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: 811-05071**SATURNA INVESTMENT TRUST**    (Exact Name of Registrant as Specified in Charter)**1300 N. State Street    Bellingham, Washington 98225-4730**    (Address of Principal Executive Offices, including ZIP Code)    Nicholas F. Kaiser    1300 N. State Street    Bellingham, Washington 98225-4730    (Name and Address of Agent for Service)    Registrant’s Telephone Number- (360) 734-9900    Date of fiscal year end: November 30, 2004    Date of reporting period: June 30, 2004 

 

 
| **SaturnaInvestment          Trust, Sextant Growth Fund (SSGFX)**                                                    |
|----------------------------------------------------------------------------------------------------------------------|
| *Proxy VotingRecord          relating to shareholder meetings held from July 1, 2003 through June          30, 2004* |
| **Proposal#**                                                                                                        | **Issue /Proposals** | **Shares /Proposed          by** | **Symbol /Directors          Recommend** | **CUSIP /Vote** | **MeetingDate** |
|                                                                                                                      |
|                                                                                                                      | Gucci Group N.V. | 200 | GUC | 401566104 | 7/16/03 |
| 4A                                                                                                                   | Adoption of statutory accounts for fiscal2002 | Issuer | N/A | For |   |
| 4B                                                                                                                   | Approval of management and supervision performed during        fiscal 2002 | Issuer | N/A | For |   |
| 5                                                                                                                    | Set number of members of supervisory board at eight and        appoint eight persons as members of supervisory board | Issuer | N/A | For |   |
| 6                                                                                                                    | Appointment of three persons as members of management        board | Issuer | N/A | For |   |
| 7                                                                                                                    | Extend authority of management board to repurchaseshares        of company's share capital for period of 18 months | Issuer | N/A | For |   |
| 8                                                                                                                    | Amend Articles of Association of company in oder toreturn        capital and authorization to effectuate such amendments | Issuer | N/A | For |   |
| 9                                                                                                                    | Retain PriceWaterhouse Coopers as auditor | Issuer | N/A | For |   |
| 10                                                                                                                   | Approval of company's countrywide incentive stockoption | Issuer | N/A | For |   |
|                                                                                                                      |
|                                                                                                                      | Airborne, Inc. | 2,500 | ABF | 9269101 | 8/14/03 |
|                                                                                                                      | Directors nominations | Issuer | For | For all nominees |  |
| 1                                                                                                                    | Approval of merger agreement | Issuer | For | for |  |
| 2                                                                                                                    | Approval of alternative merger consideration of$21.65 | Issuer | For | For |  |
| 3                                                                                                                    | Approval of ABX AIR supermajority votingprovision | Issuer | For | For |  |
| 4                                                                                                                    | Approval of ABX AIR rights agreement |  | For | For |  |
| 6                                                                                                                    | Approval not to adopt or extend any poison pills | Stochholder | Against | Abstain |  |
| 7                                                                                                                    | Approval to urge an amendment to the bylaws to require        a non-executive chairman of the board. | Stochholder | Against | Abstain |  |
| 8                                                                                                                    | Approval of regarding indexed stock options | Stochholder | Against | Abstain |  |
| 9                                                                                                                    | Approval regarding expensing of stockoptions | Stochholder | Against | Abstain |  |
|                                                                                                                      |
|                                                                                                                      | John Wiley & Sons, Inc. | 2,400 | JWA | 968223206 | 9/18/03 |
|                                                                                                                      | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Ratification of auditors | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | 3Com Corporation | 10,000 | COMS | 885535104 | 9/23/03 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Approval of 2003 stock plan with initial share reserve        of 20,000,000 | Issuer | For | For |  |
| 3                                                                                                                    | Approval of increase in share reserve under 1984employee        stock purchase plan by 5,000,000 shares | Issuer | For | For |  |
| 4                                                                                                                    | Ratification of auditors | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Oracle Corporation | 8,000 | ORCL | 68389X105 | 10/13/03 |
| 1                                                                                                                    | Directors nominations | Issuer | For |  |  |
| 2                                                                                                                    | Approval of 2004 executive bonus plan | Issuer | For | For |  |
| 3                                                                                                                    | Ratification of auditors | Issuer | For | For |  |
| 4                                                                                                                    | Approval of amended and restated 1993 directors' stock        plan | Issuer | For | Against |  |
| 5                                                                                                                    | Adoption of "China Business Principles for Rights of        Workers in China" | Issuer | Against | Against |  |
|                                                                                                                      |
|                                                                                                                      | Barr Laboratories, Inc. | 3,000 | BRL | 68306109 | 10/23/03 |
| 1                                                                                                                    | Directors | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Approval of reincorporation of the company inDelaware | Issuer | For | For |  |
| 3                                                                                                                    | Approval of increase in number of authorized shares of        common stock | Issuer | For | Against |  |
|                                                                                                                      |
|                                                                                                                      | Intuit Inc. | 3,000 | INTU | 461202103 | 10/30/03 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Approval of amendment of 1996 employee stock purchase        plan to increase shares of common stock by 500,000 | Issuer | For | For |  |
| 3                                                                                                                    | Ratification of auditors | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Phoenix Technologies, Ltd. | 3,062 | PTEC | 719153108 | 3/8/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Approval of amendment to 2001 employee stockpurchase | Issuer | For | For |  |
| 3                                                                                                                    | Ratification of auditors | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Caremark Rx, Inc. | 3,000 | CMX | 141705103 | 3/22/04 |
| 1                                                                                                                    | To approve and adopt amendment to Caremark'scertificate        of incorporation to increase the total authorized shares of common stock        from 400 to 700 million. | Issuer | For | For |  |
| 2                                                                                                                    | To approve issuance of Carmark common stock toAdvancePCS        stockholders pursuant to merger agreeement. Cougar Merger Corp. willmerge        with and into AdvancePCS, with AdvancePCS surviving the merger as wholly        owned subsidiary of Caremark. | Issuer | For | For |  |
| 3                                                                                                                    | To approve and adopt amendment to Caremark'scertificate        of incorporation to increase total authorized shares of (A) preferred        stock from 9.5 to 10.5 million shares and (B) Series C participatingpreferred        stock form 500,000 to 7 million shares. | Issuer | For | For |  |
| 4                                                                                                                    | To approve Caremark Rx, Inc. 2004 incentive stockplan. | Issuer | For | For |  |
| 5                                                                                                                    | To adjourn or postpone Caremark special meeting, ifnecessary,        for purpose of soliciting additional proxies. | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Weyerhaeuser Company | 2,000 | WY | 962166104 | 4/13/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Approval of 2004 long term incentive plan | Issuer | For | For |  |
| 3                                                                                                                    | Proposal to amend company's restated articles ofincorporation        to authorize annual election of board of directors | Issuer | Against | Abstain |  |
| 4                                                                                                                    | Shareholder proposal relating to accounting for stock        options | Shareholder | Against | For |  |
| 5                                                                                                                    | Shareholder proposal relating to equitycompensation | Shareholder | Against | For |  |
| 6                                                                                                                    | Shareholder proposal relating to environmentalreporting | Shareholder | Against | For |  |
| 7                                                                                                                    | Shareholder proposal relating to old growth andendangered        forests | Shareholder | Against | For |  |
| 8                                                                                                                    | Approval on an advisory basis, of appointment ofauditors | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Sprint Corporation | 4,000 | FON | 852061100 | 4/20/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees except#03 |  |
| 2                                                                                                                    | Ratification of auditors |  | For | For |  |
| 3                                                                                                                    | To consider a shareholder proposal if properlypresented        at meeting | Issuer | Against | Against |  |
