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: 811-21467
Salomon Brothers Capital and Income Fund Inc.
(Exact name of registrant as specified in charter)
125 BROAD STREET, NEW YORK, NEW YORK 10004
(Address of principal executive offices) (Zip code)
Robert I. Frenkel, Esq.
300 First Stamford Place, 4th Floor
Stamford, Connecticut 06902
(Name and address of agent for service)
Registrant’s telephone number, including area code: 203-890-7046
Date of fiscal year end: October 31
Date of reporting period: July 1, 2005–June 30, 2006
Item 1. Proxy Voting Record
A report may indicate that the Adviser or Subadviser, as the case may be, “did note vote” in a particular proposal. No vote was entered for a proposal where (a) certain restrictions or pre-conditions on voting may, if followed, have adversely affected investment management of the fund’s portfolio holdings, such as “share blocking rules” that prohibit sales during the shareholder solicitation and voting process, (b) potential material conflicts of interest arising from proxy proposals were identified by the CAM Proxy Voting Committee, (c) administrative or operational constraints impeded the ability to cast a timely vote, such as late receipt of proxy voting information, and/or (d) systems or processing errors occurred (including errors by third party vendors).
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******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-21467
Reporting Period: 07/01/2005 - 06/30/2006
Salomon Brothers Capital and Income Fund Inc.
================= SALOMON BROTHERS CAPITAL AND INCOME FUND INC. ===============
ABGENIX, INC.
Ticker: ABGX Security ID: 00339B107
Meeting Date: MAR 29, 2006 Meeting Type: Special
Record Date: FEB 6, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Adjourn Meeting For For Management
--------------------------------------------------------------------------------
ADC TELECOMMUNICATIONS, INC.
Ticker: ADCT Security ID: 000886309
Meeting Date: MAR 7, 2006 Meeting Type: Annual
Record Date: JAN 11, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John A. Blanchard, III For For Management
1.2 Elect Director Lois M. Martin For For Management
1.3 Elect Director John E. Rehfeld For For Management
1.4 Elect Director Jean-Pierre Rosso For For Management
2 Ratify Auditors For For Management
--------------------------------------------------------------------------------
ADOBE SYSTEMS INC.
Ticker: ADBE Security ID: 00724F101
Meeting Date: MAR 28, 2006 Meeting Type: Annual
Record Date: FEB 13, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Edward W. Barnholt For For Management
1.2 Elect Director Michael R. Cannon For For Management
1.3 Elect Director Bruce R. Chizen For For Management
1.4 Elect Director James E. Daley For For Management
1.5 Elect Director Charles M. Geschke For For Management
1.6 Elect Director Delbert W. Yocam For For Management
2 Amend Omnibus Stock Plan For For Management
3 Approve Executive Incentive Bonus Plan For For Management
4 Ratify Auditors For For Management
--------------------------------------------------------------------------------
AETNA INC.
Ticker: AET Security ID: 00817Y108
Meeting Date: APR 28, 2006 Meeting Type: Annual
Record Date: FEB 24, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Betsy Z. Cohen For For Management
1.2 Elect Director Molly J. Coye, M.D. For For Management
1.3 Elect Director Barbara H. Franklin For For Management
1.4 Elect Director Jeffrey E. Garten For For Management
1.5 Elect Director Earl G. Graves For For Management
1.6 Elect Director Gerald Greenwald For For Management
1.7 Elect Director Ellen M. Hancock For For Management
1.8 Elect Director Michael H. Jordan For For Management
1.9 Elect Director Edward J. Ludwig For For Management
1.10 Elect Director Joseph P. Newhouse For For Management
1.11 Elect Director John W. Rowe, M.D. For For Management
1.12 Elect Director Ronald A. Williams For For Management
2 Ratify Auditors For For Management
3 Approve Qualified Employee Stock Purchase For For Management
Plan
4 Provide for Cumulative Voting Against For Shareholder
--------------------------------------------------------------------------------
AFLAC INCORPORATED
Ticker: AFL Security ID: 001055102
Meeting Date: MAY 1, 2006 Meeting Type: Annual
Record Date: FEB 22, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Daniel P. Amos For For Management
1.2 Elect Director John Shelby Amos, II For For Management
1.3 Elect Director Michael H. Armacost For For Management
1.4 Elect Director Kriss Cloninger, III For For Management
1.5 Elect Director Joe Frank Harris For For Management
1.6 Elect Director Elizabeth J. Hudson For For Management
1.7 Elect Director Kenneth S. Janke Sr. For For Management
1.8 Elect Director Douglas W. Johnson For For Management
1.9 Elect Director Robert B. Johnson For For Management
1.10 Elect Director Charles B. Knapp For For Management
1.11 Elect Director Hidefumi Matsui For For Management
1.12 Elect Director E. Stephen Purdom, M.D. For For Management
1.13 Elect Director Barbara K. Rimer, Dr. Ph For For Management
1.14 Elect Director Marvin R. Schuster For For Management
1.15 Elect Director David Gary Thompson For For Management
1.16 Elect Director Tohru Tonoike For For Management
1.17 Elect Director Robert L. Wright For For Management
2 Ratify Auditors For For Management
--------------------------------------------------------------------------------
AIR PRODUCTS & CHEMICALS, INC.
