPORATION

Ticker: HUN Security ID: 447011107 Meeting Date: MAY 02, 2013 Meeting Type: Annual

Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Nolan D. Archibald       For       For          Management
1.2   Elect Director M. Anthony Burns         For       For          Management
1.3   Elect Director Jon M. Huntsman, Jr.     For       For          Management
1.4   Elect Director Robert J. Margetts       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

3 Ratify Auditors For For Management
4 Declassify the Board of Directors Against For Shareholder


JACK HENRY & ASSOCIATES, INC.

Ticker: JKHY Security ID: 426281101 Meeting Date: NOV 14, 2012 Meeting Type: Annual

Record Date:  SEP 20, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jerry D. Hall            For       For          Management
1.2   Elect Director Matthew C. Flanigan      For       For          Management
1.3   Elect Director Wesley A. Brown          For       For          Management
1.4   Elect Director Marla K. Shepard         For       For          Management
1.5   Elect Director John F. Prim             For       For          Management
1.6   Elect Director Thomas H. Wilson, Jr.    For       For          Management
1.7   Elect Director Jacque R. Fiegel         For       For          Management
1.8   Elect Director Thomas A. Wimsett        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

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


JARDEN CORPORATION

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

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

6 Declassify the Board of Directors Against For Shareholder


JOHN BEAN TECHNOLOGIES CORPORATION

Ticker:       JBT            Security ID:  477839104
Meeting Date: MAY 16, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Edward (Ted) L. Doheny   For       For          Management
      II
1.2   Elect Director Alan D. Feldman          For       For          Management
1.3   Elect Director James E. Goodwin         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


KIMBERLY-CLARK CORPORATION

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

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


LAMAR ADVERTISING COMPANY

Ticker: LAMR Security ID: 512815101 Meeting Date: MAY 23, 2013 Meeting Type: Annual

Record Date:  MAR 27, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John Maxwell Hamilton    For       For          Management
1.2   Elect Director John E. Koerner, III     For       For          Management
1.3   Elect Director Stephen P. Mumblow       For       For          Management
1.4   Elect Director Thomas V. Reifenheiser   For       For          Management
1.5   Elect Director Anna Reilly              For       For          Management
1.6   Elect Director Kevin P. Reilly, Jr.     For       For          Management
1.7   Elect Director Wendell Reilly           For       Withhold     Management
2     Amend Omnibus Stock Plan                For       Against      Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management


LANCASTER COLONY CORPORATION

Ticker:       LANC           Security ID:  513847103
Meeting Date: NOV 19, 2012   Meeting Type: Annual
Record Date:  SEP 21, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James B. Bachmann        For       For          Management
1.2   Elect Director Neeli Bendapudi          For       For          Management
1.3   Elect Director John L. Boylan           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


LENNAR CORPORATION

Ticker:       LEN            Security ID:  526057104
Meeting Date: APR 10, 2013   Meeting Type: Annual
Record Date:  FEB 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Irving Bolotin           For       For          Management
1.2   Elect Director Steven L. Gerard         For       For          Management
1.3   Elect Director Theron I. (Tig) Gilliam  For       For          Management
1.4   Elect Director Sherrill W. Hudson       For       For          Management
1.5   Elect Director R. Kirk Landon           For       For          Management
1.6   Elect Director Sidney Lapidus           For       For          Management
1.7   Elect Director Stuart A. Miller         For       For          Management
1.8   Elect Director Jeffrey Sonnenfeld       For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


LIBERTY INTERACTIVE CORPORATION

Ticker:       LINTA          Security ID:  53071M104
Meeting Date: JUN 04, 2013   Meeting Type: Annual
Record Date:  APR 10, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John C. Malone           For       For          Management
1.2   Elect Director M. Ian G. Gilchrist      For       Withhold     Management
1.3   Elect Director Andrea L. Wong           For       Withhold     Management

2 Approve Omnibus Stock Plan For Against Management
3 Ratify Auditors For For Management


LIBERTY MEDIA CORPORATION

Ticker:       LMCA           Security ID:  530322106
Meeting Date: AUG 08, 2012   Meeting Type: Annual
Record Date:  JUN 25, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Donne F. Fisher          For       For          Management
1.2   Elect Director Gregory B. Maffei        For       For          Management
1.3   Elect Director Andrea L. Wong           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   Three     One Year     Management
                                              Years
4     Approve Omnibus Stock Plan              For       Against      Management
5     Approve Non-Employee Director Omnibus   For       Against      Management
      Stock Plan
6     Ratify Auditors                         For       For          Management


LITHIA MOTORS, INC.