|                                                                                                                      |
|                                                                                                                      | Washington Mutual | 6,750 | WM | 939322103 | 4/20/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Ratification of appointment of independent auditors for        2004 | Issuer | For | For |  |
| 3                                                                                                                    | Shareholder proposal relating to specific compensation        program | Stockholders | Against | For |  |
|                                                                                                                      |
|                                                                                                                      | Frontier FinancialCorporation | 4,000 | FTBK | 35907K105 | 4/21/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Ratification of auditors | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Apple Computer, Inc. | 7,000 | AAPL | 37833100 | 4/22/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees except#03 |  |
| 2                                                                                                                    | Ratify appointment of independent auditors for2004 | Issuer | For | For |  |
| 3                                                                                                                    | Stockholder proposal concerning stock optionindexing | Stockholder | Against | Abstain |  |
| 4                                                                                                                    | Stockholder proposal concerning CEO pay cap | Stockholder | Against | For |  |
| 5                                                                                                                    | Stockholder proposal concerning independentchairman | Stockholder | Against | For |  |
| 6                                                                                                                    | Stockholder proposal concering report on outsourcing        off-shore | Stockholder | Against | For |  |
|                                                                                                                      |
|                                                                                                                      | Noble Corporation | 3,000 | NE | G65422100 | 4/22/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Approval of appoinment of independent auditors for2004 | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Regal-Beloit Corporation | 2,000 | RBC | 758750103 | 4/22/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
|                                                                                                                      |
|                                                                                                                      | Regal-Beloit Corporation | 2,000 | RBC | 758750103 | 4/22/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | To approve 1998 long term incentive plan, asamended | Issuer | For | For |  |
| 3                                                                                                                    | To approve employee stock purchase plan | Issuer | For | For |  |
| 4                                                                                                                    | To ratify appointment of independentaccountants | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Adobe Systems Inc. | 4,800 | ADBE | 00724F101 | 4/28/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Approval of amendment to 2003 equity incentive planincreasing        share reserve by 4,500,000 shares | Issuer | For | For |  |
| 3                                                                                                                    | Stockholder proposal | Stockholder | Against | For |  |
| 4                                                                                                                    | Stockholder proposal | Stockholder | Against | For |  |
| 5                                                                                                                    | Ratification of appointment of independent publicaccountants        for fiscal year ending December 31, 2004 | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Advanced Micro Devices,Inc. | 10,000 | AMD | 7903107 | 4/29/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For All Nominees |  |
| 2                                                                                                                    | Ratification of appointment of independentauditors | Issuer | For | For |  |
| 3                                                                                                                    | Approval of AMD 2004 equity incentive plan | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Bristol-Myers Squibb | 4,500 | BMY | 110122108 | 5/4/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Appointment of independent auditors | Issuer | For | For |  |
| 3                                                                                                                    | Publication of political contributions | Shareholder | Against | Abstain |  |
| 4                                                                                                                    | Prohibition of political contributions | Shareholder | Against | Abstain |  |
| 5                                                                                                                    | Separation of chairman and CEO positions | Shareholder | Against | For |  |
| 6                                                                                                                    | HIV/AIDS-TB-Malaria | Shareholder | Against | For |  |
| 7                                                                                                                    | Director vote threshold | Shareholder | Against | Abstain |  |
|                                                                                                                      |
|                                                                                                                      | Caremark Rx, Inc. | 4,000 | CMX | 141705103 | 5/4/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For All Nominees |  |
|                                                                                                                      |
|                                                                                                                      | Pepsico, Inc. | 2,000 | PEP | 713448108 | 5/5/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Approval of auditors | Issuer | For | For |  |
| 3                                                                                                                    | Approval of 2004 executive incentive compensationplan | Issuer | For | For |  |
| 4                                                                                                                    | Shareholder proposal (proxy statement p.22) | Shareholder | Against | Against |  |
| 5                                                                                                                    | Shareholder proposal (proxy statement p.23) | Shareholder | Against | Against |  |
|                                                                                                                      |
|                                                                                                                      | Amgen Inc. | 2,640 | AMGN | 31162100 | 5/13/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Ratify selection of independent auditors for yearending        December 31, 2004 | Issuer | For | For |  |
| 3A                                                                                                                   | Stockholder proposal #1 (EEO-1 report) | Shareholder | Against | Against |  |
| 3B                                                                                                                   | Stockholder proposal #2 (stock optionexpensing) | Shareholder | Against | For |  |
|                                                                                                                      |
|                                                                                                                      | Charles Schwab Corporation | 20,415 | SCH | 808513105 | 5/17/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Approval of 2004 stock incentive plan | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Westcoast HospitalityCorporation | 15,000 | WEH | 95750P106 | 5/19/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Ratification of appointment of independent certified        public accountants | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Pharmaceutical Product Development,Inc. | 9,000 | PPDI | 717124101 | 5/19/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | In their discretion proxies are authorized to vote upon        such other matters as may properly come before this meeting | Issuer | For | Against |  |
|                                                                                                                      |
|                                                                                                                      | Trimble Navigation Limited | 3,000 | TRMB | 896239100 | 5/19/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | To approve increase of 1,500,000 shares in the number        of shares of company's common stock available for issuance under 2002        stock plan | Issuer | For | For |  |
| 3                                                                                                                    | To approve an increase of 300,000 shares in the number        of shares of company's common stock available for purchase under 1988        employee stock purchase plan | Issuer | For | For |  |
| 4                                                                                                                    | To ratify appointment of independent auditors forcurrent        fiscal year ending December 31, 2004 | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Performance Food Group | 3,000 | PFGC | 713755106 | 5/19/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Amendment of employee stock purchase plan | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Idacorp Inc. | 3,000 | IDA | 451107106 | 5/20/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | To ratify selection of independent auditor for fiscal        year ending December 31, 2004 | Issuer | For | For |  |
| 3                                                                                                                    | To act upon shareholder proposal requesting Idacorp to        publish annually in the proxy statement an explanation of boardprocedures        governing donations to and a list of board approved privatefoundations | Shareholder | Against | Abstain |  |
|                                                                                                                      |
|                                                                                                                      | FPL Group, Inc. | 2,200 | FPL | 302571104 | 5/21/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Ratification of appointment of auditors | Issuer | For | For |  |
| 3                                                                                                                    | Approval of amended and restated long term incentive        plan, in an amended form | Issuer | For | Abstain |  |
| 4                                                                                                                    | Approval of annual incentive plan as required byinternal        revenue code | Issuer | For | For |  |
| 5                                                                                                                    | Approval of performance-based awards provisions ofamended        and restated long term incentive plan as required by internal revenue        code | Issuer | For | Abstain |  |
| 6                                                                                                                    | Approval of amendment to restated articles ofincorporation        to increase number of authorized shares of common stock | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Earthlink, Inc. | 10,000 | ELNK | 270321102 | 5/25/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Ratification of appointment of independent auditors for        fiscal year ending December 31, 2004 | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Lowe's Companies, Inc. | 4,000 | LOW | 548661107 | 5/28/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Ratification of appointment of independent auditors for        2004 fiscal year | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Phelps Dodge Corporation | 1,330 | PD | 717265102 | 5/28/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Shareholder proposal regarding charitablecontributions | Shareholder | Against | Abstain |  |