Ticker: APD Security ID: 009158106
Meeting Date: JAN 26, 2006 Meeting Type: Annual
Record Date: NOV 30, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mario L. Baeza For For Management
1.2 Elect Director Edward E. Hagenlocker For For Management
1.3 Elect Director Terrence Murray For For Management
1.4 Elect Director Charles H. Noski For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Approve Executive Incentive Bonus Plan For For Management
--------------------------------------------------------------------------------
ALLTEL CORP.
Ticker: AT Security ID: 020039103
Meeting Date: APR 20, 2006 Meeting Type: Annual
Record Date: FEB 24, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William H. Crown For For Management
1.2 Elect Director Joe T. Ford For For Management
1.3 Elect Director John P. McConnell For For Management
1.4 Elect Director Josie C. Natori For For Management
2 Amend Executive Incentive Bonus Plan For For Management
3 Amend Executive Incentive Bonus Plan For For Management
4 Ratify Auditors For For Management
--------------------------------------------------------------------------------
AMERICAN INTERNATIONAL GROUP, INC.
Ticker: AIG Security ID: 026874107
Meeting Date: AUG 11, 2005 Meeting Type: Annual
Record Date: JUN 24, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director M. Aidinoff For For Management
1.2 Elect Director P. Chia For For Management
1.3 Elect Director M. Cohen For For Management
1.4 Elect Director W. Cohen For For Management
1.5 Elect Director M. Feldstein For For Management
1.6 Elect Director E. Futter For For Management
1.7 Elect Director S. Hammerman For For Management
1.8 Elect Director C. Hills For For Management
1.9 Elect Director R. Holbrooke For For Management
1.10 Elect Director D. Kanak For For Management
1.11 Elect Director G. Miles, Jr For For Management
1.12 Elect Director M. Offit For For Management
1.13 Elect Director M. Sullivan For For Management
1.14 Elect Director E. Tse For For Management
1.15 Elect Director F. Zarb For For Management
2 Ratify Auditors For For Management
--------------------------------------------------------------------------------
APPLIED MATERIALS, INC.
Ticker: AMAT Security ID: 038222105
Meeting Date: MAR 22, 2006 Meeting Type: Annual
Record Date: JAN 27, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michael H. Armacost For For Management
1.2 Elect Director Deborah A. Coleman For For Management
1.3 Elect Director Philip V. Gerdine For For Management
1.4 Elect Director Thomas J. Iannotti For For Management
1.5 Elect Director Charles Y.S. Liu For For Management
1.6 Elect Director James C. Morgan For For Management
1.7 Elect Director Gerhard H. Parker For For Management
1.8 Elect Director Willem P. Roelandts For For Management
1.9 Elect Director Michael R. Splinter For For Management
2 Ratify Auditors For For Management
--------------------------------------------------------------------------------
ARDEN REALTY, INC.
Ticker: ARI Security ID: 039793104
Meeting Date: APR 28, 2006 Meeting Type: Special
Record Date: FEB 24, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Adjourn Meeting For For Management
--------------------------------------------------------------------------------
ARLINGTON TANKERS LTD
Ticker: ATB Security ID: G04899103
Meeting Date: JUL 22, 2005 Meeting Type: Annual
Record Date: JUN 10, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Stephen O. Jaeger For For Management
2 Ratify Auditors For For Management
3 INCREASE AUTHORIZED SHARE CAPITAL BY For For Management
CREATION OF ADDITIONAL 40,000,000 COMMON
SHARES OF PAR VALUE US$0.01 EACH.
4 REDUCTION OF SHARE PREMIUM ACCOUNT FOR For For Management
BERMUDA CORPORATE LAW PURPOSES BY
TRANSFERRING US$309,845,000 TO
CONTRIBUTED SURPLUS ACCOUNT.
--------------------------------------------------------------------------------
AVERY DENNISON CORP.
Ticker: AVY Security ID: 053611109
Meeting Date: APR 27, 2006 Meeting Type: Annual
Record Date: FEB 27, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John T. Cardis For For Management
1.2 Elect Director David E.I. Pyott For For Management
1.3 Elect Director Dean A. Scarborough For For Management
1.4 Elect Director Julia A. Stewart For For Management
2 Ratify Auditors For For Management
--------------------------------------------------------------------------------
BOSTON SCIENTIFIC CORP.
Ticker: BSX Security ID: 101137107
Meeting Date: MAR 31, 2006 Meeting Type: Special
Record Date: FEB 22, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 Increase Authorized Common Stock For For Management
2 Issue Shares in Connection with an For For Management
Acquisition
--------------------------------------------------------------------------------
CHARTER COMMUNICATIONS, INC.