Ticker:       LAD            Security ID:  536797103
Meeting Date: APR 26, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sidney B. DeBoer         For       For          Management
1.2   Elect Director Thomas R. Becker         For       For          Management
1.3   Elect Director Susan O. Cain            For       For          Management
1.4   Elect Director Bryan B. DeBoer          For       For          Management
1.5   Elect Director M.L. Dick Heimann        For       For          Management
1.6   Elect Director Kenneth E. Roberts       For       For          Management
1.7   Elect Director William J. Young         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

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


LORILLARD, INC.

Ticker:       LO             Security ID:  544147101
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Declassify the Board of Directors       For       For          Management
2.1   Elect Director Andrew H. Card, Jr.      For       For          Management
2.2   Elect Director Virgis W. Colbert        For       For          Management
2.3   Elect Director Richard W. Roedel        For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

4 Ratify Auditors For For Management
5 Report on Lobbying Payments and Policy Against For Shareholder


LYONDELLBASELL INDUSTRIES NV

Ticker:       LYB            Security ID:  N53745100
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  APR 24, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jacques Aigrain          For       For          Management
1.2   Elect Director Scott M. Kleinman        For       For          Management
1.3   Elect Director Bruce A. Smith           For       For          Management
2     Adopt Financial Statements and          For       For          Management
      Statutory Reports
3     Approve Discharge of Management Board   For       For          Management
4     Approve Discharge of Supervisory Board  For       For          Management
5     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
6     Ratify PricewaterhouseCoopers as        For       For          Management
      Auditors
7     Approve Remuneration of Supervisory     For       For          Management
      Board
8     Approve Dividends of USD 4.20 Per Share For       For          Management
9     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
10    Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
11    Approve Cancellation of up to 10        For       For          Management
      Percent of Issued Share Capital in
      Treasury Account
12    Amend Articles of Association           For       For          Management


MARATHON PETROLEUM CORPORATION

Ticker:       MPC            Security ID:  56585A102
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Evan Bayh                For       For          Management
1.2   Elect Director William L. Davis         For       For          Management
1.3   Elect Director Thomas J. Usher          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


MASTERCARD INCORPORATED

Ticker: MA Security ID: 57636Q104 Meeting Date: JUN 18, 2013 Meeting Type: Annual Record Date: APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Richard Haythornthwaite  For       For          Management
1b    Elect Director Ajay Banga               For       For          Management
1c    Elect Director Silvio Barzi             For       For          Management
1d    Elect Director David R. Carlucci        For       For          Management
1e    Elect Director Steven J. Freiberg       For       For          Management
1f    Elect Director Nancy J. Karch           For       For          Management
1g    Elect Director Marc Olivie              For       For          Management
1h    Elect Director Rima Qureshi             For       For          Management
1i    Elect Director Jose Octavio Reyes       For       For          Management
      Lagunes
1j    Elect Director Mark Schwartz            For       For          Management
1k    Elect Director Jackson P. Tai           For       For          Management
1l    Elect Director Edward Suning Tian       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


MAXIMUS, INC.

Ticker: MMS Security ID: 577933104 Meeting Date: MAR 20, 2013 Meeting Type: Annual

Record Date:  JAN 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Paul R. Lederer          For       For          Management
1.2   Elect Director Peter B. Pond            For       For          Management
1.3   Elect Director James R. Thompson, Jr.   For       For          Management
2     Increase Authorized Common Stock        For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


MEDIDATA SOLUTIONS, INC.