|                                                                                                                      |
|                                                                                                                      | Affymetrix, Inc. | 3,000 | AFFX | 00826T108 | 6/10/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | To approve amended and restated 2000 equity incentive        plan | Issuer | For | For |  |
| 3                                                                                                                    | To ratify appointment of independent auditors forfiscal        year ending December 31, 2004 | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Ligand Pharmaceuticals Inc. | 5,000 | LGND | 53220K207 | 6/11/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For All Nominees |  |
| 2                                                                                                                    | Amendment of 2002 stock option/stock issuanceplan | Issuer | For | For |  |
| 3                                                                                                                    | Amendment to company's amended and restated certificate        of incorporation | Issuer | For | For |  |
| 4                                                                                                                    | Appointment of independent auditors | Issuer | For | For |  |

 
| **SaturnaInvestment          Trust, Sextant International Fund (SSIFX)**                                             |
|----------------------------------------------------------------------------------------------------------------------|
| *Proxy VotingRecord          relating to shareholder meetings held from July 1, 2003 through June          30, 2004* |
| **Proposal#**                                                                                                        | **Issue /Proposals** | **Shares /Proposed          by** | **Symbol /Directors          Recommend** | **CUSIP /Vote** | **MeetingDate** |
|                                                                                                                 |
|                                                                                                                      | Gucci Group N.V. | 200 | GUC | 401566104 | 7/16/03  |
| 4A                                                                                                                   | Adoption of statutory accounts for fiscal2002 | Issuer | N/A | For |   |
| 4B                                                                                                                   | Approval of management and supervision performed during        fiscal 2002 | Issuer | N/A | For |   |
| 5                                                                                                                    | Set number of members of supervisory board at eight and        appoint eight persons as members of supervisory board | Issuer | N/A | For |   |
| 6                                                                                                                    | Appointment of three persons as members of management        board | Issuer | N/A | For |   |
| 7                                                                                                                    | Extend authority of management board to repurchaseshares        of company's share capital for period of 18 months | Issuer | N/A | For |   |
| 8                                                                                                                    | Amend Articles of Association of company in oder toreturn        capital and authorization to effectuate such amendments | Issuer | N/A | For |   |
| 9                                                                                                                    | Retain PriceWaterhouse Coopers as auditor | Issuer | N/A | For |   |
| 10                                                                                                                   | Approval of company's countrywide incentive stockoption | Issuer | N/A | For |   |
|                                                                                                                      |
|                                                                                                                      | Korea Electric Power Corp. | 2,000 | KEP | 500631106 | 7/31/03 |
| 1                                                                                                                    | Selection of Board of Directors | Issuer | For | For |  |
| 2                                                                                                                    | Amendment to articles of incorporation | Issuer | N/A | For |  |
|                                                                                                                      |
|                                                                                                                      | Intrawest Corporation | 2,400 | IDR | 460915200 | 11/10/03 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Appointment of auditors | Issuer | For | For |  |
| 3                                                                                                                    | Directors authority to fix remuneration ofauditors | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Coca-Cola Femsa, S.A. | 1,500 | KOF | 191241108 | 12/9/03 |
| 1                                                                                                                    | Consideration and approval of changes to companyby-laws | Issuer | N/A | For |  |
| 2                                                                                                                    | Appointment of delegates to officially formalizeresolutions        adopted at meeting | Issuer | N/A | For |  |
|                                                                                                                      |
|                                                                                                                      | Business Objects S.A. | 6,000 | BOBJ |  |  |
| 1                                                                                                                    | Approval of acquisition | Issuer | For | For |  |
| 2                                                                                                                    | Approval of calculation method for the in-kindcontributions;        approval of amount of capital increase by in kind contributions andnumber        of shares to be issued in consideration for such in-kind contributions;        approval of amount and recording of contribution premium;acknowledgement        of completion of capital increase and approval of amendment of articles        of association | Issuer | For | For |  |
| 3                                                                                                                    | Board authorization to issue warrants to subscribe to        maximum number of 15,000 shares reserved for issuance to Mr. David J.        Roux | Issuer | For | For |  |
| 4                                                                                                                    | Board authorization to increase share capital byissuance        of maximum number of 250,000 shares reserved for subscription toBusiness        Objects S.A. Emplyee Benefits Trust | Issuer | For | For |  |
| 5                                                                                                                    | Board authorization to increase share capital byissuance        of maximym number of 50,000 shares reserved for subscription byemployees        under Business Objects' French Employee Savings Plan | Issuer | For | For |  |
| 6                                                                                                                    | Board authorization to issue Business Objectssecurities        giving immediate or deferred access to Busness Objects share capitalwith        preferential subscription right | Issuer | For | For |  |
| 7                                                                                                                    | Board authorization to issue Business Objectssecurities        giving immediate or deferred access to Busness Objects share capitalwithout        preferential subscription right | Issuer | For | For |  |
| 8                                                                                                                    | Approval of modification of method for determination        of maximuym annual increase in number of shares of Business Objectswhich        may be subscribed for or purchased pursuant to Business Objects' 2001        Option Plan | Issuer | For | For |  |
| 9                                                                                                                    | Appointment of Mr. David J. Roux asdirector | Issuer | For | For |  |
| 10                                                                                                                   | Increase of aggregate amount of authorized directors'        fees | Issuer | For | For |  |
| 11                                                                                                                   | Grant of full powers of attorney to carry outregistrations        and formalities | Issuer | For | For |  |
|                                                                                                                      |   |  |  |  |  |
|                                                                                                                      | British Sky Broadcasting | 450 | BSY | 111013108 | 11/14/03 |
| 1                                                                                                                    | Adoption of report and financial statements | Issuer | N/A | For |  |
| 2                                                                                                                    | Elect Lord Wilson as director | Issuer | N/A | For |  |
| 3                                                                                                                    | Elect James Murdoch as director | Issuer | N/A | For |  |
| 4                                                                                                                    | Elect Chase Carey as director | Issuer | N/A | For |  |
| 5                                                                                                                    | Re-appoint David Evans as director | Issuer | N/A | For |  |
| 6                                                                                                                    | Re-appoint Lord St. John as director | Issuer | N/A | For |  |
| 7                                                                                                                    | Re-appoint Martin Stewart as director | Issuer | N/A | For |  |
| 8                                                                                                                    | Re-appoint Deloitte & Touche as auditors | Issuer | N/A | For |  |
| 9                                                                                                                    | Receive remuneration report of directors | Issuer | N/A | For |  |
| 10                                                                                                                   | Directors authorization to make EU political donations        under PPER Act 2000 | Issuer | N/A | Against |  |
| 11                                                                                                                   | Directors authorization to allot shares under Section        80 Companies Act 1985 | Issuer | N/A | For |  |
| 12                                                                                                                   | Disapply statutory pre-emption rights (specialresolution) | Issuer | N/A | Against |  |
| 13                                                                                                                   | Reduce share premium account (specialresolution) | Issuer | N/A | For |  |
|                                                                                                                      |
|                                                                                                                      | Epcos AG | 2,500 | EPC | 29410P107 | 2/11/04 |
| 2                                                                                                                    | Resolution on appropriation of net income | Issuer | For | For |  |