Ticker: CHTR Security ID: 16117M107
Meeting Date: AUG 23, 2005 Meeting Type: Annual
Record Date: JUL 29, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert P. May For For Management
2 Amend Omnibus Stock Plan For Against Management
3 Ratify Auditors For For Management
--------------------------------------------------------------------------------
COMPASS MINERALS INTERNATIONAL, INC
Ticker: CMP Security ID: 20451N101
Meeting Date: AUG 4, 2005 Meeting Type: Annual
Record Date: JUN 15, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mr. Vernon G. Baker II For For Management
1.2 Elect Director Mr. Bradley J. Bell For For Management
1.3 Elect Director Mr. Richard S. Grant For For Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For For Management
--------------------------------------------------------------------------------
CTRIP COM INTL LTD
Ticker: CTRP Security ID: 22943F100
Meeting Date: OCT 21, 2005 Meeting Type: Annual
Record Date: SEP 14, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1 A NEW 2005 EMPLOYEE S STOCK OPTION PLAN For Against Management
(THE ESOP ) IN THE FORM ADOPTED BY THE
BOARD OF DIRECTORS OF THE COMPANY AND
PREVIOUSLY FILED AS EXHIBIT 10.23 TO THE
COMPANY S REGISTRATION STATEMENT ON FORM
F-2 FILED WITH THE U.S. SECURITIES AND
EXCHANGE COMMIS
2 DISTRIBUTION OF 30% OF THE COMPANY S NET For For Management
INCOME FOR 2005 (AS REPORTED IN THE
AUDITED CONSOLIDATED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE YEAR ENDED
DECEMBER 31, 2005) TO THE SHAREHOLDERS OF
THE COMPANY AS DIVIDENDS, SUBJECT TO THE
APPROVAL OF THE BO
--------------------------------------------------------------------------------
DUKE REALTY CORPORATION
Ticker: DRE Security ID: 264411505
Meeting Date: APR 26, 2006 Meeting Type: Annual
Record Date: FEB 27, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Barrington H. Branch For For Management
1.2 Elect Director Geoffrey Button For For Management
1.3 Elect Director William Cavanaugh III For For Management
1.4 Elect Director Ngaire E. Cuneo For For Management
1.5 Elect Director Charles R. Eitel For For Management
1.6 Elect Director R. Glenn Hubbard For For Management
1.7 Elect Director Martin C. Jischke For For Management
1.8 Elect Director L. Ben Lytle For For Management
1.9 Elect Director William O. Mccoy For For Management
1.10 Elect Director Dennis D. Oklak For For Management
1.11 Elect Director Jack R. Shaw For For Management
1.12 Elect Director Robert J. Woodward, Jr. For For Management
2 Ratify Auditors For For Management
--------------------------------------------------------------------------------
ECHOSTAR COMMUNICATIONS CORP.
Ticker: DISH Security ID: 278762109
Meeting Date: OCT 6, 2005 Meeting Type: Annual
Record Date: AUG 8, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James Defranco For Withhold Management
1.2 Elect Director Michael T. Dugan For Withhold Management
1.3 Elect Director Cantey Ergen For Withhold Management
1.4 Elect Director Charles W. Ergen For Withhold Management
1.5 Elect Director Steven R. Goodbarn For For Management
1.6 Elect Director David K. Moskowitz For Withhold Management
1.7 Elect Director Tom A. Ortolf For For Management
1.8 Elect Director C. Michael Schroeder For For Management
1.9 Elect Director Carl E. Vogel For Withhold Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For Against Management
4 Approve Non-Employee Director Stock For Against Management
Option Plan
5 Adopt Policy Prohibiting Discrimination Against For Shareholder
based on Sexual Orientation
6 Other Business For For Management
--------------------------------------------------------------------------------
FAMILY DOLLAR STORES, INC.
Ticker: FDO Security ID: 307000109
Meeting Date: JAN 19, 2006 Meeting Type: Annual
Record Date: NOV 22, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mark R. Bernstein For For Management
1.2 Elect Director Sharon Allred Decker For For Management
1.3 Elect Director Edward C. Dolby For For Management
1.4 Elect Director Glenn A. Eisenberg For For Management
1.5 Elect Director Howard R. Levine For For Management
1.6 Elect Director George R. Mahoney, Jr. For For Management
1.7 Elect Director James G. Martin For For Management
2 Approve Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
--------------------------------------------------------------------------------
FREDDIE MAC
Ticker: FRE Security ID: 313400301
Meeting Date: JUL 15, 2005 Meeting Type: Annual
Record Date: MAY 27, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Barbara T. Alexander For For Management
1.2 Elect Director Geoffrey T. Boisi For For Management
1.3 Elect Director Joan E. Donoghue For For Management
1.4 Elect Director Michelle Engler For For Management
1.5 Elect Director Richard Karl Goeltz For For Management
1.6 Elect Director Thomas S. Johnson For For Management
1.7 Elect Director William M. Lewis, Jr. For For Management
1.8 Elect Director Eugene M. Mcquade For For Management
1.9 Elect Director Shaun F. O'Malley For For Management
1.10 Elect Director Ronald F. Poe For For Management
1.11 Elect Director Stephen A. Ross For For Management
1.12 Elect Director Richard F. Syron For For Management
1.13 Elect Director William J. Turner For For Management
2 Ratify Auditors For For Management
--------------------------------------------------------------------------------
GENENTECH, INC.
