UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-04605
First Financial Fund, Inc.
(Exact name of registrant as specified in charter)
2344 Spruce Street, Suite A
Boulder, CO 80302
(Address of principal executive offices) (Zip code)
Stephen C. Miller
2344 Spruce Street, Suite A
Boulder, CO 80302
(Name and address of agent for service)
Registrant's telephone number, including area code: (303) 444-5483
Date of fiscal year end: March 31
Date of reporting period: July 1, 2005 - June 30, 2006
Form N-PX is to be used by a registered management investment company, other
than a small business investment company registered on Form N-5 (ss.ss. 239.24
and 274.5 of this chapter), to file reports with the Commission, not later than
August 31 of each year, containing the registrant's proxy voting record for the
most recent twelve-month period ended June 30, pursuant to section 30 of the
Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4).
The Commission may use the information provided on Form N-PX in its regulatory,
disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and
the Commission will make this information public. A registrant is not required
to respond to the collection of information contained in Form N-PX unless the
Form displays a currently valid Office of Management and Budget ("OMB") control
number. Please direct comments concerning the accuracy of the information
collection burden estimate and any suggestions for reducing the burden to the
Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington,
DC 20549-0609. The OMB has reviewed this collection of information under the
clearance requirements of 44 U.S.C. ss. 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2005 TO JUNE 30, 2006
Matter
Proposed Vote
by Cast Vote For
Shldr Issuer (Yes (For or
Ticker Meeting Record Mtg Description of Matter to be or or or Against
Name of Issuer Symbol CUSIP Date Date Type Voted On Holder No) Against) Mngmnt
Proposal to approve
the plan of merger by
and among Zions
Bancorporation,
Amegy Independence Merger
Bancorporation, Company, Inc. and the
Inc. ABNK 02343R102 10/11/05 8/31/05 Special 1 Company Issuer Yes For For
Proposal to approve
any adjournments or
postponements of the
Special Meeting, if
2 necessary Issuer Yes For For
Medical
Properties Election of seven (7)
Trust, Inc. - 58463J106 10/12/05 9/7/05 Annual 1 directors Issuer Yes For For
Approve amendments to
the charter related
to transfers or
ownership
restrictions on
2 common stock Issuer Yes For For
Approve an amendment
to the amended and
restated 2004 equity
3 incentive plan Issuer Yes Against Against
Royal Election of two (2)
Financial, Inc. RYFL 78027P109 10/26/05 9/15/05 Annual 1 directors Issuer Yes For For
Proposal to adopt the
2 2005 stock option plan Issuer Yes Againt Against
Proposal to adopt the
2005 recognition and
3 retention plan Issuer Yes Againt Against
Proposal to ratify
Crowe Chizek and
Company LLC as
independent
4 accountants Issuer Yes For For
Parkvale
Financial Election of two (2)
Corporation PFC 701492100 10/27/05 8/29/05 Annual 1 directors Issuer Yes For For
Appointment of
Parente Randolph, LLC
as independent
2 auditors Issuer Yes For For
Jefferson
Bancshares, Eection of two (2)
Inc. JFBI 472375104 10/27/05 8/31/05 Annual 1 directors Issuer Yes For For
Ratification of
Craine, Thompson &
Jones, P.C. as
independent
registered accounting
2 firm Issuer Yes For For
First Place Election of four (4)
Financial Corp. FPFC 33610T109 10/27/05 9/9/05 Annual 1 directors Issuer Yes For For
Ratification of Crowe
Chizek and Company
LLC as independent
2 auditors Issuer Yes For For
Election of two (2)
K-Fed Bancorp KFED 48246S101 10/25/05 8/31/05 Annual 1 directors Issuer Yes For For
Ratification of Crowe
Chizek and Company
LLP as independent
registered public