Ticker:       MDSO           Security ID:  58471A105
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Tarek A. Sherif          For       For          Management
1.2   Elect Director Glen M. de Vries         For       For          Management
1.3   Elect Director Carlos Dominguez         For       For          Management
1.4   Elect Director Neil M. Kurtz            For       For          Management
1.5   Elect Director George W. McCulloch      For       For          Management
1.6   Elect Director Lee A. Shapiro           For       For          Management
1.7   Elect Director Robert B. Taylor         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       Against      Management
4     Ratify Auditors                         For       For          Management


MULTIMEDIA GAMES HOLDING COMPANY, INC.

Ticker: MGAM Security ID: 625453105 Meeting Date: JAN 30, 2013 Meeting Type: Annual Record Date: DEC 03, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Stephen J. Greathouse    For       For          Management
1b    Elect Director Neil E. Jenkins          For       For          Management
1c    Elect Director Michael J. Maples, Sr.   For       For          Management
1d    Elect Director Justin A. Orlando        For       For          Management
1e    Elect Director Patrick J. Ramsey        For       For          Management
1f    Elect Director Robert D. Repass         For       For          Management
1g    Elect Director Timothy S. Stanley       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


NACCO INDUSTRIES, INC.

Ticker: NC Security ID: 629579103 Meeting Date: MAY 07, 2013 Meeting Type: Annual

Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John P. Jumper           For       For          Management
1.2   Elect Director Dennis W. LaBarre        For       Withhold     Management
1.3   Elect Director Richard de J. Osborne    For       For          Management
1.4   Elect Director Alfred M. Rankin, Jr.    For       Withhold     Management
1.5   Elect Director James A. Ratner          For       For          Management
1.6   Elect Director Britton T. Taplin        For       Withhold     Management
1.7   Elect Director David F. Taplin          For       Withhold     Management
1.8   Elect Director John F. Turben           For       For          Management
1.9   Elect Director David B.H. Williams      For       Withhold     Management

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


NETSUITE INC.

Ticker:       N              Security ID:  64118Q107
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William Beane III        For       For          Management
1.2   Elect Director Deborah Farrington       For       For          Management
1.3   Elect Director Edward Zander            For       For          Management

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


NPS PHARMACEUTICALS, INC.

Ticker:       NPSP           Security ID:  62936P103
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael W. Bonney        For       For          Management
1.2   Elect Director Colin Broom              For       For          Management
1.3   Elect Director Georges Gemayel          For       For          Management
1.4   Elect Director Pedro Granadillo         For       For          Management
1.5   Elect Director James G. Groninger       For       For          Management
1.6   Elect Director Francois Nader           For       For          Management
1.7   Elect Director Rachel R. Selisker       For       For          Management
1.8   Elect Director Peter G. Tombros         For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


NXP SEMICONDUCTORS NV

Ticker: NXPI Security ID: N6596X109 Meeting Date: MAY 30, 2013 Meeting Type: Annual Record Date: MAY 02, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Open Meeting                            None      None         Management
2a    Adopt Financial Statements and          For       For          Management
      Statutory Reports
2b    Receive Explanation on Company's        None      None         Management
      Reserves and Dividend Policy
2c    Approve Discharge of Board of Directors For       For          Management
3a    Elect R.L. Clemmer as Director          For       For          Management
3b    Elect Peter Bonfield as Director        For       For          Management
3c    Elect J.P. Huth as Director             For       Against      Management
3d    Elect E. Durban as Director             For       Against      Management
3e    Elect K.A. Goldman as Director          For       For          Management
3f    Elect J. Kaeser as Director             For       For          Management
3g    Elect I. Loring as Director             For       Against      Management
3h    Elect M. Plantevin as Director          For       Against      Management
3i    Elect V. Bhatia as Director             For       For          Management
3j    Elect R. MacKenzie as Director          For       Against      Management
3k    Elect Jean-Pierre Saad as Director      For       Against      Management
4     Authorize Repurchase of Up to 50        For       Against      Management
      Percent of Issued Share Capital
5     Other Business (Non-Voting)             None      None         Management


OCEANEERING INTERNATIONAL, INC.