Ticker: DNA Security ID: 368710406
Meeting Date: APR 20, 2006 Meeting Type: Annual
Record Date: FEB 22, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Herbert W. Boyer For For Management
1.2 Elect Director William M. Burns For For Management
1.3 Elect Director Erich Hunziker For For Management
1.4 Elect Director Jonathan K.C. Knowles For For Management
1.5 Elect Director Arthur D. Levinson For For Management
1.6 Elect Director Debra L. Reed For For Management
1.7 Elect Director Charles A. Sanders For For Management
2 Amend Qualified Employee Stock Purchase For For Management
Plan
3 Ratify Auditors For For Management
--------------------------------------------------------------------------------
GOLDMAN SACHS GROUP, INC., THE
Ticker: GS Security ID: 38141G104
Meeting Date: MAR 31, 2006 Meeting Type: Annual
Record Date: JAN 30, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Lloyd C. Blankfein For For Management
1.2 Elect Director Lord Browne Ofmadingley For For Management
1.3 Elect Director John H. Bryan For For Management
1.4 Elect Director Claes Dahlback For For Management
1.5 Elect Director Stephen Friedman For For Management
1.6 Elect Director William W. George For For Management
1.7 Elect Director James A. Johnson For For Management
1.8 Elect Director Lois D. Juliber For For Management
1.9 Elect Director Edward M. Liddy For For Management
1.10 Elect Director Henry M. Paulson, Jr. For For Management
1.11 Elect Director Ruth J. Simmons For For Management
2 Amend Restricted Partner Compensation For For Management
Plan
3 Ratify Auditors For For Management
--------------------------------------------------------------------------------
HORMEL FOODS CORP.
Ticker: HRL Security ID: 440452100
Meeting Date: JAN 31, 2006 Meeting Type: Annual
Record Date: DEC 5, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John W. Allen, Ph.D. For For Management
1.2 Elect Director John R. Block For For Management
1.3 Elect Director Jeffrey M. Ettinger For For Management
1.4 Elect Director E. Peter Gillette, Jr. For For Management
1.5 Elect Director Luella G. Goldberg For For Management
1.6 Elect Director Joel W. Johnson For For Management
1.7 Elect Director Susan I. Marvin For For Management
1.8 Elect Director Michael J. McCoy For For Management
1.9 Elect Director John L. Morrison For For Management
1.10 Elect Director Dakota A. Pippins For For Management
1.11 Elect Director Gary J. Ray For For Management
1.12 Elect Director John G. Turner For For Management
1.13 Elect Director Robert R. Waller, M.D. For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For Against Management
4 Report on Feasibility of Improving Animal Against Against Shareholder
Welfare Standards
--------------------------------------------------------------------------------
HOST HOTELS & RESORTS INC.
Ticker: HST Security ID: 44107P104
Meeting Date: APR 5, 2006 Meeting Type: Special
Record Date: FEB 22, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 Issue Shares in Connection with an For For Management
Acquisition
--------------------------------------------------------------------------------
IDT CORP.
Ticker: IDT.C Security ID: 448947309
Meeting Date: DEC 15, 2005 Meeting Type: Annual
Record Date: OCT 21, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director J. Warren Blaker For Withhold Management
1.2 Elect Director Stephen R. Brown For Withhold Management
1.3 Elect Director James A. Courter For Withhold Management
1.4 Elect Director Slade Gorton For For Management
1.5 Elect Director Marc E. Knoller For Withhold Management
2 Approve Stock Option Plan For For Management
3 Approve Restricted Stock Plan For For Management
4 Ratify Auditors For For Management
--------------------------------------------------------------------------------
INTERPUBLIC GROUP OF COMPANIES, INC., THE
Ticker: IPG Security ID: 460690100
Meeting Date: NOV 14, 2005 Meeting Type: Annual
Record Date: SEP 20, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Frank J. Borelli For For Management
1.2 Elect Director Reginald K. Brack For For Management
1.3 Elect Director Jill M. Considine For For Management
1.4 Elect Director Richard A. Goldstein For For Management
1.5 Elect Director H. John Greeniaus For For Management
1.6 Elect Director Michael I. Roth For For Management
1.7 Elect Director J. Phillip Samper For For Management
1.8 Elect Director David M. Thomas For For Management
2 Approve Qualified Employee Stock Purchase For For Management
Plan
3 Ratify Auditors For For Management
4 Seek Sale of Company/Assets Against Against Shareholder
--------------------------------------------------------------------------------
INVITROGEN CORP.
Ticker: IVGN Security ID: 46185R100
Meeting Date: APR 21, 2006 Meeting Type: Annual
Record Date: FEB 24, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Gregory T. Lucier For For Management
1.2 Elect Director Donald W. Grimm For For Management
2 Ratify Auditors For For Management
3 Amend Qualified Employee Stock Purchase For For Management
Plan
4 Increase Authorized Common Stock For Against Management
--------------------------------------------------------------------------------
KIMBERLY-CLARK CORP.
