| 1.1 | Elect Director Cheryl W. Grise | For |
| 1.2 | Elect Director Carlos M. Gutierrez | Abstain |
| 1.3 | Elect Director Gerald L. Hassell | For |
| 1.4 | Elect Director David L. Herzog | For |
| 1.5 | Elect Director R. Glenn Hubbard | For |
| 1.6 | Elect Director Steven A. Kandarian | Oppose |
| 1.7 | Elect Director Edward J. Kelly, III | For |
| 1.8 | Elect Director William E. Kennard | Abstain |
| 1.9 | Elect Director James M. Kilts | For |
| 1.10 | Elect Director Catherine R. Kinney | For |
| 1.11 | Elect Director Denise M. Morrison | For |
| 2 | Ratify Deloitte & Touche LLP as Auditors | Oppose |
| 3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Abstain |
| 4 | Shareholder Resolution: Require Independent Board Chairman | For |