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 811-05569  

Franklin Universal Trust

(Exact name of registrant as specified in charter)

One Franklin Parkway, San Mateo, CA 94403-1906

(Address of principal executive offices) (Zip code)

Craig S. Tyle, One Franklin Parkway, San Mateo, CA 94403-1906

(Name and address of agent for service)

Registrant's telephone number, including area code: (650) 312-2000

Date of fiscal year end: 8/31

Date of reporting period: 6/30/13  

AMERICAN ELECTRIC POWER COMPANY, INC.
Meeting Date:  APR 23, 2013
Record Date:  FEB 25, 2013
Meeting Type:  ANNUAL

Ticker:  AEP
Security ID:  025537101

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1.1

Elect Director Nicholas K. Akins

Management

For

For

1.2

Elect Director David J. Anderson

Management

For

For

1.3

Elect Director Ralph D. Crosby, Jr.

Management

For

For

1.4

Elect Director Linda A. Goodspeed

Management

For

For

1.5

Elect Director Thomas E. Hoaglin

Management

For

For

1.6

Elect Director Sandra Beach Lin

Management

For

For

1.7

Elect Director Michael G. Morris

Management

For

For

1.8

Elect Director Richard C. Notebaert

Management

For

For

1.9

Elect Director Lionel L. Nowell, III

Management

For

For

1.10

Elect Director Stephen S. Rasmussen

Management

For

For

1.11

Elect Director Oliver G. Richard, III

Management

For

For

1.12

Elect Director Richard L. Sandor

Management

For

For

1.13

Elect Director Sara Martinez Tucker

Management

For

For

1.14

Elect Director John F. Turner

Management

For

For

2

Ratify Auditors

Management

For

For

3

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

4

Report on Lobbying Payments and Policy

Shareholder

Against

Against

CENTERPOINT ENERGY, INC.
Meeting Date:  APR 25, 2013
Record Date:  FEB 25, 2013
Meeting Type:  ANNUAL

Ticker:  CNP
Security ID:  15189T107

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1a

Elect Director Milton Carroll

Management

For

For

1b

Elect Director Michael P. Johnson

Management

For

For

1c

Elect Director Janiece M. Longoria

Management

For

For

1d

Elect Director David M. McClanahan

Management

For

For

1e

Elect Director Susan O. Rheney

Management

For

For

1f

Elect Director R. A. Walker

Management

For

For

1g

Elect Director Peter S. Wareing

Management

For

For

2

Ratify Auditors

Management

For

For

3

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

CONSOLIDATED EDISON, INC.
Meeting Date:  MAY 20, 2013
Record Date:  MAR 22, 2013
Meeting Type:  ANNUAL

Ticker:  ED
Security ID:  209115104

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1.1

Elect Director Kevin Burke

Management

For

For

1.2

Elect Director Vincent A. Calarco

Management

For

For

1.3

Elect Director George Campbell, Jr.

Management

For

For

1.4

Elect Director Gordon J. Davis

Management

For

For

1.5

Elect Director Michael J. Del Giudice

Management

For

For

1.6

Elect Director Ellen V. Futter

Management

For

For

1.7

Elect Director John F. Hennessy, III

Management

For

For

1.8

Elect Director John F. Killian

Management

For

For

1.9

Elect Director Eugene R. McGrath

Management

For

For

1.10

Elect Director Sally H. Pinero

Management

For

For

1.11

Elect Director Michael W. Ranger

Management

For

For

1.12

Elect Director L. Frederick Sutherland

Management

For

For

2

Ratify Auditors

Management

For

For

3

Approve Omnibus Stock Plan

Management

For

For

4

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

5

Cease CEO Compensation Benchmarking Policy

Shareholder

Against

Against

DOMINION RESOURCES, INC.
Meeting Date:  MAY 03, 2013
Record Date:  FEB 28, 2013
Meeting Type:  ANNUAL

Ticker:  D
Security ID:  25746U109

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1.1

Elect Director William P. Barr

Management

For

For

1.2

Elect Director Peter W. Brown

Management

For

For

1.3

Elect Director Helen E. Dragas

Management

For

For

1.4

Elect Director James O. Ellis, Jr.

Management

For

For

1.5

Elect Director Thomas F. Farrell, II

Management

For

For

1.6

Elect Director John W. Harris

Management

For

For

1.7

Elect Director Robert S. Jepson, Jr.