| 3                                                                                                                    | Resolution on exoneration of memebers of managementboard | Issuer | For | For |  |
| 4                                                                                                                    | Resolution on exoneration of members of supervisoryboard | Issuer | For | For |  |
| 5                                                                                                                    | Resolution on appointment of auditors | Issuer | For | For |  |
| 6                                                                                                                    | Resolution on amendment of sections 14, 15, and 16 of        articles of association | Issuer | For | For |  |
| 7                                                                                                                    | Resolution on authorization to issue convertible and/or        warrant-linked bonds, creation of conditional capital 2004I. | Issuer | For | For |  |
| 8                                                                                                                    | Resolution of cancellation of existing authorizedcapital,        creation of authorization capital 2004, and appropriate amendment ofarticles        of association | Issuer | For | For |  |
| 9                                                                                                                    | Resolution on creation of conditional capital 2004 II        to serve the Epcos stock option plan 2004, authorization of Epcos stock        option plan 2004, appropriate amendment to articles of association and        termination of Epcos stock option plan 1999 | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | PT Indonesian SatelliteCorp. | 1,000 | IIT | 715680104 | 3/8/04 |
| 1                                                                                                                    | To approve the change of nominal value of the shares        of the company in connection with stock split from RP 500 to RP 100 per        share, and amendment to articles of association with respect to suchsplit | Issuer | For | For |  |
| 2                                                                                                                    | To approve delegation of authority to the board ofcommissioners        to determine salary, incentives, insurance, rmuneration and otherfacilities        and allowances of the directors | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Coca-Cola Femsa, S.A. | 1,500 | KOF | 191241108 | 3/9/04 |
| 1                                                                                                                    | Election of directors, examiners, chairman andsecretary        of the Board of Directors, and resolution with respect to theirremuneration | Issuer |  | For |  |
|                                                                                                                      |
|                                                                                                                      | Korea Electric Power Corp. | 2,000 | KEP | 500631106 | 3/19/04 |
| 1                                                                                                                    | Approval of non-consolidated balance sheet, incomestatement        and proposed appropriation of retained earnings in respect of year2003 | Issuer | For | For |  |
| 2                                                                                                                    | Selection of President of KEPCO | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Toronto-Dominion Bank | 1,400 | TD | 891160509 | 3/25/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Appointment of auditors | Issuer | For | For |  |   |
| 3                                                                                                                    | Amendment to by-law no. 1 (relating to aggregateremuneration        of directors) | Issuer | For | For |  |   |
| 4                                                                                                                    | Shareholder proposal A | Issuer | Against | Against |  |   |
| 5                                                                                                                    | Shareholder proposal B | Issuer | Against | Against |  |   |
| 6                                                                                                                    | Shareholder proposal C | Issuer | Against | Against |  |   |
|                                                                                                                      |
|                                                                                                                      | Enersis S.A. | 4,000 | ENI | 29274F104 | 3/26/04 |   |
| E1                                                                                                                   | Approval of reinstatement of maximum concentrationlevel        of share ownership and concentration factor | Issuer | For | For |  |   |
| E2                                                                                                                   | Approval of establishment of pledge over shares issued        by CGTF Fortaleza S.A. which are owned by Enersis as security on credit        obligations assumed by CGTF Fortaleza S.A. with international finance        corporation | Issuer | For | For |  |   |
| E3                                                                                                                   | Approval in order to adopt agreements and delegation        of powers of attorney required in order to comply with agreementsapproved        by the shareholder's meeting | Issuer | For | For |  |   |
| O1                                                                                                                   | Approval of annual report, financial statements andreport        of external auditors and inspectors of accounts corresponding to period        ended Dec. 31, 2003 | Issuer | For | For |  |   |
|                                                                                                                      |
|                                                                                                                      | Canon Inc. | 1,000 | CAJ | 138006309 | 3/30/04 |   |
| 1                                                                                                                    | Approval of proposal of profit appropriation for 103rd        business term | Issuer | For | For |  |   |
| 2                                                                                                                    | Partial amendment of the articles ofincorporation | Issuer | For | For |  |   |
| 3                                                                                                                    | Electiono of 27 directors | Issuer | For | For |  |   |
| 4                                                                                                                    | Election of 3 corporate auditors | Issuer | For | For |  |
| 5                                                                                                                    | Election of additional accounting auditor | Issuer | For | For |  |
| 6                                                                                                                    | Grant of retiring allowance to directors and corporate        auditors to be retired | Issuer | For | For |  |
| 7                                                                                                                    | Revision of the remunerations for directors andcorporate        auditors | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Rio Tinto PLC | 500 | RTP | 767201400 | 4/7/04 |
| 1                                                                                                                    | Authority to allot relevant securities under Section        80 of the Companies Act 1955 | Issuer | For | Abstain |  |
| 2                                                                                                                    | Authority to allot equity securities for cash underSection        89 of the Companies Act 1955 | Issuer | For | Abstain |  |
| 3                                                                                                                    | Authority to purchase Rio Tinto Plc shares by thecompany        or Rio Tinto Limited | Issuer | For | For |  |
| 4                                                                                                                    | Approval of Mining Companies Comparative Plan 2004 and        Rio Tinto Share Option Plan 2004 | Issuer | For | For |  |
| 5                                                                                                                    | Election of John Kerr as director | Issuer | For | For |  |
| 6                                                                                                                    | Re-election of Leigh Clifford as director | Issuer | For | For |  |
| 7                                                                                                                    | Re-election of Guy Elliott as director | Issuer | For | For |  |
| 8                                                                                                                    | Re-election of Richard Sykes as director (member ofremunerations        committee) | Issuer | For | For |  |
| 9                                                                                                                    | Re-election of Richard Giordano as director (member of        audit, nominations, social/environmental account committees) | Issuer | For | For |  |
| 10                                                                                                                   | Re-appointment of auditors and authority to determine        their remuneration | Issuer | For | For |  |
| 11                                                                                                                   | Approval of remuneration report | Issuer | For | For |  |
| 12                                                                                                                   | Receive annual report and financial statements for YE        Dec. 31, 2003 | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | AXA | 3000 | AXA | 28M001005 | 4/14/04 |
| 1                                                                                                                    | Approval of company's 2003 financialstatements | Issuer | N/A | For |  |
| 2                                                                                                                    | Approval of consolidated financial statements for2003 | Issuer | N/A | For |  |
| 3                                                                                                                    | Earnings appropriation and declaration of dividend of        E0.38 | Issuer | N/A | For |  |
| 4                                                                                                                    | Approval of agreements mentioned in Auditor's special        report | Issuer | N/A | For |  |
| 5                                                                                                                    | Re-election of Mr. Claude Bebear to supervisory board,        for four-year term | Issuer | N/A | For |  |
| 6                                                                                                                    | Re-election of Statutory Auditor Mazars & guerard, for        six-year term | Issuer | N/A | For |  |
| 7                                                                                                                    | Appointment of alternate auditor Mr. Jean-Louis Simon,        for a six-year term | Issuer | N/A | For |  |
| 8                                                                                                                    | Appointment of Mr. Willy Avereyn to the supervisoryboard,        representing employee shareholders, for a four-year term, if thirteenth        resolution contained herein is adopted | Issuer | N/A | For |  |
| 9                                                                                                                    | Appointment of Mr. Cees de Jong to supervisory board,        representing employee shareholders, for four-year term, if thirteenth        resolution contained herein is adopted | Issuer | N/A | For |  |
| 10                                                                                                                   | Appointment of Mr. Jacques Tabourot to supervisoryboard,        representing employee stocholders, for a four-year term, if thethirteenth        resolution contained herein is adopted. | Issuer | N/A | For |  |