2 accounting firm Issuer Yes For For
Georgetown Election of eight (8)
Bancorp, Inc. GTWN 372590109 10/25/05 9/15/05 Annual 1 directors Issuer Yes For For
Ratification of Wolf
& Company PC as
2 independent auditors Issuer Yes For For
First Security Election of nine (9)
Group, Inc. FSGI 336312103 10/27/05 9/16/05 Annual 1 directors Issuer Yes For For
Approve amendment to
the Articles of
Incorporation which
would increase the
number of authorized
2 shares of common stock Issuer Yes For For
Ratify appointment of
Joseph Decosimo and
Company PLLC as
3 independent auditors Issuer Yes For For
Approval of the
MBNA merger with Bank of
Corporation KRB 55262L100 11/3/05 9/2/05 Special 1 America Corporation Issuer Yes For For
Approval of proposal
to adjourn special
meeting, if
necessary, to solicit
2 additional proxies Issuer Yes For For
Northwest Election of three (3)
Bancorp, Inc. NWSB 667328108 11/16/05 9/30/05 Annual 1 directors Issuer Yes For For
Ratification of KPMG
LLP as independent
registered public
2 accounting firm Issuer Yes For For
Approve the agreement
and plan of
reorganization ,
which provides for
Texas United the merger of Gateway
Bancshares, Holding Company with
Inc. TXUI 882838105 11/22/05 10/11/05 Special 1 and into Texas United Issuer Yes For For
Approval of proposal
to adjourn special
meeting, if
necessary, to solicit
2 additional proxies Issuer Yes For For
Provident
Financial Election of two (2)
Holdings, Inc. PROV 743868101 11/22/05 9/29/05 Annual 1 directors Issuer Yes For For
Ratification of
Deloitte & Touche LLP
as independent
2 auditors Issuer Yes For For
HF Financial Election of three (3)
Corp. HFFC 404172108 11/16/05 9/30/05 Annual 1 directors Issuer Yes For For
Redwood Election of two (2)
Financial, Inc. REDW 757903109 12/14/05 10/20/05 Annual 1 directors Issuer Yes For For
Perpetual
Federal Election of two (2)
Savings Bank PFOH 714273109 1/18/06 11/21/05 Annual 1 directors Issuer Yes For For
Ratification of
appointment of Crowe,
Chizek and Company,
2 LLP as auditors Issuer Yes For For
Home Federal Election of two (2)
Bancorp, Inc. HOME 43709A101 1/23/06 11/29/05 Annual 1 directors Issuer Yes For For
Ratification of
appointment of Moss
2 Adams LLP as auditors Issuer Yes For For
Bankunited
Financial Election of four (4)
Corporation BKUNA 06652B103 1/27/06 12/9/05 Annual 1 directors Issuer Yes For For
Proposal to approve
Calnet and adopt the
Business Bank, agreement and plan of
N.A. CLNB 131326100 2/15/06 12/20/05 Special 1 merger Issuer Yes For For
Proposal to grant
discretionary
authority to persons
named as proxies to
adjourn the meeting
2 if necessary Issuer Yes For For
Charter
Financial Election of two (2)
Corporation CHFN 16122M100 2/22/06 12/30/05 Annual 1 directors Issuer Yes For For
Approval of the
agreement and plan of
FNB Corp. FNBN 302519103 3/15/06 1/31/06 Special 1 merger Issuer Yes For For
Approval of an
amendment to increase
the number of
2 authorized shares Issuer Yes For For
Approval to adjourn
special meeting, if
3 necessary Issuer Yes For For
SNB Approve the agreement
Bancshares, and plan of
Inc. SNBT 78460M2009 3/23/06 1/31/06 Special 1 reorganization Issuer Yes For For
Southcoast
Financial Election of three (3)
Corporation SOCB 84129R100 4/7/06 2/28/06 Annual 1 directors Issuer Yes For For
Approval of 2005
employee stock
2 purchase plan Issuer Yes Against Against
To fix the number of
First directors to serve on
Community Bank the board for the
Corp of America FCFL 31985E202 4/17/06 3/1/06 Annual 1 ensuing year at eleven Issuer Yes For For
Election of eight (8)
2 directors Issuer Yes For For
The adoption of the
3 2006 stock plan Issuer Yes For For
Approve an amendment
to our articles of
incorporation to in
crease the number of
authorized common
shares to 20,000,000
and to create a class
4 of preferred stock Issuer Yes Against Against