Management

For

For

1.8

Elect Director Mark J. Kington

Management

For

For

1.9

Elect Director Pamela J. Royal

Management

For

For

1.10

Elect Director Robert H. Spilman, Jr.

Management

For

For

1.11

Elect Director Michael E. Szymanczyk

Management

For

For

1.12

Elect Director David A. Wollard

Management

For

For

2

Ratify Auditors

Management

For

For

3

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

4

Provide Right to Call Special Meeting

Management

For

For

5

Report on Coal Use from Mountaintop Removal Mining

Shareholder

Against

Against

6

Include Sustainability as a Performance Measure for Senior Executive Compensation

Shareholder

Against

Against

7

Minimize Pool Storage of Spent Nuclear Fuel

Shareholder

Against

Against

8

Report on Financial Risks of Climate Change

Shareholder

Against

Against

DUKE ENERGY CORPORATION
Meeting Date:  MAY 02, 2013
Record Date:  MAR 05, 2013
Meeting Type:  ANNUAL

Ticker:  DUK
Security ID:  26441C204

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1.1

Elect Director William Barnet, III

Management

For

For

1.2

Elect Director G. Alex Bernhardt, Sr.

Management

For

For

1.3

Elect Director Michael G. Browning

Management

For

For

1.4

Elect Director Harris E. DeLoach, Jr.

Management

For

For

1.5

Elect Director Daniel R. DiMicco

Management

For

Withhold

1.6

Elect Director John H. Forsgren

Management

For

Withhold

1.7

Elect Director Ann Maynard Gray

Management

For

Withhold

1.8

Elect Director James H. Hance, Jr.

Management

For

Withhold

1.9

Elect Director John T. Herron

Management

For

For

1.10

Elect Director James B. Hyler, Jr.

Management

For

For

1.11

Elect Director E. Marie McKee

Management

For

For

1.12

Elect Director E. James Reinsch

Management

For

For

1.13

Elect Director James T. Rhodes

Management

For

For

1.14

Elect Director James E. Rogers

Management

For

For

1.15

Elect Director Carlos A. Saladrigas

Management

For

For

1.16

Elect Director Philip R. Sharp

Management

For

For

2

Ratify Auditors

Management

For

For

3

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

Against

4

Amend Executive Incentive Bonus Plan

Management

For

For

5

Provide Right to Act by Written Consent

Shareholder

Against

For

6

Require a Majority Vote for the Election of Directors

Shareholder

Against

For

EDISON INTERNATIONAL
Meeting Date:  APR 25, 2013
Record Date:  MAR 01, 2013
Meeting Type:  ANNUAL

Ticker:  EIX
Security ID:  281020107

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1.1

Elect Director Jagjeet S. Bindra

Management

For

For

1.2

Elect Director Vanessa C.L. Chang

Management

For

For

1.3

Elect Director France A. Cordova

Management

For

For

1.4

Elect Director Theodore F. Craver, Jr.

Management

For

For

1.5

Elect Director Bradford M. Freeman

Management

For

For

1.6

Elect Director Luis G. Nogales

Management

For

For

1.7

Elect Director Ronald L. Olson

Management

For

For

1.8

Elect Director Richard T. Schlosberg, III

Management

For

For

1.9

Elect Director Thomas C. Sutton

Management

For

For

1.10

Elect Director Peter J. Taylor

Management

For

For

1.11

Elect Director Brett White

Management

For

For

2

Ratify Auditors

Management

For

For

3

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

4

Require Independent Board Chairman

Shareholder

Against

Against

ENTERGY CORPORATION
Meeting Date:  MAY 03, 2013
Record Date:  MAR 05, 2013
Meeting Type:  ANNUAL

Ticker:  ETR
Security ID:  29364G103

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1a

Elect Director Maureen Scannell Bateman

Management

For

For

1b

Elect Director L.P. Denault

Management

For

For

1c

Elect Director Gary W. Edwards

Management

For

For

1d

Elect Director Alexis M. Herman

Management

For

For

1e

Elect Director Donald C. Hintz

Management

For

For

1f

Elect Director Stuart L. Levenick

Management

For

For

1g

Elect Director Blanche L. Lincoln

Management

For

For

1h

Elect Director Stewart C. Myers

Management

For

For

1i

Elect Director W.J. Tauzin

Management

For

For

1j

Elect Director Steven V. Wilkinson

Management

For

For

2

Ratify Auditors

Management

For

For

3

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

4

Report on Lobbying Payments and Policy

Shareholder

Against

Against

5

Minimize Pool Storage of Spent Nuclear Fuel

Shareholder

Against

Against

EXELON CORPORATION
Meeting Date:  APR 23, 2013
Record Date:  MAR 01, 2013
Meeting Type:  ANNUAL

Ticker:  EXC
Security ID:  30161N101

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1a

Elect Director Anthony K. Anderson

Management

For

For

1b

Elect Director Ann C. Berzin

Management

For

For

1c

Elect Director John A. Canning, Jr.