Ticker: OII Security ID: 675232102 Meeting Date: APR 26, 2013 Meeting Type: Annual Record Date: MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Paul B. Murphy, Jr.      For       For          Management
1.2   Elect Director Harris J. Pappas         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


OCWEN FINANCIAL CORPORATION

Ticker:       OCN            Security ID:  675746309
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 21, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William C. Erbey         For       For          Management
1.2   Elect Director Ronald M. Faris          For       For          Management
1.3   Elect Director Ronald J. Korn           For       For          Management
1.4   Elect Director William H. Lacy          For       For          Management
1.5   Elect Director Wilbur L. Ross, Jr.      For       Withhold     Management
1.6   Elect Director Robert A. Salcetti       For       For          Management
1.7   Elect Director Barry N. Wish            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


PACKAGING CORPORATION OF AMERICA

Ticker:       PKG            Security ID:  695156109
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Cheryl K. Beebe          For       For          Management
1.2   Elect Director Hasan Jameel             For       For          Management
1.3   Elect Director Mark W. Kowlzan          For       For          Management
1.4   Elect Director Robert C. Lyons          For       For          Management
1.5   Elect Director Samuel M. Mencoff        For       For          Management
1.6   Elect Director Roger B. Porter          For       For          Management
1.7   Elect Director Thomas S. Souleles       For       For          Management
1.8   Elect Director Paul T. Stecko           For       For          Management
1.9   Elect Director James D. Woodrum         For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


PAREXEL INTERNATIONAL CORPORATION

Ticker:       PRXL           Security ID:  699462107
Meeting Date: DEC 06, 2012   Meeting Type: Annual
Record Date:  OCT 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Eduard E. Holdener       For       For          Management
1.2   Elect Director Richard L. Love          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Increase Authorized Common Stock        For       For          Management
5     Ratify Auditors                         For       For          Management


PHARMACYCLICS, INC.

Ticker:       PCYC           Security ID:  716933106
Meeting Date: NOV 09, 2012   Meeting Type: Annual
Record Date:  SEP 12, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert F. Booth          For       For          Management
1.2   Elect Director Kenneth A. Clark         For       For          Management
1.3   Elect Director Robert W. Duggan         For       For          Management
1.4   Elect Director Eric H. Halvorson        For       For          Management
1.5   Elect Director Minesh P. Mehta          For       Withhold     Management
1.6   Elect Director David D. Smith           For       For          Management
1.7   Elect Director Richard A. van den Broek For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


PIPER JAFFRAY COMPANIES

Ticker:       PJC            Security ID:  724078100
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Andrew S. Duff           For       For          Management
1.2   Elect Director Michael R. Francis       For       For          Management
1.3   Elect Director B. Kristine Johnson      For       For          Management
1.4   Elect Director Addison L. Piper         For       For          Management
1.5   Elect Director Lisa K. Polsky           For       For          Management
1.6   Elect Director Philip E. Soran          For       For          Management
1.7   Elect Director Michele Volpi            For       For          Management
1.8   Elect Director Hope B. Woodhouse        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


POLARIS INDUSTRIES INC.

Ticker:       PII            Security ID:  731068102
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Brian C. Cornell         For       For          Management
1.2   Elect Director Bernd F. Kessler         For       For          Management
1.3   Elect Director Scott W. Wine            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


PPG INDUSTRIES, INC.

Ticker: PPG Security ID: 693506107 Meeting Date: APR 18, 2013 Meeting Type: Annual

Record Date:  FEB 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James G. Berges          For       For          Management
1.2   Elect Director John V. Faraci           For       For          Management
1.3   Elect Director Victoria F. Haynes       For       For          Management
1.4   Elect Director Martin H. Richenhagen    For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Declassify the Board of Directors       For       For          Management
4     Ratify Auditors                         For       For          Management

5 Reduce Supermajority Vote Requirement Against For Shareholder


PRIMORIS SERVICES CORPORATION

Ticker:       PRIM           Security ID:  74164F103
Meeting Date: MAY 03, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stephen C. Cook          For       For          Management
1.2   Elect Director Peter J. Moerbeek        For       For          Management

2 Approve Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management


QUANTA SERVICES, INC.

