| | (a) | | The Annual Meeting of Stockholders was held on September 22, 2008. | | | | | (b) | | All 13 directors nominated were elected at the Annual Meeting. | | | | | (c) | | For the election of directors, the results were as follows: |
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| | | | | | | | Bradbury H. Anderson | | For | | | 281,706,971 | | | | Against | | | 6,285,735 | | | | Abstain | | | 2,775,463 | | | | | | | | | Paul Danos | | For | | | 286,551,676 | | | | Against | | | 1,407,935 | | | | Abstain | | | 2,808,558 | | | | | | | | | William T. Esrey | | For | | | 283,273,044 | | | | Against | | | 4,548,994 | | | | Abstain | | | 2,946,131 | | | | | | | | | Raymond V. Gilmartin | | For | | | 283,852,713 | | | | Against | | | 4,003,137 | | | | Abstain | | | 2,912,319 | | | | | | | | | Judith Richards Hope | | For | | | 283,679,599 | | | | Against | | | 4,175,247 | | | | Abstain | | | 2,913,323 | | | | | | | | | Heidi G. Miller | | For | | | 286,489,421 | | | | Against | | | 1,541,267 | | | | Abstain | | | 2,737,481 | | | | | | | | | Hilda Ochoa-Brillembourg | | For | | | 285,953,439 | | | | Against | | | 1,904,091 | | | | Abstain | | | 2,910,639 | | | | | | | | | Steve Odland | | For | | | 286,614,874 | | | | Against | | | 1,363,241 | | | | Abstain | | | 2,790,054 | | | | | | | | | Kendall J. Powell | | For | | | 283,707,582 | | | | Against | | | 4,228,501 | | | | Abstain | | | 2,832,086 | | | | | | | | | Lois E. Quam | | For | | | 286,186,736 | | | | Against | | | 1,574,287 | | | | Abstain | | | 3,007,146 | |
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| | | | | | | | Michael D. Rose | | For | | | 276,270,104 | | | | Against | | | 11,632,954 | | | | Abstain | | | 2,865,111 | | | | | | | | | Robert L. Ryan | | For | | | 286,544,217 | | | | Against | | | 1,472,324 | | | | Abstain | | | 2,751,628 | | | | | | | | | Dorothy A. Terrell | | For | | | 283,974,940 | | | | Against | | | 3,890,945 | | | | Abstain | | | 2,902,284 | |
The appointment of KPMG LLP as our independent registered public accounting firm for fiscal 2009was ratified: | | | | | | | | | | For: | | | 283,069,116 | | | | Against: | | | 4,879,212 | | | | Abstain: | | | 2,819,841 | |
KEYWORDS:Board Elections,Classified Boards,
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