Ticker: KMB Security ID: 494368103
Meeting Date: APR 27, 2006 Meeting Type: Annual
Record Date: FEB 27, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Dennis R. Beresford For For Management
1.2 Elect Director Abelardo E. Bru For For Management
1.3 Elect Director Thomas J. Falk For For Management
1.4 Elect Director Mae C. Jemison, M.D. For For Management
2 Ratify Auditors For For Management
3 Declassify the Board of Directors Against For Shareholder
4 Adopt ILO Standards Against Against Shareholder
5 Require a Majority Vote for the Election Against For Shareholder
of Directors
6 Report on Feasibility of Phasing Out the Against Against Shareholder
Use of Non-certified Wood Fiber
--------------------------------------------------------------------------------
LEGG MASON, INC.
Ticker: LM Security ID: 524901105
Meeting Date: JUL 19, 2005 Meeting Type: Annual
Record Date: MAY 20, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Dennis R. Beresford For Did Not Management
Vote
1.2 Elect Director Edward I. O'Brien For Did Not Management
Vote
1.3 Elect Director Roger W. Schipke For Did Not Management
Vote
1.4 Elect Director Nicholas J. St. George For Did Not Management
Vote
2 Amend Executive Incentive Bonus Plan For Did Not Management
Vote
3 Approve Non-Employee Director Omnibus For Did Not Management
Stock Plan Vote
--------------------------------------------------------------------------------
LEHMAN BROTHERS HOLDINGS INC.
Ticker: LEH Security ID: 524908100
Meeting Date: APR 5, 2006 Meeting Type: Annual
Record Date: FEB 10, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Thomas H. Cruikshank For For Management
1.2 Elect Director Roland A. Hernandez For For Management
1.3 Elect Director Henry Kaufman For For Management
1.4 Elect Director John D. Macomber For For Management
2 Ratify Auditors For For Management
3 Increase Authorized Common Stock For For Management
4 Declassify the Board of Directors For For Management
--------------------------------------------------------------------------------
MARATHON OIL CORP
Ticker: MRO Security ID: 565849106
Meeting Date: APR 26, 2006 Meeting Type: Annual
Record Date: FEB 27, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Clarence P. Cazalot For For Management
1.2 Elect Director David A. Daberko For For Management
1.3 Elect Director William L. Davis For For Management
2 Ratify Auditors For For Management
3 Declassify the Board of Directors For For Management
4 Eliminate Class of Preferred Stock For For Management
5 Require a Majority Vote for the Election Against For Shareholder
of Directors
6 Adopt Simple Majority Vote Requirement Against For Shareholder
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MAXIM INTEGRATED PRODUCTS, INC.
Ticker: MXIM Security ID: 57772K101
Meeting Date: NOV 10, 2005 Meeting Type: Annual
Record Date: SEP 28, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James R. Bergman For Withhold Management
1.2 Elect Director Michael J. Byrd For For Management
1.3 Elect Director Peter de Roeth For For Management
1.4 Elect Director John F. Gifford For For Management
1.5 Elect Director B. Kipling Hagopian For For Management
1.6 Elect Director A.R. Frank Wazzan For For Management
2 Amend Omnibus Stock Plan For For Management
3 Amend Qualified Employee Stock Purchase For For Management
Plan
4 Ratify Auditors For For Management
--------------------------------------------------------------------------------
MERRILL LYNCH & CO., INC.
Ticker: MER Security ID: 590188108
Meeting Date: APR 28, 2006 Meeting Type: Annual
Record Date: FEB 27, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Alberto Cribiore For For Management
1.2 Elect Director Aulana L. Peters For For Management
1.3 Elect Director Charles O. Rossotti For For Management
2 Ratify Auditors For For Management
3 Restore or Provide for Cumulative Voting Against For Shareholder
4 Compensation- Director Compensation Against Against Shareholder
5 Review Executive Compensation Against Against Shareholder
--------------------------------------------------------------------------------
MICROSOFT CORP.
Ticker: MSFT Security ID: 594918104
Meeting Date: NOV 9, 2005 Meeting Type: Annual
Record Date: SEP 9, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William H. Gates, III For For Management
1.2 Elect Director Steven A. Ballmer For For Management
1.3 Elect Director James I. Cash Jr. For For Management
1.4 Elect Director Dina Dublon For For Management
1.5 Elect Director Raymond V. Gilmartin For For Management
1.6 Elect Director A. Mclaughlin Korologos For For Management
1.7 Elect Director David F. Marquardt For For Management
1.8 Elect Director Charles H. Noski For For Management
1.9 Elect Director Helmut Panke For For Management
1.10 Elect Director Jon A. Shirley For For Management
2 Ratify Auditors For For Management
--------------------------------------------------------------------------------
MSC INDUSTRIAL DIRECT CO., INC.
Ticker: MSM Security ID: 553530106
Meeting Date: JAN 3, 2006 Meeting Type: Annual
Record Date: NOV 25, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mitchell Jacobson For For Management
1.2 Elect Director David Sandler For For Management
1.3 Elect Director Charles Boehlke For For Management
1.4 Elect Director Roger Fradin For Withhold Management
1.5 Elect Director Denis Kelly For For Management
1.6 Elect Director Raymond Langton For For Management
1.7 Elect Director Philip Peller For For Management
2 Approve Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
4 Other Business For For Management
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NATIONAL OILWELL VARCO INC.