Adjournment of the
annual meeting to
solicit additional
proxies in the event
there are not
sufficient votes to
approve either
5 foregoing items Issuer No Abstain Abstain
Proposal to
reorganize Cardinal
State Bank into a
Cardinal State holding company and
Bank CSNC 141546101 4/19/06 2/17/06 Annual 1 share exchange Issuer Yes For For
Election of four (4)
2 directors Issuer Yes For For
Approval of two
additional
3 directorships Issuer Yes For For
Ratify the
appointment of
independent public
accountants as the
bank's independent
4 accountants for 2006 Issuer Yes For For
Approve principal
terms and adoption of
merger of Foothill
Independent Bancorp
and First Community
First Bancorp and issuance
Community of shares in
Bancorp FCBP 31983B101 4/19/06 3/8/06 Annual 1 connection of merger Issuer Yes For For
Election of ten (10)
2 directors Issuer Yes For For
Approve and amend
First Community's
Articles of
incorporation to
increase the maximum
amount of authorized
shares of common
3 stock. Issuer Yes For For
Approve an increase
on the authorized
number of shares
available for
issuance under 2003
4 stock incentive plan Issuer Yes For For
Approve and
adjournment or
postponement of the
annual meeting if
necessary to solicit
5 additional proxies Issuer Yes For For
Transact any other
business as may
properly come before
the annual meeting
and at any
postponements or
6 adjournments thereof. Issuer No
Adoption of merger of
Foothill Foothill Independent
Independent Bancorp and First
Bancorp FOOT 344905104 4/19/06 3/10/06 Independent 1 Community Bancorp Issuer Yes For For
Approval of
adjournments of the
special meeting if
required to solicit
2 proxies Issuer Yes For For
Mercer
Insurance Election of three (3)
Group, Inc. MIGP 587902107 4/19/06 3/13/06 Annual 1 directors Issuer Yes For For
Ratification of
appointment of KPMG
LLP as public
accounting firm for
2 YE 2006 Issuer Yes For For
River Valley Election of two (2)
Bancorp RIVR 768475105 4/19/06 2/24/06 Annual 1 directors Issuer Yes For For
Westbank Election of three (3)
Corporation WBKC 957116106 4/19/06 2/27/06 Annual 1 directors Issuer Yes For For
Approve 2006 Equity
2 Incentive Plan Issuer Yes Against Against
Enterprise
Financial Election of twelves
Services Corp EFSC 293712105 4/19/06 2/22/06 Annual 1 (12) Directors Issuer No
Ratification and
approval of KPMG LLP
as independent
registered public
2 accounting firm Issuer No
Approval of stock
plan for
non-management
3 directors Issuer No
Approval of amendment
and extension of the
2002 stock incentive
4 plan Issuer No
Approval of the
5 annual incentive plan Issuer No
Annual report, group
and parent company
accounts for
financial year 2005
reports of the group
UBS AG UBS H8920M855 4/19/06 3/17/06 Annual 1 and statutory auditors Issuer No
Appropriation of
retained earnings
dividend for
2 financial year 2005 Issuer No
Discharge of the
members of the board
of directors and the
3 group executive board Issuer No
Reelection of board
4A1 member Rolf A. Meyer Issuer No
Relection of board
member Ernesto
4A2 Bertarelli Issuer No
Election of new board
member Gabrielle
4B1 Kaufmann-Kohler Issuer No
Election of new board
4B2 member Joerg Wolle Issuer No
Election of the group
4A and statutory auditors Issuer No
Election of the
4B special auditors Issuer No
Cancellation of
shares repurchased
under the 2005/2006
5A share buyback program Issuer No
Approval of the new
share buyback program
5B for 2006/2007 Issuer No
One-time payout in
the form of a par
5C value repayment Issuer No
5D Share split Issuer No
Amendments to article
4 paragraph 1 and
article 4A of the
articles of
5E1 association Issuer No
Reduction of the
threshold value for
5E2 agenda item requests Issuer No
Creation of
conditional capital,
approval of article
4A paragraph 2 of
the articles of