Ticker:       PWR            Security ID:  74762E102
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James R. Ball            For       For          Management
1.2   Elect Director J. Michal Conaway        For       For          Management
1.3   Elect Director Vincent D. Foster        For       For          Management
1.4   Elect Director Bernard Fried            For       For          Management
1.5   Elect Director Louis C. Golm            For       For          Management
1.6   Elect Director Worthing F. Jackman      For       For          Management
1.7   Elect Director James F. O'Neil III      For       For          Management
1.8   Elect Director Bruce Ranck              For       For          Management
1.9   Elect Director Margaret B. Shannon      For       For          Management
1.10  Elect Director Pat Wood, III            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


QUESTCOR PHARMACEUTICALS, INC.

Ticker:       QCOR           Security ID:  74835Y101
Meeting Date: MAY 24, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Don M. Bailey            For       For          Management
1.2   Elect Director Neal C. Bradsher         For       For          Management
1.3   Elect Director Stephen C. Farrell       For       For          Management
1.4   Elect Director Louis Silverman          For       For          Management
1.5   Elect Director Virgil D. Thompson       For       For          Management
1.6   Elect Director Scott M. Whitcup         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


SCRIPPS NETWORKS INTERACTIVE, INC.

Ticker:       SNI            Security ID:  811065101
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David A. Galloway        For       For          Management
1.2   Elect Director Nicholas B. Paumgarten   For       For          Management
1.3   Elect Director Jeffrey Sagansky         For       For          Management
1.4   Elect Director Ronald W. Tysoe          For       For          Management


SEMGROUP CORPORATION

Ticker: SEMG Security ID: 81663A105 Meeting Date: MAY 22, 2013 Meeting Type: Annual

Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ronald A. Ballschmiede   For       For          Management
1.2   Elect Director Sarah M. Barpoulis       For       For          Management
1.3   Elect Director John F. Chlebowski       For       For          Management
1.4   Elect Director Karl F. Kurz             For       For          Management
1.5   Elect Director James H. Lytal           For       For          Management
1.6   Elect Director Thomas R. McDaniel       For       For          Management
1.7   Elect Director Norman J. Szydlowski     For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
4     Ratify Auditors                         For       For          Management


SERVICE CORPORATION INTERNATIONAL

Ticker:       SCI            Security ID:  817565104
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alan R. Buckwalter       For       For          Management
1.2   Elect Director Victor L. Lund           For       For          Management
1.3   Elect Director John W. Mecom, Jr.       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


SOLAR CAPITAL LTD.

Ticker: SLRC Security ID: 83413U100 Meeting Date: APR 30, 2013 Meeting Type: Annual Record Date: MAR 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director David S. Wachter         For       For          Management
2     Approve Issuance of Shares Below Net    For       For          Management
      Asset Value (NAV)


SPECTRUM BRANDS HOLDINGS, INC.

Ticker: SPB Security ID: 84763R101 Meeting Date: MAR 01, 2013 Meeting Type: Annual Record Date: JAN 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Norman S. Matthews       For       For          Management
2     Amend Articles the Company's Restated   For       Against      Management
      Certificate of Incorporation to
      Dissolve the Special Nominating
      Committee of the Board of Directors
3     Ratify Auditors                         For       For          Management


STEWART INFORMATION SERVICES CORPORATION

Ticker:       STC            Security ID:  860372101
Meeting Date: MAY 03, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Catherine A. Allen       For       For          Management
1.2   Elect Director Robert L. Clarke         For       For          Management
1.3   Elect Director E. Douglas Hodo          For       For          Management
1.4   Elect Director Laurie C. Moore          For       For          Management
1.5   Elect Director W. Arthur Porter         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


SYNOPSYS, INC.