Management

For

For

1d

Elect Director Christopher M. Crane

Management

For

For

1e

Elect Director Yves C. de Balmann

Management

For

For

1f

Elect Director Nicholas DeBenedictis

Management

For

For

1g

Elect Director Nelson A. Diaz

Management

For

For

1h

Elect Director Sue L. Gin

Management

For

For

1i

Elect Director Paul L. Joskow

Management

For

For

1j

Elect Director Robert J. Lawless

Management

For

For

1k

Elect Director Richard W. Mies

Management

For

For

1l

Elect Director William C. Richardson

Management

For

For

1m

Elect Director Thomas J. Ridge

Management

For

For

1n

Elect Director John W. Rogers, Jr.

Management

For

For

1o

Elect Director Mayo A. Shattuck, III

Management

For

For

1p

Elect Director Stephen D. Steinour

Management

For

For

2

Ratify Auditors

Management

For

For

3

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

Against

4

Amend Qualified Employee Stock Purchase Plan

Management

For

For

FIRSTENERGY CORP.
Meeting Date:  MAY 21, 2013
Record Date:  MAR 22, 2013
Meeting Type:  ANNUAL

Ticker:  FE
Security ID:  337932107

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1.1

Elect Director Paul T. Addison

Management

For

For

1.2

Elect Director Anthony J. Alexander

Management

For

For

1.3

Elect Director Michael J. Anderson

Management

For

For

1.4

Elect Director Carol A. Cartwright

Management

For

For

1.5

Elect Director William T. Cottle

Management

For

For

1.6

Elect Director Robert B. Heisler, Jr.

Management

For

Withhold

1.7

Elect Director Julia L. Johnson

Management

For

For

1.8

Elect Director Ted J. Kleisner

Management

For

Withhold

1.9

Elect Director Donald T. Misheff

Management

For

For

1.10

Elect Director Ernest J. Novak, Jr.

Management

For

For

1.11

Elect Director Christopher D. Pappas

Management

For

Withhold

1.12

Elect Director Catherine A. Rein

Management

For

Withhold

1.13

Elect Director George M. Smart

Management

For

For

1.14

Elect Director Wes M. Taylor

Management

For

Withhold

2

Ratify Auditors

Management

For

For

3

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

4

Reduce Supermajority Vote Requirement

Management

For

For

5

Cease CEO Compensation Benchmarking Policy

Shareholder

Against

Against

6

Submit SERP to Shareholder Vote

Shareholder

Against

Against

7

Stock Retention/Holding Period

Shareholder

Against

Against

8

Require a Majority Vote for the Election of Directors

Shareholder

Against

Against

9

Provide Right to Act by Written Consent

Shareholder

Against

Against

GREAT PLAINS ENERGY INCORPORATED
Meeting Date:  MAY 07, 2013
Record Date:  FEB 26, 2013
Meeting Type:  ANNUAL

Ticker:  GXP
Security ID:  391164100

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1.1

Elect Director Terry Bassham

Management

For

For

1.2

Elect Director David L. Bodde

Management

For

For

1.3

Elect Director Randall C. Ferguson, Jr.

Management

For

For

1.4

Elect Director Gary D. Forsee

Management

For

For

1.5

Elect Director Thomas D. Hyde

Management

For

For

1.6

Elect Director James A. Mitchell

Management

For

For

1.7

Elect Director Ann D. Murtlow

Management

For

For

1.8

Elect Director John J. Sherman

Management

For

For

1.9

Elect Director Linda H. Talbott

Management

For

For

1.10

Elect Director Robert H. West

Management

For

For

2

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

3

Ratify Auditors

Management

For

For

NEXTERA ENERGY, INC.
Meeting Date:  MAY 23, 2013
Record Date:  MAR 25, 2013
Meeting Type:  ANNUAL