Ticker: NOV Security ID: 637071101
Meeting Date: JUL 22, 2005 Meeting Type: Annual
Record Date: JUN 8, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert E. Beauchamp For For Management
1.2 Elect Director Jeffery A. Smisek For For Management
1.3 Elect Director James D. Woods For For Management
2 Ratify Auditors For For Management
--------------------------------------------------------------------------------
NEXTEL COMMUNICATIONS, INC.
Ticker: NXTL Security ID: 65332V103
Meeting Date: JUL 13, 2005 Meeting Type: Annual
Record Date: MAY 20, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Adjourn Meeting For For Management
3.1 Elect Director Timothy M. Donahue For For Management
3.2 Elect Director Frank M. Drendel For For Management
3.3 Elect Director William E. Kennard For For Management
4 Ratify Auditors For For Management
5 Approve Omnibus Stock Plan For For Management
--------------------------------------------------------------------------------
NIKE, INC.
Ticker: NKE Security ID: 654106103
Meeting Date: SEP 20, 2005 Meeting Type: Annual
Record Date: JUL 25, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jill K. Conway For For Management
1.2 Elect Director Alan B. Graf, Jr. For For Management
1.3 Elect Director Jeanne P. Jackson For For Management
2 Increase Authorized Common Stock For For Management
3 Approve Executive Incentive Bonus Plan For For Management
4 Amend Omnibus Stock Plan For For Management
5 Ratify Auditors For For Management
--------------------------------------------------------------------------------
NOKIA CORP.
Ticker: NOK Security ID: 654902204
Meeting Date: MAR 30, 2006 Meeting Type: Annual
Record Date: FEB 6, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 APPROVAL OF THE INCOME STATEMENTS AND THE For For Management
BALANCE SHEETS.
2 PROPOSAL TO THE ANNUAL GENERAL MEETING OF For For Management
A DIVIDEND OF EUR 0.37 PER SHARE.
3 APPROVAL OF THE DISCHARGE OF THE For For Management
CHAIRMAN, THE MEMBERS OF THE BOARD OF
DIRECTORS AND THE PRESIDENT FROM
LIABILITY.
4 APPROVAL OF THE REMUNERATION TO BE PAID For For Management
TO THE MEMBERS OF THE BOARD OF DIRECTORS.
5 PROPOSAL ON THE NUMBER OF MEMBERS OF THE For For Management
BOARD OF DIRECTORS AS PROPOSED BY THE
CORPORATE GOVERNANCE AND NOMINATION
COMMITTEE.
6.1 Elect Director Paul J. Collins For For Management
6.2 Elect Director Georg Ehrnrooth For For Management
6.3 Elect Director Daniel R. Hesse For For Management
6.4 Elect Director Bengt Holmstrom For For Management
6.5 Elect Director Per Karlsson For For Management
6.6 Elect Director Edouard Michelin For For Management
6.7 Elect Director Jorma Ollila For For Management
6.8 Elect Director Marjorie Scardino For For Management
6.9 Elect Director Keijo Suila For For Management
6.10 Elect Director Vesa Vainio For For Management
7 APPROVAL OF THE REMUNERATION TO BE PAID For For Management
TO THE AUDITOR.
8 APPROVAL OF THE RE-ELECTION OF For For Management
PRICEWATERHOUSECOOPERS OY AS THE AUDITORS
FOR FISCAL YEAR 2006.
9 PROPOSAL OF THE BOARD TO REDUCE THE SHARE For For Management
CAPITAL THROUGH CANCELLATION OF NOKIA
SHARES HELD BY COMPANY.
10 AUTHORIZATION TO THE BOARD TO INCREASE For For Management
THE SHARE CAPITAL OF THE COMPANY.
11 AUTHORIZATION TO THE BOARD TO REPURCHASE For For Management
NOKIA SHARES.
12 AUTHORIZATION TO THE BOARD TO DISPOSE For For Management
NOKIA SHARES HELD BY THE COMPANY.
13 MARK THE FOR BOX IF YOU WISH TO For For Management
INSTRUCT NOKIA S LEGAL COUNSELS TO VOTE
IN THEIR DISCRETION ON YOUR BEHALF ONLY
UPON ITEM 13.
--------------------------------------------------------------------------------
NOVARTIS AG
Ticker: NVS Security ID: 66987V109
Meeting Date: FEB 28, 2006 Meeting Type: Annual
Record Date: JAN 31, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 APPROVAL OF THE ANNUAL REPORT, THE For For Management
FINANCIAL STATEMENTS OF NOVARTIS AG AND
THE GROUP CONSOLIDATED FINANCIAL
STATEMENTS FOR THE YEAR 2005.
2 APPROVAL OF THE ACTIVITIES OF THE BOARD For For Management
OF DIRECTORS.
3 APPROPRIATION OF AVAILABLE EARNINGS OF For For Management
NOVARTIS AG AS PER BALANCE SHEET AND
DECLARATION OF DIVIDEND.
4 REDUCTION OF SHARE CAPITAL. For For Management
5 AMENDMENT TO THE ARTICLES OF For For Management
INCORPORATION.