Ticker: SNPS Security ID: 871607107 Meeting Date: APR 03, 2013 Meeting Type: Annual

Record Date:  FEB 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Aart J. de Geus          For       For          Management
1.2   Elect Director Chi-Foon Chan            For       For          Management
1.3   Elect Director Alfred Castino           For       For          Management
1.4   Elect Director Bruce R. Chizen          For       For          Management
1.5   Elect Director Deborah A. Coleman       For       For          Management
1.6   Elect Director Chrysostomos L. 'Max'    For       For          Management
      Nikias
1.7   Elect Director John G. Schwarz          For       For          Management
1.8   Elect Director Roy Vallee               For       For          Management
1.9   Elect Director Steven C. Walske         For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


TARGA RESOURCES CORP.

Ticker: TRGP Security ID: 87612G101 Meeting Date: MAY 20, 2013 Meeting Type: Annual

Record Date:  APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Rene R. Joyce            For       For          Management
1.2   Elect Director Peter R. Kagan           For       For          Management
1.3   Elect Director Chris Tong               For       For          Management
2     Ratify Auditors                         For       For          Management


TELEFLEX INCORPORATED

Ticker: TFX Security ID: 879369106 Meeting Date: MAY 03, 2013 Meeting Type: Annual Record Date: MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Patricia C. Barron       For       For          Management
1b    Elect Director W. Kim Foster            For       For          Management
1c    Elect Director Jeffrey A. Graves        For       For          Management
1d    Elect Director James W. Zug             For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


TESORO CORPORATION

Ticker:       TSO            Security ID:  881609101
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Rodney F. Chase          For       For          Management
1.2   Elect Director Gregory J. Goff          For       For          Management
1.3   Elect Director Robert W. Goldman        For       For          Management
1.4   Elect Director Steven H. Grapstein      For       For          Management
1.5   Elect Director David Lilley             For       For          Management
1.6   Elect Director Mary Pat McCarthy        For       For          Management
1.7   Elect Director J.W. Nokes               For       For          Management
1.8   Elect Director Susan Tomasky            For       For          Management
1.9   Elect Director Michael E. Wiley         For       For          Management
1.10  Elect Director Patrick Y. Yang          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management


TEXAS CAPITAL BANCSHARES, INC.

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

Record Date:  MAR 25, 2013

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


THE GOLDMAN SACHS GROUP, INC.

Ticker: GS Security ID: 38141G104 Meeting Date: MAY 23, 2013 Meeting Type: Annual Record Date: MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Lloyd C. Blankfein       For       For          Management
2     Elect Director M. Michele Burns         For       For          Management
3     Elect Director Gary D. Cohn             For       For          Management
4     Elect Director Claes Dahlback           For       For          Management
5     Elect Director William W. George        For       For          Management
6     Elect Director James A. Johnson         For       For          Management
7     Elect Director Lakshmi N. Mittal        For       For          Management
8     Elect Director Adebayo O. Ogunlesi      For       For          Management
9     Elect Director James J. Schiro          For       For          Management
10    Elect Director Debora L. Spar           For       For          Management
11    Elect Director Mark E. Tucker           For       For          Management
12    Elect Director David A. Viniar          For       For          Management
13    Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
14    Approve Omnibus Stock Plan              For       Against      Management
15    Ratify Auditors                         For       For          Management
16    Establish Board Committee on Human      Against   Against      Shareholder
      Rights
17    Report on Lobbying Payments and Policy  Against   Against      Shareholder
18    Adopt Proxy Access Right                Against   Against      Shareholder
19    Employ Investment Bank to Explore       Against   Against      Shareholder
      Alternatives to Maximize Shareholder
      Value


THE HAIN CELESTIAL GROUP, INC.

Ticker:       HAIN           Security ID:  405217100
Meeting Date: NOV 15, 2012   Meeting Type: Annual
Record Date:  SEP 20, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Irwin D. Simon           For       For          Management
1.2   Elect Director Richard C. Berke         For       For          Management
1.3   Elect Director Jack Futterman           For       For          Management
1.4   Elect Director Marina Hahn              For       For          Management
1.5   Elect Director Andrew R. Heyer          For       For          Management
1.6   Elect Director Brett Icahn              For       For          Management
1.7   Elect Director Roger Meltzer            For       For          Management
1.8   Elect Director Scott M. O'Neil          For       For          Management
1.9   Elect Director David Schechter          For       For          Management
1.10  Elect Director Lawrence S. Zilavy       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management