| 11                                                                                                                   | Authorization granted to management board to trade in        company's shares: maximum purchase price E35; minimum selling sale price        (E12) | Issuer | N/A | For |  |
|                                                                                                                      |
| EXTRAORDINARYRESOLUTIONS                                                                                             |   |  |  |  |  |
| 12                                                                                                                   | Delegation to management board to issue equity in the        event of a public offer to purchase or exchange securities andcompany | Issuer | N/A | For |  |
| 13                                                                                                                   | Statutory modifications related to appointment ofsupervisory        board member representing employee shareholders | Issuer | N/A | For |  |
| 14                                                                                                                   | Election of employee representative to supervisoryboard. | Issuer | N/A | Abstain |  |
| 15                                                                                                                   | Authorization given to management board to cancelshares        and reduce capital | Issuer | N/A | Abstain |  |
| 16                                                                                                                   | Authorization to comply with all formal requirements        in connection with this meeting | Issuer | N/A | For |  |
|                                                                                                                      |
| 4                                                                                                                    | Proposal by shareholders that Board adopt compensation        program limiting the compensation of senior executives to specifiedlevels | Issuer | N/A | For |  |
| 5                                                                                                                    | Proposal by shareholders that Board report on howcompany        will respond to pressure to increase access to and affordability ofprescription        drugs | Issuer | N/A | For |  |
|                                                                                                                      |
|                                                                                                                      | Eli Lilly and Company | 800 | LLY | 532457108 | 4/19/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For All Nominees |  |
| 2                                                                                                                    | Ratification of the appointment by the audit committee        of the board of directors of auditors for 2004 | Issuer | For | For |  |
| 3                                                                                                                    | Approve bonus plan | Issuer | For | For |  |
| 4                                                                                                                    | Proposal by shareholders that Board adopt compensation        program limiting the compensation of senior executives to specifiedlevels | Issuer | Against | Against |  |
| 5                                                                                                                    | Proposal by shareholders that Board report on howcompany        will respond to pressure to increase access to and affordability ofprescription        drugs | Issuer | Against | Against |  |
|                                                                                                                      |
|                                                                                                                      | Canadian Pacific RailwayLtd. | 1,200 | CP | 13645T100 | 4/20/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Appointment of auditors | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Aegon N.V. | 2,196 | AEG | 28M001005 | 4/22/04 |
| 2.2                                                                                                                  | Approval of the adoption of annual accounts2003 | Issuer | For | For |  |
| 2.4                                                                                                                  | Approval of final dividend | Issuer | For | For |  |
| 2.5                                                                                                                  | Approval of resolution to release members of executive        board from liability of their duties | Issuer | For | Abstain |  |
| 2.6                                                                                                                  | Approval of resolution to release members ofsupervisory        board from liability of their duties | Issuer | For | Abstain |  |
| 3.1                                                                                                                  | Approval of appointment of independentauditors | Issuer | For | For |  |
| 3.2                                                                                                                  | Approval of future annual reports inenglish. | Issuer | For | For |  |
| 4.2                                                                                                                  | Approval of adoption of remuneration policy ofexecutive        board | Issuer | For | For |  |
| 5.1a                                                                                                                 | Approval of reappointment of T. Rembe to supervisory        board | Issuer | For | For |  |
| 5.1b                                                                                                                 | Approval of reappointment of O.J. Olcay to supervisory        board | Issuer | For | For |  |
| 5.2a                                                                                                                 | Approval of reappointment of R. Dahan to supervisory        board | Issuer | For | For |  |
| 5.2b                                                                                                                 | Approval of reappointment of I.W. Bailey, II tosupervisory        board | Issuer | For | For |  |
| 5.2c                                                                                                                 | Approval of reappointment of P. Voser to supervisory        board | Issuer | For | For |  |
| 6.1                                                                                                                  | Approval of authorization to issue shares of theCompany | Issuer | For | For |  |
| 6.2                                                                                                                  | Approval of authorization to restrict or exludepre-emptive        rights upon issuance of shares | Issuer | For | Against |  |
| 6.3                                                                                                                  | Approval of authorization to issue shares underincentive        plans | Issuer | For | For |  |
| 6.4                                                                                                                  | Approval of authorization to acquire shares of theCompany | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | DESC, S.A. DE C.V. | 4,500 | DES | 250309101 | 4/26/04 |
| 5b1                                                                                                                  | Ernesto Vega Velasco, as chairman of evaluation andcompensation        committee | Issuer | For | For |  |
| 5b2                                                                                                                  | Carlos Gonzalez Zabalegui, as member of evaluation and        compensation committee | Issuer | For | For |  |
| 5b3                                                                                                                  | Valentin Diez Morodo, as member of evaluation andcompensation        committee | Issuer | For | For |  |
| 5b4                                                                                                                  | Prudencio Lopez Martinez, as chairman of auditcommittee | Issuer | For | For |  |
| 5b5                                                                                                                  | Ruben Aguilar Monteverde, as member of auditcommittee | Issuer | For | For |  |
| 5b6                                                                                                                  | Ernsto Vega Velasco, as member of auditcommittee | Issuer | For | For |  |
| 5b7                                                                                                                  | Fernando Senderos Mestre, as chairman of finance and        planning committee | Issuer | For | For |  |
| 5b8                                                                                                                  | Carlos Gomez Y Gomez, as member of finance and planning        committee | Issuer | For | For |  |
| 5b9                                                                                                                  | Federico Fernandez Senderos, as member of finance and        planning committee | Issuer | For | For |  |
| 5b10                                                                                                                 | Ernesto Vega Velasco, as member of finance and planning        committee | Issuer | For | For |  |
| 5c                                                                                                                   | Messrs. Joe Manuel Canal Hernando and Daniel Del Barrio        Burgos as statutory auditor and alternate statutory auditor | Issuer | For | For |  |
| 5d                                                                                                                   | Dissolution of executive committee resulting in theassumption        by CEO of Desc of duties of executive committee | Issuer | For | Against |  |
| 6                                                                                                                    | Resolution on compensation to directors and statutory        examiners | Issuer | For | For |  |
| 7                                                                                                                    | Report of board of directors, as provided in Article        60, Section III of General Rules applicable to stock issuers and other        participants of stock market issued by Mexican Banking and Securities        Commission | Issuer | For | For |  |
| 8                                                                                                                    | Designation of deputies to formalize the resolutions        adopted at meeting | Issuer | For | For |  |
| 9                                                                                                                    | Reading and approval of minutes of meeting | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Fairmont Hotels & ResortsInc. | 1,100 | FHR | 305204109 | 4/27/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Appointment of auditors | Issuer | For | For |  |
| 3                                                                                                                    | Ordinary resolution approving and reconfirming amended        and restated shareholder rights plan of the corporation | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | ING Groep N.V. | 1,448 | ING | 456837103 | 4/27/04 |
| 3A                                                                                                                   | Discussion and adoption of annual accounts for2003 | Issuer | For | For |  |
| 3B                                                                                                                   | Adoption of dividend for 2003 | Issuer | For | For |  |
| 4                                                                                                                    | Appointment of auditor | Issuer | For | For |  |
| 5A                                                                                                                   | Proposal to discharge executive board in respect ofduties        performed during 2003 | Issuer | For | For |  |
| 5B                                                                                                                   | Proposal to discharge supervisory board in respect of        duties performed during 2003 | Issuer | For | For |  |
| 7A                                                                                                                   | Executive board remuneration: adoption of remuneration        policy | Issuer | For | Abstain |  |