Ticker:  NEE
Security ID:  65339F101

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1a

Elect Director Sherry S. Barrat

Management

For

For

1b

Elect Director Robert M. Beall, II

Management

For

For

1c

Elect Director James L. Camaren

Management

For

For

1d

Elect Director Kenneth B. Dunn

Management

For

For

1e

Elect Director Lewis Hay, III

Management

For

For

1f

Elect Director Toni Jennings

Management

For

For

1g

Elect Director James L. Robo

Management

For

For

1h

Elect Director Rudy E. Schupp

Management

For

For

1i

Elect Director John L. Skolds

Management

For

For

1j

Elect Director William H. Swanson

Management

For

For

1k

Elect Director Michael H. Thaman

Management

For

For

1l

Elect Director Hansel E. Tookes, II

Management

For

For

2

Ratify Auditors

Management

For

For

3

Approve Executive Incentive Bonus Plan

Management

For

For

4

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

5

Minimize Pool Storage of Spent Nuclear Fuel

Shareholder

Against

Against

NV ENERGY, INC.
Meeting Date:  MAY 08, 2013
Record Date:  MAR 11, 2013
Meeting Type:  ANNUAL

Ticker:  NVE
Security ID:  67073Y106

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1a

Elect Director Joseph B. Anderson, Jr.

Management

For

For

1b

Elect Director Glenn C. Christenson

Management

For

For

1c

Elect Director Susan F. Clark

Management

For

For

1d

Elect Director Stephen E. Frank

Management

For

Against

1e

Elect Director Brian J. Kennedy

Management

For

For

1f

Elect Director Maureen T. Mullarkey

Management

For

For

1g

Elect Director John F. O'Reilly

Management

For

For

1h

Elect Director Philip G. Satre

Management

For

For

1i

Elect Director Donald D. Snyder

Management

For

For

1j

Elect Director Michael W. Yackira

Management

For

For

2

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

3

Approve Omnibus Stock Plan

Management

For

Against

4

Ratify Auditors

Management

For

For

PG&E CORPORATION
Meeting Date:  MAY 06, 2013
Record Date:  MAR 07, 2013
Meeting Type:  ANNUAL

Ticker:  PCG
Security ID:  69331C108

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1.1

Elect Director David R. Andrews

Management

For

For

1.2

Elect Director Lewis Chew

Management

For

For

1.3

Elect Director C. Lee Cox

Management

For

For

1.4

Elect Director Anthony F. Earley, Jr.

Management

For

For

1.5

Elect Director Fred J. Fowler

Management

For

For

1.6

Elect Director Maryellen C. Herringer

Management

For

For

1.7

Elect Director Roger H. Kimmel

Management

For

For

1.8

Elect Director Richard A. Meserve

Management

For

For

1.9

Elect Director Forrest E. Miller

Management

For

For

1.10

Elect Director Rosendo G. Parra

Management

For

For

1.11

Elect Director Barbara L. Rambo

Management

For

For

1.12

Elect Director Barry Lawson Williams

Management

For

For

2

Ratify Auditors

Management

For

For

3

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

4

Require Independent Board Chairman

Shareholder

Against

Against

PINNACLE WEST CAPITAL CORPORATION
Meeting Date:  MAY 15, 2013
Record Date:  MAR 12, 2013
Meeting Type:  ANNUAL

Ticker:  PNW
Security ID:  723484101

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1.1

Elect Director Edward N. Basha, Jr.

Management

For

For

1.2

Elect Director Donald E. Brandt

Management

For

For

1.3

Elect Director Susan Clark-Johnson

Management

For

For

1.4

Elect Director Denis A. Cortese

Management

For

For

1.5

Elect Director Michael L. Gallagher

Management

For

For

1.6

Elect Director Roy A. Herberger, Jr.

Management

For

For

1.7

Elect Director Dale E. Klein

Management

For

For

1.8

Elect Director Humberto S. Lopez

Management

For

For

1.9

Elect Director Kathryn L. Munro

Management

For

For

1.10

Elect Director Bruce J. Nordstrom

Management

For

For

2

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

3

Ratify Auditors

Management

For

For

PPL CORPORATION
Meeting Date:  MAY 15, 2013
Record Date:  FEB 28, 2013
Meeting Type:  ANNUAL