THE MADISON SQUARE GARDEN COMPANY

Ticker:       MSG            Security ID:  55826P100
Meeting Date: NOV 29, 2012   Meeting Type: Annual
Record Date:  OCT 02, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard D. Parsons       For       For          Management
1.2   Elect Director Alan D. Schwartz         For       For          Management
1.3   Elect Director Vincent Tese             For       For          Management
2     Ratify Auditors                         For       For          Management


THE TORO COMPANY

Ticker: TTC Security ID: 891092108 Meeting Date: MAR 12, 2013 Meeting Type: Annual

Record Date:  JAN 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert C. Buhrmaster     For       For          Management
1.2   Elect Director James C. O'Rourke        For       For          Management
1.3   Elect Director Christopher A. Twomey    For       For          Management
2     Increase Authorized Common Stock        For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


THE VALSPAR CORPORATION

Ticker:       VAL            Security ID:  920355104
Meeting Date: FEB 21, 2013   Meeting Type: Annual
Record Date:  DEC 27, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William M. Cook          For       For          Management
1.2   Elect Director Gary E. Hendrickson      For       For          Management
1.3   Elect Director Mae C. Jemison           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


THOR INDUSTRIES, INC.

Ticker: THO Security ID: 885160101 Meeting Date: DEC 11, 2012 Meeting Type: Annual

Record Date:  OCT 22, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Andrew E. Graves         For       For          Management
1.2   Elect Director Alan Siegel              For       For          Management
1.3   Elect Director Geoffrey A. Thompson     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


TIME WARNER INC.

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

Record Date:  MAR 25, 2013

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


TOLL BROTHERS, INC.

Ticker:       TOL            Security ID:  889478103
Meeting Date: MAR 13, 2013   Meeting Type: Annual
Record Date:  JAN 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Douglas C. Yearley, Jr.  For       For          Management
1.2   Elect Director Robert S. Blank          For       For          Management
1.3   Elect Director Edward G. Boehne         For       For          Management
1.4   Elect Director Richard J. Braemer       For       For          Management
1.5   Elect Director Carl E. Marbach          For       For          Management
1.6   Elect Director Stephen A. Novick        For       For          Management
1.7   Elect Director Paul E. Shapiro          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 Require a Majority Vote for the Against For Shareholder Election of Directors


TRW AUTOMOTIVE HOLDINGS CORP.

Ticker:       TRW            Security ID:  87264S106
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jody G. Miller           For       For          Management
1.2   Elect Director John C. Plant            For       For          Management
1.3   Elect Director Neil P. Simpkins         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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 NATURAL FOODS, INC.

Ticker: UNFI Security ID: 911163103 Meeting Date: DEC 12, 2012 Meeting Type: Annual Record Date: OCT 19, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Peter A. Roy             For       For          Management
1b    Elect Director Richard J. Schnieders    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


VALERO ENERGY CORPORATION

Ticker: VLO Security ID: 91913Y100 Meeting Date: MAY 02, 2013 Meeting Type: Annual Record Date: MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jerry D. Choate          For       For          Management
1b    Elect Director Ruben M. Escobedo        For       For          Management
1c    Elect Director William R. Klesse        For       For          Management
1d    Elect Director Deborah P. Majoras       For       For          Management
1e    Elect Director Bob Marbut               For       For          Management
1f    Elect Director Donald L. Nickles        For       For          Management
1g    Elect Director Philip J. Pfeiffer       For       For          Management
1h    Elect Director Robert A. Profusek       For       For          Management
1i    Elect Director Susan Kaufman Purcell    For       For          Management
1j    Elect Director Stephen M. Waters        For       For          Management
1k    Elect Director Randall J. Weisenburger  For       For          Management
1l    Elect Director Rayford Wilkins, Jr.     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Political Contributions and   Against   For          Shareholder
      Lobbying Expenditures


VOCUS, INC.

Ticker: VOCS Security ID: 92858J108 Meeting Date: JUN 07, 2013 Meeting Type: Annual

Record Date:  APR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gary Greenfield          For       For          Management
1.2   Elect Director Robert Lentz             For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation


WADDELL & REED FINANCIAL, INC.