| 7B                                                                                                                   | Executive board remuneration: approval of long-termincentive        plan | Issuer | For | Abstain |  |
| 8                                                                                                                    | Amendments to articles of association | Issuer | For | For |  |
| 9A                                                                                                                   | Composition of executive board: appointment of EricBoyer        De La Giroday | Issuer | For | For |  |
| 9B                                                                                                                   | Composition of executive board: appointment of EliLeenaars | Issuer | For | For |  |
| 9C                                                                                                                   | Composition of executive board: appointment of HansVerkoren | Issuer | For | For |  |
| 10                                                                                                                   | Composition of supervisory board: appointment of Eric        Bourdais de Charbonniere | Issuer | For | For |  |
| 11                                                                                                                   | Authorization to issue shares and to restrict orexclude        preferential rights | Issuer | For | For |  |
| 12                                                                                                                   | Authorization to acquire shares in its owncapital | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Encana Corporation | 1,000 | ECA | 292505104 | 4/28/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Appointment of auditors at a remuneration to be fixed        by board of directors | Issuer | For | For |  |
| 3                                                                                                                    | Confirmation of new by-law no. 1 | Issuer | For | For |  |
| 4                                                                                                                    | Approval of amendments and reconfirmation ofshareholder        rights plan | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Lan Chile S.A. | 3,500 | LFL | 501723100 | 4/30/04 |
| A                                                                                                                    | Approval of company's annual report, balance sheet and        financial statements for year end December 31, 2003 | Issuer | For | For |  |
| B                                                                                                                    | Approval of dividend to be paid not less than legal 30%        minimum to be charged to 2003 profits and from which divdend shall be        discounted the provisory divdends of US$ 0.0363221 and use of US$0.073425        (per share) paid on August 2003 and October 2003 respectively. Dividend        to be agreed shall be paid from May 13, 2004 | Issuer | For | For |  |
| C                                                                                                                    | Election of board of directors | Issuer | For | Abstain |  |
| D                                                                                                                    | Fix director's fees for 2004 | Issuer | For | Abstain |  |
| E                                                                                                                    | Fix directors' committee fees for 2004 and determintion        of its budget | Issuer | For | Abstain |  |
| F                                                                                                                    | Appointment of external auditors | Issuer | For | Abstain |  |
| G                                                                                                                    | Appointment of rating agencies | Issuer | For | Abstain |  |
| H                                                                                                                    | Status of transactions referred to in Article 44 of Act        No. 18,046 on corporations (transactions held with relatedpersons) | Issuer | For | Abstain |  |
| I                                                                                                                    | Information on processing, printing and mailing cost        of information referred to in order no. 1494 of Chilean SecuritiesAuthority | Issuer | For | Abstain |  |
|                                                                                                                      |
|                                                                                                                      | CRH PLC | 2,000 | CRHCY | 12626K203 | 5/5/04 |
|                                                                                                                      | Directors nominations | Issuer | For | For all nominees |  |
| 1                                                                                                                    | Consideration of financial statements and reports of        directors and auditors | Issuer | For | For |  |
| 2                                                                                                                    | Declaration of dividend | Issuer | For | For |  |
| 4                                                                                                                    | Remuneration of auditors | Issuer | For | For |  |
| 5                                                                                                                    | Disapplication of pre-emption rights | Issuer | For | Abstain |  |
| 6                                                                                                                    | Authority to offer scrip dividends | Issuer | For | For |  |
| 7                                                                                                                    | Replacement of Article 14 of articles ofassociation | Issuer | For | For |  |
| 8                                                                                                                    | Amendment to Article 153 of articles ofassociation | Issuer | For | For |  |
| 9                                                                                                                    | Amendment to article 62 and new articles 8A of Articles        of Association | Issuer | For | For |  |
| 10                                                                                                                   | Authority to purchase own ordinary/incomeshares | Issuer | For | For |  |
| 11                                                                                                                   | Authority in relation to re-issue price range ofteasury        shares | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Potash Corporation of SaskatchewanInc. | 500 | POT | 73755L107 | 5/6/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Appointment of auditors | Issuer | For | For |  |
| 3                                                                                                                    | Shareholder proposal | Shareholders | Against | For |  |
|                                                                                                                      |
|                                                                                                                      | Total S.A. | 500 | TOT | 89151E109 | 5/7/04 |
| A                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 1                                                                                                                    | Approval of certain reports and of parent company'sfinancial        statements | Issuer | For | For |  |
| 2                                                                                                                    | Approval of consolidated financialstatements | Issuer | For | For |  |
| 3                                                                                                                    | Allocation of income, approval of dividend | Issuer | For | For |  |
| 4                                                                                                                    | Agreements mentioned in article L. 225-38 of FrenchCommercial        Code | Issuer | For | For |  |
| 5                                                                                                                    | Authorization to trade Company's own shares | Issuer | For | For |  |
| 6                                                                                                                    | Authorization for board of directors to issue debtsecurities        and/or perpetual subordinated notes for a maximum nominal amount of E10        billion | Issuer | For | Against |  |
| 10                                                                                                                   | Appointment of Daniel Boeuf as director representing        employee shareholders in application of Article 11 of articles ofincorporation | Issuer | For | For |  |
| 11                                                                                                                   | Appointment of Philippe Marchandise as directorrepresenting        employee sharholders in application of article 11 of articles ofincorporation | Issuer | For | For |  |
| 12                                                                                                                   | Appointment of Cyril Mouche as director representing        shareholders in application of article 11 of articles ofincorporation | Issuer | For | For |  |
| 13                                                                                                                   | Appointment of Alan Cramer as director representingemployee        shareholders in application of article 11 of articles ofincorporation | Issuer | For | For |  |
| 14                                                                                                                   | Appointment of statutory auditors | Issuer | For | For |  |
| 15                                                                                                                   | Renewal of statutory auditors | Issuer | For | For |  |
| 16                                                                                                                   | Appointment of alternate auditor | Issuer | For | For |  |
| 17                                                                                                                   | Appointment of alternate auditor | Issuer | For | For |  |
| 18                                                                                                                   | Determination of total amount of directors'compensation | Issuer | For | Against |  |
| 19                                                                                                                   | Authorization to award options to subscribe for orpurchase        stock of the Company in favour of management and key employees ofGroup | Issuer | For | Abstain |  |
| 20                                                                                                                   | Authorization for issuing convertible or other equity        securities | Issuer | For | For |  |
| 21                                                                                                                   | Authorization to use the above delegation withoutmaintenance        of preferential subscription rights, but with an option to grant apriority        period | Issuer | For | Against |  |
| 22                                                                                                                   | Capital increase reserved for employees | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Hanson PLC | 1,100 | HAN | 411349103 | 5/13/04 |
|                                                                                                                      | Directors nominations | Issuer | For | For all nominees |  |
| 1                                                                                                                    | Accounts and the reports of directors and auditors for        the YE December 31, 2003 | Issuer | For | For |  |
| 2                                                                                                                    | Remuneration report | Issuer | For | For |  |
| 3                                                                                                                    | Declaration of dividend of 11.95 pence | Issuer | For | For |  |
