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Annual Meeting of Stockholders
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The Annual Meeting of Stockholders was held on March 28,
2000. For those nominated, the following votes were cast for
directors:
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votes
votes for
withheld
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(A) Enrique R. Arzac: 12,286,551
208,211
(B) Daniel E. Emerson: 12,243,420
251,342
(C) Thomas H. Lenagh: 12,197,845
296,917
(D) W.D. MacCallan: 12,274,118
220,644
(E) W. Perry Neff: 12,240,693
254,069
(F) Douglas G. Ober: 12,291,881
202,881
(G) Landon Peters: 12,263,584
231,178
(H) John J. Roberts: 12,197,563
297,199
(I) Susan C. Schwab: 12,242,483
252,279
(J) Robert J.M. Wilson: 12,228,467
266,295
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A proposal to approve and ratify the selection of
PricewaterhouseCoopers LLP as the firm of independent
accountants of the Corporation for 2000 was approved with
12,273,718 votes for, 110,104 votes against, and 110,940
votes abstaining.
A proposal to approve an amendment to Article SIXTH of the
Articles of Incorporation to increase the number of
authorized shares of Common Stock of the Corporation from
25,000,000 shares to 50,000,000 shares and to remove a class
of convertible preferred stock, par value $25.00 per share,
was approved with 11,634,459 votes for, 665,175 votes
against, and 195,128 votes abstaining.
A proposal to approve an amendment to the Corporation's
investment policy to change the Corporation's
subclassification under the Investment Company Act of 1940
from a diversified investment company to a non-diversified
investment company was approved with 7,957,752 votes for,
380,811 votes against, and 260,762 votes abstaining.
Stockholder proposals to be included in the proxy statement
for next year's Annual Meeting must be received at the
offices of the Corporation by October 26, 2000. The date
stated in the 2000 Proxy Statement was incorrect.
