| 1a. | Elect Bob G. Alexander | For |
| 1b. | Elect Merrill A. "Pete" Miller, Jr. | For |
| 1c. | Elect Thomas L. Ryan | For |
| 1d. | Elect Vincent J. Intrieri | Oppose |
| 1e. | Elect Frederic M. Poses | Oppose |
| 1f. | Elect Archie W. Dunham | For |
| 1g. | Elect R. Brad Martin | Oppose |
| 1h. | Elect Louis A. Raspino | For |
| 2 | Board proposal to declassify the board | For |
| 3 | Board proposal to implement proxy access | For |
| 4 | Board proposal to eliminate supermajority voting | For |
| 5 | Approve the Company's 2003 Non-employee director stock plan | For |
| 6 | Approve Pay Structure | Oppose |
| 7 | Approve the long term incentive plan | Oppose |
| 8 | Approve the annual incentive plan | Oppose |
| 9 | Appoint the auditors | For |
| 10 | Shareholder proposal: creation of risk oversight committee | For |
| 11 | Shareholder proposal: re-incorporation in Delaware | For |
| 12 | Shareholder Proposal: accelerated vesting of senior executives' equity awards upon a change of control | For |