Ticker:       WDR            Security ID:  930059100
Meeting Date: APR 17, 2013   Meeting Type: Annual
Record Date:  FEB 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Henry J. Herrmann        For       For          Management
1.2   Elect Director James M. Raines          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


WALTER INVESTMENT MANAGEMENT CORP.

Ticker:       WAC            Security ID:  93317W102
Meeting Date: MAY 03, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steven R. Berrard        For       For          Management
1.2   Elect Director Ellyn L. Brown           For       For          Management
1.3   Elect Director Denmar J. Dixon          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Charter Provisions Relating to    For       For          Management
      Former REIT Status
5     Amend Charter Provisions that are       For       For          Management
      Irrelevant
6     Amend Charter to Adopt Articles         For       Against      Management
      Supplementary
7     Amend Charter to Revise                 For       For          Management
      Indemnification Provisions
8     Amend Charter to Change Articles Six,   For       For          Management
      Seven and Eight
9     Ratify Auditors                         For       For          Management


WATTS WATER TECHNOLOGIES, INC.

Ticker: WTS Security ID: 942749102 Meeting Date: MAY 15, 2013 Meeting Type: Annual

Record Date:  MAR 21, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert L. Ayers          For       For          Management
1.2   Elect Director Bernard Baert            For       For          Management
1.3   Elect Director Kennett F. Burnes        For       For          Management
1.4   Elect Director Richard J. Cathcart      For       For          Management
1.5   Elect Director David J. Coghlan         For       For          Management
1.6   Elect Director W. Craig Kissel          For       For          Management
1.7   Elect Director John K. McGillicuddy     For       For          Management
1.8   Elect Director Joseph T. Noonan         For       For          Management
1.9   Elect Director Merilee Raines           For       For          Management

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


WESTERN REFINING, INC.

Ticker:       WNR            Security ID:  959319104
Meeting Date: JUN 04, 2013   Meeting Type: Annual
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William D. Sanders       For       For          Management
1.2   Elect Director Ralph A. Schmidt         For       For          Management
1.3   Elect Director Jeff A. Stevens          For       For          Management
2     Ratify Auditors                         For       For          Management


WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORPORATION

Ticker:       WAB            Security ID:  929740108
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert J. Brooks         For       For          Management
1.2   Elect Director William E. Kassling      For       For          Management
1.3   Elect Director Albert J. Neupaver       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Increase Authorized Common Stock        For       For          Management
4     Ratify Auditors                         For       For          Management


WHIRLPOOL CORPORATION

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

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


WINTRUST FINANCIAL CORPORATION

Ticker:       WTFC           Security ID:  97650W108
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Peter D. Crist           For       For          Management
1.2   Elect Director Bruce K. Crowther        For       For          Management
1.3   Elect Director Joseph F. Damico         For       For          Management
1.4   Elect Director Bert A. Getz, Jr.        For       For          Management
1.5   Elect Director H. Patrick Hackett, Jr.  For       For          Management
1.6   Elect Director Scott K. Heitmann        For       For          Management
1.7   Elect Director Charles H. James, III    For       For          Management
1.8   Elect Director Albin F. Moschner        For       For          Management
1.9   Elect Director Thomas J. Neis           For       For          Management
1.10  Elect Director Christopher J. Perry     For       For          Management
1.11  Elect Director Ingrid S. Stafford       For       For          Management
1.12  Elect Director Sheila G. Talton         For       For          Management
1.13  Elect Director Edward J. Wehmer         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


WYNDHAM WORLDWIDE CORPORATION

Ticker:       WYN            Security ID:  98310W108
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Brian Mulroney           For       For          Management
1.2   Elect Director Michael H. Wargotz       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation

3 Ratify Auditors For For Management

========== END NPX REPORT

SIGNATURES

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

(Registrant) Professionally Managed Portfolios

By (Signature and Title)*      /s/ Elaine E. Richard
               Elaine E. Richards, President

Date     July 26, 2013
* Print the name and title of each signing officer under his or her signature.

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