6 RE-ELECTION OF PROF. SRIKANT M. DATAR For For Management
PH.D. FOR A THREE-YEAR TERM.
7 RE-ELECTION OF WILLIAM W. GEORGE FOR A For For Management
THREE-YEAR TERM.
8 RE-ELECTION OF DR.-ING. WENDELIN For For Management
WIEDEKING FOR A THREE-YEAR TERM.
9 RE-ELECTION OF PROF. ROLF M. ZINKERNAGEL For For Management
M.D. FOR A THREE-YEAR TERM.
10 THE ELECTION OF ANDREAS VON PLANTA PH.D. For For Management
FOR A THREE-YEAR TERM.
11 Ratify Auditors For For Management
--------------------------------------------------------------------------------
NTL INC
Ticker: NTLI Security ID: 87956T107
Meeting Date: MAR 2, 2006 Meeting Type: Special
Record Date: JAN 12, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 Amend Articles to Reclassify Each Share For For Management
of Common Stock
2 Issue Shares in Connection with an For For Management
Acquisition
--------------------------------------------------------------------------------
NTL INCORPORATED
Ticker: Security ID: 62940M104
Meeting Date: MAR 2, 2006 Meeting Type: Special
Record Date: JAN 12, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
--------------------------------------------------------------------------------
PACIFICARE HEALTH SYSTEMS, INC.
Ticker: PHS Security ID: 695112102
Meeting Date: NOV 17, 2005 Meeting Type: Special
Record Date: OCT 11, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Adjourn Meeting For For Management
--------------------------------------------------------------------------------
PAN PACIFIC RETAIL PROPERTIES, INC.
Ticker: PNP Security ID: 69806L104
Meeting Date: APR 28, 2006 Meeting Type: Annual
Record Date: FEB 16, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Joseph P. Colmery For For Management
1.2 Elect Director Bernard M. Feldman For For Management
1.3 Elect Director Mark J. Riedy For For Management
1.4 Elect Director Stuart A. Tanz For For Management
--------------------------------------------------------------------------------
PRENTISS PROPERTIES TRUST
Ticker: PP Security ID: 740706106
Meeting Date: DEC 21, 2005 Meeting Type: Special
Record Date: NOV 15, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
--------------------------------------------------------------------------------
PROLOGIS
Ticker: PLD Security ID: 743410102
Meeting Date: SEP 14, 2005 Meeting Type: Special
Record Date: AUG 8, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1 Issue Shares in Connection with an For For Management
Acquisition
--------------------------------------------------------------------------------
SARA LEE CORP.
Ticker: SLE Security ID: 803111103
Meeting Date: OCT 27, 2005 Meeting Type: Annual
Record Date: SEP 1, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Brenda C. Barnes For For Management
1.2 Elect Director J.T. Battenberg, III For For Management
1.3 Elect Director Charles W. Coker For For Management
1.4 Elect Director James S. Crown For For Management
1.5 Elect Director Willie D. Davis For For Management
1.6 Elect Director Laurette T. Koellner For For Management
1.7 Elect Director Cornelis J.A. Van Lede For Withhold Management
1.8 Elect Director Sir Ian Prosser For For Management
1.9 Elect Director Rozanne L. Ridgway For For Management
1.10 Elect Director Richard L. Thomas For For Management
1.11 Elect Director Jonathan P. Ward For For Management
2 Ratify Auditors For For Management
3 Approve Qualified Employee Stock Purchase For For Management
Plan
4 Adopt ILO Based Code of Conduct Against Against Shareholder
5 Eliminate or Restrict Severance Against For Shareholder
Agreements (Change-in-Control)
6 Submit Shareholder Rights Plan (Poison Against For Shareholder
Pill) to Shareholder Vote
--------------------------------------------------------------------------------
SES GLOBAL
Ticker: Security ID: L8300G135
Meeting Date: DEC 8, 2005 Meeting Type: Special
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Review Attendance List, Establish Quorum For For Management
and Adopt Agenda
2 Nominate Secretary and Two Scrutineers For For Management
3 Approve Reduction in Share Capital For For Management
through Cancellation of Own Shares Held
by the Company; Amend Articles
Accordingly
4 Approve Share Repurchase Program For For Management
5 Other Business (Voting) For For Management
--------------------------------------------------------------------------------
SPECTRASITE, INC.