Ticker:  PPL
Security ID:  69351T106

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1.1

Elect Director Frederick M. Bernthal

Management

For

For

1.2

Elect Director John W. Conway

Management

For

For

1.3

Elect Director Philip G. Cox

Management

For

For

1.4

Elect Director Steven G. Elliott

Management

For

For

1.5

Elect Director Louise K. Goeser

Management

For

For

1.6

Elect Director Stuart E. Graham

Management

For

For

1.7

Elect Director Stuart Heydt

Management

For

For

1.8

Elect Director Raja Rajamannar

Management

For

For

1.9

Elect Director Craig A. Rogerson

Management

For

For

1.10

Elect Director William H. Spence

Management

For

For

1.11

Elect Director Natica von Althann

Management

For

For

1.12

Elect Director Keith H. Williamson

Management

For

For

2

Adopt Majority Voting for Uncontested Election of Directors

Management

For

For

3

Ratify Auditors

Management

For

For

4

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

5

Report on Political Contributions

Shareholder

Against

Against

PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
Meeting Date:  APR 16, 2013
Record Date:  FEB 15, 2013
Meeting Type:  ANNUAL

Ticker:  PEG
Security ID:  744573106

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1.1

Elect Director Albert R. Gamper, Jr.

Management

For

For

1.2

Elect Director William V. Hickey

Management

For

For

1.3

Elect Director Ralph Izzo

Management

For

For

1.4

Elect Director Shirley Ann Jackson

Management

For

For

1.5

Elect Director David Lilley

Management

For

For

1.6

Elect Director Thomas A. Renyi

Management

For

For

1.7

Elect Director Hak Cheol Shin

Management

For

For

1.8

Elect Director Richard J. Swift

Management

For

For

1.9

Elect Director Susan Tomasky

Management

For

For

1.10

Elect Director Alfred W. Zollar

Management

For

For

2

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

3

Amend Omnibus Stock Plan

Management

For

For

4

Amend Nonqualified Employee Stock Purchase Plan

Management

For

For

5

Ratify Auditors

Management

For

For

6

Reduce Supermajority Vote Requirement

Shareholder

Against

For

SEMPRA ENERGY
Meeting Date:  MAY 09, 2013
Record Date:  MAR 12, 2013
Meeting Type:  ANNUAL

Ticker:  SRE
Security ID:  816851109

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1.1

Elect Director Alan L. Boeckmann

Management

For

For

1.2

Elect Director James G. Brocksmith, Jr.

Management

For

For

1.3

Elect Director William D. Jones

Management

For

For

1.4

Elect Director William G. Ouchi

Management

For

For

1.5

Elect Director Debra L. Reed

Management

For

For

1.6

Elect Director William C. Rusnack

Management

For

For

1.7

Elect Director William P. Rutledge

Management

For

For

1.8

Elect Director Lynn Schenk

Management

For

For

1.9

Elect Director Jack T. Taylor

Management

For

For

1.10

Elect Director Luis M. Tellez

Management

For

For

1.11

Elect Director James C. Yardley

Management

For

For

2

Ratify Auditors

Management

For

For

3

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

4

Approve Omnibus Stock Plan

Management

For

For

5

Require Independent Board Chairman

Shareholder

Against

Against

SPECTRA ENERGY CORP
Meeting Date:  APR 30, 2013
Record Date:  MAR 04, 2013
Meeting Type:  ANNUAL

Ticker:  SE
Security ID:  847560109

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1a

Elect Director William T. Esrey

Management

For

For

1b

Elect Director Gregory L. Ebel

Management

For

For

1c

Elect Director Austin A. Adams

Management

For

For

1d

Elect Director Joseph Alvarado

Management

For

For

1e

Elect Director Pamela L. Carter

Management

For

For

1f

Elect Director F. Anthony Comper

Management

For

For

1g

Elect Director Peter B. Hamilton

Management

For

For

1h

Elect Director Dennis R. Hendrix

Management

For

For

1i

Elect Director Michael McShane

Management

For

For

1j

Elect Director Michael G. Morris

Management

For

For

1k

Elect Director Michael E.J. Phelps

Management

For

For

2

Ratify Auditors

Management

For

For

3

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

4

Report on Lobbying Payments and Policy

Shareholder

Against

Against

5

Report on Methane Emissions

Shareholder

Against

Against

THE SOUTHERN COMPANY
Meeting Date:  MAY 22, 2013
Record Date:  MAR 25, 2013
Meeting Type:  ANNUAL

Ticker:  SO
Security ID:  842587107

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1a

Elect Director Juanita Powell Baranco

Management

For

For

1b

Elect Director Jon A. Boscia

Management

For

For

1c

Elect Director Henry A. 'Hal' Clark, III

Management

For

For

1d

Electi Director Thomas A. Fanning

Management

For

For

1e

Elect Director David J. Grain

Management

For

For

1f

Elect Director H. William Habermeyer, Jr.