| 5                                                                                                                    | Re-appointment of auditors and determination ofauditors'        remuneration | Issuer | For | For |  |
| 6A                                                                                                                   | Authority to allot shares generally | Issuer | For | For |  |
| 6B                                                                                                                   | Limited authority to allot shares for cash | Issuer | For | For |  |
| 7                                                                                                                    | Limited authority to purchase shares | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Glaxosmithkline PLC | 400 | GSK | 37733W105 | 5/17/04 |
| 1                                                                                                                    | To receive and adopt directors' report and financial        statements | Issuer | For | For |  |
| 2                                                                                                                    | To approve remuneration report | Issuer | For | For |  |
| 3                                                                                                                    | To elect Mr. H. Lawrence Culp as director | Issuer | For | For |  |
| 4                                                                                                                    | To elect Mr. Crispin Davis as director | Issuer | For | For |  |
| 5                                                                                                                    | To elect Sir Robert Wilson as director | Issuer | For | For |  |
| 6                                                                                                                    | To elect Dr. Tachi Yamada as director | Issuer | For | For |  |
| 7                                                                                                                    | To re-elect Sir Christopher Hogg asdirector | Issuer | For | For |  |
| 8                                                                                                                    | Re-appointment of auditors | Issuer | For | For |  |
| 9                                                                                                                    | Remuneration of auditors | Issuer | For | For |  |
| S10                                                                                                                  | Authorise company to make donations to EU politicalorganisations        and incur EU political expenditure | Issuer | For | Against |  |
| S11                                                                                                                  | Disapplication of pre-emption rights | Issuer | For | Against |  |
| S12                                                                                                                  | Authority for company to purchase its ownshares | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Enel S.P.A. | 800 | EN | 29265W108 | 5/21/04 |
| 1                                                                                                                    | Approval of financial statements of reports of board        of directors, board of statutory auditors and externalauditors | Issuer | For | For |  |
| 2                                                                                                                    | Approval of allocation of net income for the year and        distribution of available reserves | Issuer | For | For |  |
| 3                                                                                                                    | Election of board of statutory auditors | Issuer | For | For |  |
| 4                                                                                                                    | Determination of compensation of regular members ofboard        of statutory auditors | Issuer | For | For |  |
| E1                                                                                                                   | Harmonization of bylaws with reform of corporate law        (Legislative decree N.6 of January 17, 2003) |  |  |  |  |
| E2                                                                                                                   | Delegation to board of directors of power to increase        share capital in connection with 2004 stock option plan by a maximumamount        of 38,527,550 euros | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | BCE Inc. | 1,600 | BCE | 05534B109 | 5/26/04 |
| 1                                                                                                                    | Directors nominations | Issuer | For | For all nominees |  |
| 2                                                                                                                    | Appointment of auditors | Issuer | For | For |  |
| 3A                                                                                                                   | Disclose directorships of each nomee director for past        five years | Shareholder | For | For |  |
| 3B                                                                                                                   | Prohibit CEO from serving on board of another listed        company | Shareholder | Against | For |  |
| 3C                                                                                                                   | Supplemental disclosure of executive pensionplans | Shareholder | Against | For |  |
| 3D                                                                                                                   | Require all insiders to give 10 days notice of intent        to trade in BCE securities | Shareholder | Against | Against |  |
| 3E                                                                                                                   | Prohibit auditors from providing any services otherthan        audit and audit-related services | Shareholder | Against | For |  |
|                                                                                                                      |
|                                                                                                                      | Business Objects S.A. | 18,000 | BOBJ | 12328X107 | 6/2/04 |
| 1                                                                                                                    | Approval of financial statements for fiscal year endied        Dec. 31, 2003 | Issuer | For | For |  |
| 2                                                                                                                    | Approval of consolidated financial statements forfiscal        year ended Dec. 31, 2003 | Issuer | For | For |  |
| 3                                                                                                                    | Allocation of earnings for fiscal year ended Dec. 31,        2003 | Issuer | For | For |  |
| 4                                                                                                                    | Renewal of term of office of Mr. Arnold Silverman as        Director | Issuer | For | For |  |
| 5                                                                                                                    | Renewal of term of office of Mr. Albert Eisenstate as        Director | Issuer | For | For |  |
| 6                                                                                                                    | Renewal of term of office of Mr. Bernard Charles asDirector | Issuer | For | For |  |
| 7                                                                                                                    | Appointment of Mr. Kurt Lauk as Director | Issuer | For | For |  |
| 8                                                                                                                    | Ratification of regulated agreement | Issuer | For | Abstain |  |
| 9                                                                                                                    | Approval of regulated agreement |  | For | Abstain |  |
| 10                                                                                                                   | Authorization granted to board of directors torepurchase        ordinary shares of the company | Issuer | For | For |  |
| 11                                                                                                                   | Authorization granted to board of directors to reduce        share capital by cancellation of treasury shares | Issuer | For | For |  |
| 12                                                                                                                   | Authorization granted to board of directors to issue        warrants to subscribe 45,000 ordinary shares reserved for Mr. ArnoldSilverman | Issuer | For | For |  |
| 13                                                                                                                   | Authorization granted to board of directors to issue        warrants to subscribe 45,000 ordinary shares reserved for Mr. AlbertEisenstat | Issuer | For | For |  |
| 14                                                                                                                   | Authorization granted to board of directors to issue        warrants to subscribe 45,000 ordinary shares reserved for Mr. Bernard        Charles | Issuer | For | For |  |
| 15                                                                                                                   | Authorization granted to board of directors to issue        warrants to subscribe 45,000 ordinary shares reserved for Mr. KurtLauk | Issuer | For | For |  |
| 16                                                                                                                   | Authorization granted to board of directors to issue        warrants to subscribe 30,000 ordinary shares reserved for Mr. GeraldHeld | Issuer | For | For |  |
| 17                                                                                                                   | Authorization granted to board of directors to issue        warrants to subscribe 30,000 ordinary shares reserved for Mr.Jean-Francois        Heitz | Issuer | For | For |  |
| 18                                                                                                                   | Authorization granted to board of directors to issue        warrants to subscribe 30,000 ordinary shares reserved for Mr. DavidPeterschmidt | Issuer | For | For |  |
| 19                                                                                                                   | Authorization granted to board of directors to issue        warrants to subscribe 30,000 ordinary shares reserved for Mr. DavidRoux | Issuer | For | For |  |
| 20                                                                                                                   | Authorization of board of directors to increase share        capital through issuance of up to 100,000 ordinary shares reserved to        the members of the Company Employee French Savings Plan | Issuer | For | For |  |
| 21                                                                                                                   | Re-affirmation of price-setting conditions of ordinary        shares reserved for issuance under the 1995 international employee stock        purchase plan | Issuer | For | For |  |
| 22                                                                                                                   | Authorization granted to board of directors to increase        share capital through issuance of up to 325,000 ordinary shares, thesubscription        to the Business Objects S.A. Employee Benefits Trust under 1995international        employee stock purchase plan | Issuer | For | For |  |
| 23                                                                                                                   | Authorization granted to board of directors to increase        share capital through issuance of up to 475,000 ordinary shares, thesubscription        to which is reserved to the 2004 Business Objects S.A. Employee Benefits        Trust under 2004 international employee stock purchase plan | Issuer | For | For |  |
| 24                                                                                                                   | Authorization granted to board of directors to increase        share capital by issuance of 2,500,000 ordinary shares, the subscription        to which is reserved to Employee Benefit Sub-Plan Trust under 2001 stock        option plan | Issuer | For | For |  |
