Matters submitted for vote of security holders
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(a) An Annual Meeting of Shareholders (Meeting) of the Liberty All-Star
Equity Fund (Fund) was held on April 19, 2000. (see
attached proxy statement).
(b) The Fund's shareholders elected of Robert J. Birnbaum and William E. Mayer
as Trustees to hold office until the final adjournment of the Annual
Meeting of Shareholders for the year 2003. The Fund's Board of Trustees
also consists of James E.Grinnell, Richard W. Lowry and John J. Neuhauser.
(c)(1)The Fund's shareholders voted to approve a new Portfolio Management
Agreement with TCW Funds Management, Inc., as follows:
For Against Abstain
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90,989,944.876 1,044,938.414 1,371,592.632
(c)(1a)The Fund's shareholders voted to approve a new Portfolio Management
Agreement with Oppenheimer Capital which will replace the current
Portfolio Management Agreement which will terminate upon change in
control of Oppenheimer Capital upon acquisition by Allianz AG, as follows:
For Against Abstain
--- ------- -------
90,945,531.710 1,138,799.344 1,322,144.868
(c)(2) The Fund's shareholders voted to ratify the selection of
PricewaterhouseCoopers LLP as independent auditors for the year ending
December 31, 2000, as follows:
For Against Abstain
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91,684,707.141 842,624.980 879,143.791
(d) Not applicable.