Management

For

For

1g

Elect Director Veronica M. Hagen

Management

For

For

1h

Elect Director Warren A. Hood, Jr.

Management

For

For

1i

Elect Director Donald M. James

Management

For

For

1j

Elect Director Dale E. Klein

Management

For

For

1k

Elect Director William G. Smith, Jr.

Management

For

For

1l

Elect Director Steven R. Specker

Management

For

For

1m

Elect Director E. Jenner Wood, III

Management

For

For

2

Ratify Auditors

Management

For

For

3

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

4

Alter Mandatory Retirement Policy for Directors

Management

For

For

5

Reduce Supermajority Vote Requirement

Management

For

For

6

Reduce Supermajority Vote Requirement

Management

For

For

UIL HOLDINGS CORPORATION
Meeting Date:  MAY 14, 2013
Record Date:  MAR 11, 2013
Meeting Type:  ANNUAL

Ticker:  UIL
Security ID:  902748102

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1.1

Elect Director Thelma R. Albright

Management

For

For

1.2

Elect Director Arnold L. Chase

Management

For

Withhold

1.3

Elect Director Betsy Henley-Cohn

Management

For

For

1.4

Elect Director Suedeen G. Kelly

Management

For

For

1.5

Elect Director John L. Lahey

Management

For

For

1.6

Elect Director Daniel J. Miglio

Management

For

For

1.7

Elect Director William F. Murdy

Management

For

For

1.8

Elect Director William B. Plummer

Management

For

For

1.9

Elect Director Donald R. Shassian

Management

For

For

1.10

Elect Director James P. Torgerson

Management

For

For

2

Ratify Auditors

Management

For

For

3

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

4

Amend Omnibus Stock Plan

Management

For

Against

WESTAR ENERGY, INC.
Meeting Date:  MAY 16, 2013
Record Date:  MAR 18, 2013
Meeting Type:  ANNUAL

Ticker:  WR
Security ID:  95709T100

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1.1

Elect Director Richard L. Hawley

Management

For

For

1.2

Elect Director B. Anthony Isaac

Management

For

For

1.3

Elect Director S. Carl Soderstrom, Jr.

Management

For

For

2

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

3

Ratify Auditors

Management

For

For

WISCONSIN ENERGY CORPORATION
Meeting Date:  MAY 02, 2013
Record Date:  FEB 21, 2013
Meeting Type:  ANNUAL

Ticker:  WEC
Security ID:  976657106

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1.1

Elect Director John F. Bergstrom

Management

For

For

1.2

Elect Director Barbara L. Bowles

Management

For

For

1.3

Elect Director Patricia W. Chadwick

Management

For

For

1.4

Elect Director Curt S. Culver

Management

For

For

1.5

Elect Director Thomas J. Fischer

Management

For

For

1.6

Elect Director Gale E. Klappa

Management

For

For

1.7

Elect Director Henry W. Knueppel

Management

For

For

1.8

Elect Director Ulice Payne, Jr.

Management

For

For

1.9

Elect Director Mary Ellen Stanek

Management

For

Against

2

Ratify Auditors

Management

For

For

3

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

XCEL ENERGY INC.
Meeting Date:  MAY 22, 2013
Record Date:  MAR 26, 2013
Meeting Type:  ANNUAL

Ticker:  XEL
Security ID:  98389B100

Proposal No

Proposal

Proposed By

Management Recommendation

Vote Cast

1a

Elect Director Gail Koziara Boudreaux

Management

For

For

1b

Elect Director Fredric W. Corrigan

Management

For

For

1c

Elect Director Richard K. Davis

Management

For

For

1d

Elect Director Benjamin G.S. Fowke, III

Management

For

For

1e

Elect Director Albert F. Moreno

Management

For

For

1f

Elect Director Richard T. O'Brien

Management

For

For

1g

Elect Director Christopher J. Policinski

Management

For

For

1h

Elect Director A. Patricia Sampson

Management

For

For

1i

Elect Director James J. Sheppard

Management

For

For

1j

Elect Director David A. Westerlund

Management

For

For

1k

Elect Director Kim Williams

Management

For

For

1l

Elect Director Timothy V. Wolf

Management

For

For

2

Ratify Auditors

Management

For

For

3

Advisory Vote to Ratify Named Executive Officers' Compensation

Management

For

For

4

Require Independent Board Chairman

Shareholder

Against

Against