| 25                                                                                                                   | Authorization granted to board of directors to amend        2001 stock option plan, rename it the 2001 stock incentive plan andapproval        of adoption of subsidiary stock incentive sub-plan under 2001 stockincentive        plan | Issuer | For | For |  |
| 26                                                                                                                   | Authorization granted to board of directors to issue        ordinary shares or other securities giving immediate or deferred access        to company's share capital, with preferential subscriptionrights | Issuer | For | For |  |
| 27                                                                                                                   | Authorization granted to board of directors to issue        ordinary shares or other securities giving immediate or deferred access        to company's share capital, without preferential subscriptionrights | Issuer | For | For |  |
| 28                                                                                                                   | Authorizaiton granted to board of directors to increase        share capital of company by incorporation of reserves, profits orpremiums | Issuer | For | For |  |
| 29                                                                                                                   | Authorization granted to board of directors to increase        share capital reserved for subscription by qualified institutionalbuyers | Issuer | For | For |  |
| 30                                                                                                                   | Authorization granted to board of directors to increase        share capital reserved for subscription by present and future members        of board of directors of company | Issuer | For | For |  |
| 31                                                                                                                   | Approval of amendment of articles of association ofcompany        such that they are in conformity with new provisions of FrenchCommercial        Code as amended by French Law 2003-706 of August 1, 2003 on Financial        Security | Issuer | For | For |  |
| 32                                                                                                                   | Approval of amendment of nineteenth paragraph ofarticle        6 of articles of association relating to cancellation ofwarrants | Issuer | For | For |  |
| 33                                                                                                                   | To grant full powers of attorney to carry outregistrations        and formalities | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Aventis | 508 | AVE | 280100108 | 6/11/04 |
|                                                                                                                      | Approval of 2003 parent-company financialstatement | Issuer | For | For All Nominees |  |
| 1                                                                                                                    | Approval of 2003 consolidated financialstatements | Issuer | For | For |  |
| 2                                                                                                                    | Approval of appropreation of earnings and approval of        dividend of Euro 0.82 for distribution to shareholders | Issuer | For | For |  |
| 3                                                                                                                    | Approval of regulated agreements | Issuer | For | For |  |
| 4                                                                                                                    | Appoval of institution of share repurhaseprogram | Issuer | For | For |  |
| 5                                                                                                                    | Approval of appointment of Mr. Yves Nicolas, assubsititue        auditor | Issuer | For | For |  |
| 6                                                                                                                    | Approval to amend Article 7 of articles of association        and by-laws | Issuer | For | For |  |
| 7                                                                                                                    | Aproval to amend Article 11 of articles of association        and b-laws managmen board | Issuer | For | Abstain |  |
| 8                                                                                                                    | Approval to amend Article 13 of by-lawsmanagement |  | For | Abstain |  |
| 9                                                                                                                    | Approval of renewal of mandaet of a supervisory board        member, Mr. Jean-Marc Bruel | Issuer | For | For |  |
| 10                                                                                                                   | Approval of renewal of mandate of supervisory boardmember,        Mr. Martin Fruhauf | Issuer | For | For |  |
| 11                                                                                                                   | Approval of renewal of mandate of supervisory boardmember,        Mr. Serge Kampf | Issuer | For | For |  |
| 12                                                                                                                   | Approval of renewal of mandate of supervisory boardmember,        Mr. Hubert Markl | Issuer | For | For |  |
| 13                                                                                                                   | Approval of renewal of mandate of supervisory boardmember,        Mr. Gunter Metz | Issuer | For | For |  |
| 14                                                                                                                   | Approval of renewal of mandate of supervisory boardmember,        Mr. Didier Pineau-Valencienne | Issuer | For | For |  |
| 15                                                                                                                   | Approval of renewal of mandate of supervisory boardmember,        Ms. Seham Razzouqi | Issuer | For | For |  |
| 16                                                                                                                   | Approval of renewal of mandate of supervisory boardmember,        Mr. Michel Renault | Issuer | For | For |  |
| 17                                                                                                                   | Approval of renewal of mandate of supervisory boardmember,        Mr. Hans-Jurgen Schinzler | Issuer | For | For |  |
| 18                                                                                                                   | Approval of renewal of mandate of supervisory boardmember,        Mr. Marc Vienot | Issuer | For | For |  |
| 19                                                                                                                   | Approval of granting of power-of-attorney for allformalities        in connection with annual general meeing | Issuer | For | For |  |
| 20                                                                                                                   | Approval of granting of power-of-attorney for allformalities        in connection with annual general meeing | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Sony Corporation | 1,000 | SNE | 835699307 | 6/22/04 |
| C1                                                                                                                   | To amend part of articles of incorporation | Issuer | For | For |  |
| C2                                                                                                                   | To elect 16 directors | Issuer | For | For |  |
| C3                                                                                                                   | To issue stock acquisition rights for shares of common        stock for purpose of granting stock options | Issuer | For | For |  |
| C4                                                                                                                   | To issue stock acquisition rights for shares ofsubsidiary        tracking stock for purpose of granting stock options | Issuer | For | For |  |
| S5                                                                                                                   | To amend articles of incorporation with respect todisclosure        to shareholders of remuneration and other amounts paid to each director        and corporate executive officer | Shareholder | Against | For |  |
|                                                                                                                      |
|                                                                                                                      | PT Indonesian Satellite Corp.TBK | 1,000 | IIT | 715680104 | 6/22/04 |
| 1                                                                                                                    | To approve annual report and to ratify financialstatement        for fiscal year ended Dec. 31, 2003 | Issuer | For | For |  |
| 2                                                                                                                    | To approve allocation of net profit for rserve fund,        dividends and other purposes and to approve determination of amount,time        and manner of payment of dividends for financial year ended Dec. 31,2003 | Issuer | For | For |  |
| 3                                                                                                                    | To determine remuneration for board of commissioner of        company for year 2004 and bonus for board of commissioner for year2003 | Issuer | For | For |  |
| 4                                                                                                                    | To approve appointment of independent auditor forfinancial        year ended Dec. 31, 2003 | Issuer | For | For |  |
| 5                                                                                                                    | To approve second phase exercise price in relation to        company's employee stock option program ("ESOP"), which has beenapproved        during the annual general meeting of shareholders | Issuer | For | For |  |
| 6                                                                                                                    | To approve proposed change of composition of board of        commissioners and/or board of directors | Issuer | For | For |  |
|                                                                                                                      |
|                                                                                                                      | Nissan Motor Co. Ltd. | 2,000 | NSANY | 654744408 | 6/23/04 |
| 1                                                                                                                    | Approval of appropriation of retained earnings for105th        fiscal year | Issuer | For | For |  |
| 2                                                                                                                    | Amendment to articles of incorporation | Issuer | For | For |  |
| 3                                                                                                                    | Issuance of Shinkabu-Yoyakuken (stock acquisitionright)        without consideration as stock options to employees and directors and        employees of its subsidiaries and affiliates | Issuer | For | For |  |
| 4                                                                                                                    | Acquisition of own shares (treasury stocks) | Issuer | For | For |  |
| 5A                                                                                                                   | Election of statutory auditor: HiroshiMoriyama | Issuer | For | For |  |
| 5B                                                                                                                   | Election of statutory auditor: ShinjiIchishima | Issuer | For | For |  |
| 5C                                                                                                                   | Election of statutory auditor: KeishiImamura | Issuer | For | For |
| 5D                                                                                                                   | Election of statutory auditor: HaruoMurakami | Issuer | For | For |
| 6                                                                                                                    | Granting of retirement allowance to retiring statutory        auditors | Issuer | For | Abstain |

 

**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 durly authorized.

SATURNA INVESTMENT TRUST

By */s/ Nicholas Kaiser*    Nicholas Kaiser, President

Date: August 31, 2004