Ticker: SSI Security ID: 84761M104
Meeting Date: AUG 3, 2005 Meeting Type: Special
Record Date: JUN 14, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Adjourn Meeting For For Management
--------------------------------------------------------------------------------
SPRINT NEXTEL CORP
Ticker: S Security ID: 852061100
Meeting Date: JUL 13, 2005 Meeting Type: Annual
Record Date: MAY 20, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1 Increase Authorized Common Stock For For Management
2 Amend Articles/Bylaws/Charter-Non-Routine For For Management
3 Change Company Name For For Management
4 Issue Shares in Connection with an For For Management
Acquisition
5 Adjourn Meeting For For Management
6.1 Elect Director Gordon M. Bethune For For Management
6.2 Elect Director Dr. E. Linn Draper, Jr. For For Management
6.3 Elect Director James H. Hance, Jr. For For Management
6.4 Elect Director Deborah A. Henretta For For Management
6.5 Elect Director Irvine O. Hockaday, Jr. For For Management
6.6 Elect Director Linda Koch Lorimer For For Management
6.7 Elect Director Gerald L. Storch For For Management
6.8 Elect Director William H. Swanson For For Management
7 Ratify Auditors For For Management
8 Review Executive Compensation Against For Shareholder
--------------------------------------------------------------------------------
SUNCOR ENERGY INC
Ticker: SU. Security ID: 867229106
Meeting Date: APR 26, 2006 Meeting Type: Annual
Record Date: FEB 27, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mel E. Benson For For Management
1.2 Elect Director Brian A. Canfield For For Management
1.3 Elect Director Bryan P. Davies For For Management
1.4 Elect Director Brian A. Felesky For For Management
1.5 Elect Director John T. Ferguson For For Management
1.6 Elect Director W. Douglas Ford For For Management
1.7 Elect Director Richard L. George For For Management
1.8 Elect Director John R. Huff For For Management
1.9 Elect Director M. Ann McCaig For For Management
1.10 Elect Director Michael W. O'Brien For For Management
1.11 Elect Director JR Shaw For For Management
1.12 Elect Director Eira M. Thomas For For Management
2 Ratify PricewaterhouseCoopers as Auditors For For Management
--------------------------------------------------------------------------------
TRANSKARYOTIC THERAPIES, INC.
Ticker: TKTX Security ID: 893735100
Meeting Date: JUL 27, 2005 Meeting Type: Special
Record Date: JUN 10, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Adjourn Meeting For For Management
--------------------------------------------------------------------------------
US UNWIRED INC.
Ticker: Security ID: 90338RAG9
Meeting Date: FEB 27, 2006 Meeting Type: Written Consent
Record Date: FEB 9, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 PROPOSED AMENDMENTS None For Management
--------------------------------------------------------------------------------
WACHOVIA CORP.
Ticker: WB Security ID: 929903102
Meeting Date: APR 18, 2006 Meeting Type: Annual
Record Date: FEB 22, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William H. Goodwin, Jr. For For Management
1.2 Elect Director Robert A. Ingram For For Management
1.3 Elect Director Mackey J. McDonald For For Management
1.4 Elect Director Lanty L. Smith For For Management
1.5 Elect Director Ruth G. Shaw For For Management
1.6 Elect Director Ernest S. Rady For For Management
2 Ratify Auditors For For Management
3 Submit Severance Agreement (Change in Against For Shareholder
Control) to shareholder Vote
4 Report on Political Contributions Against Against Shareholder
5 Separate Chairman and CEO Positions Against For Shareholder
6 Require a Majority Vote for the Election Against For Shareholder
of Directors
--------------------------------------------------------------------------------
WIDERTHAN CO LTD
Ticker: WTHN Security ID: 967593104
Meeting Date: MAR 30, 2006 Meeting Type: Annual
Record Date: DEC 31, 2005
# Proposal Mgt Rec Vote Cast Sponsor
1 AS A SPECIAL BUSINESS, TO CONSIDER AND, For For Management
IF THOUGHT FIT, PASS THE FOLLOWING AS A
SPECIAL RESOLUTION; THAT AN AMENDED AND
RESTATED ARTICLES OF INCORPORATION OF THE
COMPANY BE ADOPTED REFLECTING
2 AS A SPECIAL BUSINESS, TO CONSIDER AND, For For Management
IF THOUGHT FIT, PASS THE FOLLOWING AS A
SPECIAL RESOLUTION; THAT THE COMPANY BE
AUTHORIZED TO GRANT OPTIONS TO PURCHASE
UP TO 458,587 SHARES OF THE COMPANY S
COMMON SHARES
3 TO RECEIVE AND APPROVE THE COMPANY S For For Management
BALANCE SHEET, STATEMENT OF INCOME AND
STATEMENT OF APPROPRIATIONS OF RETAINED
EARNINGS FOR THE YEAR ENDED DECEMBER 31,
2005, STATED IN KOREAN GAAP.
4 TO RECEIVE AND APPROVE THE CEILING AMOUNT For For Management
OF THE REMUNERATION OF DIRECTORS FOR 2006
AT KRW 2 BILLION.
5 RE-ELECTION OF MR. SANG JUN PARK AS For For Management
MEMBER OF BOARD OF DIRECTORS.
6 RE-ELECTION OF MR. JIN WOO SO AS MEMBER For For Management
OF BOARD OF DIRECTORS.
7 THAT THE REGULATIONS OF MANAGEMENT For For Management
RETIREMENT ALLOWANCE PLAN BE AMENDED IN
THE MANNER OUTLINED IN PPENDIX A TO THIS
NOTICE .
========== END NPX REPORT
</PRE>
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
Salomon Brothers Capital and Income Fund Inc.
By:
/s/ R. Jay Gerken
R. Jay Gerken
Chairman, President and Chief Executive Officer of Salomon Brothers Capital and Income Fund Inc.
Date: August 25, 2006