6 association Issuer No
LSB
Bancshares, Election of five (5)
Inc. LSBX 502158108 4/19/06 2/22/06 Annual 1 directors Issuer No
Ratify appointment of
Turlington and
Company, LLP,
certified public
2 accountants Issuer No
Cardinal
Financial Election of four (4)
Corporation CSNC 14149F109 4/21/06 3/7/06 Annual 1 directors Issuer Yes For For
Approve amendment to
company's 2002 equity
2 compensation plan Issuer Yes Against Against
First Citizens Election of
Bancshares, twenty-two (22)
Inc. FCNCA 31946M103 4/24/06 3/6/06 Annual 1 directors Issuer Yes For For
Ameriserv Election of five (5)
Financial, Inc. ASRV 03074A102 4/25/06 3/3/06 Annual 1 directors Issuer Yes For For
CFS Bancorp, Election of five (5)
Inc CITZ 12525D102 4/25/06 3/3/06 Annual 1 directors Issuer Yes For For
Proposal to ratify
the appointment of
BKD, LLP as
independent
registered public
accounting firm for
the company for the
2 YE 2006 Isser Yes For For
Commercial
Capital Election of three (3)
Bancorp, Inc. CCBI 20162L105 4/25/06 3/10/06 Annual 1 directors Issuer Yes For For
Proposal to ratify
KPMG LLP as the
company's independent
auditors for the
2 fiscal YE 2006 Issuer Yes For For
HMN Financial, Election of three (3)
Inc. HMNF 40424G108 4/25/06 2/28/06 Annual 1 directors Issuer Yes For For
Ratification of
appointment of KPMG
LLP as auditors of
2 company for YE 2006 Issuer Yes For For
Election of four (4)
Metlife MET 59156R108 4/25/06 3/1/06 Annual 1 directors Issuer Yes For For
Ratification of
appointment of
Deloitte & Touche as
independent auditor
2 for 2006 Issuer Yes For For
Election of four (4)
Parkway Bank PKWY 70153M109 4/15/06 2/28/06 Annual 1 directors Issuer Yes For For
Ratification of Dixon
Hughes PLLC as the
bank's independent
auditor for the
2 Fiscal YE 2006 Issuer Yes For For
Platnum
Underwritters Election of seven (7)
Holdings, LTD PTP G7127P100 4/25/06 3/10/06 Annual 1 directors Issuer Yes For For
To consider and take
action on a proposal
to amend the bye-laws
of the company by
removing bye-law
51(4), which would
limit the voting
rights of the
company's 6 % series
a mandatory
convertible preferred
2 shares Issuer Yes Against Against
To consider and take
action on a proposal
to approve the 2006
3 share incentive plan Issuer Yes For For
To consider and take
action upon a
proposal to ratify
the selection of KPMG
LLP as the company's
independent
registered public
accounting firm for
4 the 2006 fiscal year Issuer Yes For For
Republic First Election of six (6)
Bancorp, Inc. FRBK 760416107 4/25/06 3/14/06 Annual 1 directors Issuer Yes For For
SCBT Financial Election of six (6)
Corporation SCBT 78401V102 4/25/06 3/10/06 Annual 1 directors Issuer Yes For For
Proposal to ratify of
appointment of JW
Hunt & Co., LLP, CPAs
as SCBT Financial
Corps. independent
2 auditors for 2006 Issuers Yes For For
TIB Financial Election of three (3)
Corp TIBB 872449103 4/25/06 2/28/06 Annual 1 directors Issuers Yes For For
UMB Financial Election of six (6)
Corporation UMBF 902788108 4/25/06 3/1/06 Annual 1 directors Issuers Yes For For
Ratification of the
audit committee's
retention of Deloitte
& Touche as
independent auditors
and to examine and
audit financial
2 statements for 2006 Issuers Yes For For
Amendment approval to
company's articles of
inc. to increase
3 shares of common stock Issuers Yes Against Against
Unionbancorp, Election of three (3)
Inc. UBCD 908908106 4/25/06 3/1/06 Annual 1 directors Issuers Yes For For
Greene County
Bancshares, Election of six (6)
Inc. GCBS 394361208 4/26/06 3/17/06 Ann 1 directors Issuer No
Downey
Financial, Election of three (3)
Corp. DSL 261018105 4/26/06 2/27/06 Annual 1 directors Issuers Yes For For
Ratification of
appointment of KPMG
LLP as auditors for
2 2006 Issuers Yes For For
Bank of
America Election of eighteen
Corporation BAC 060505104 4/26/06 3/3/06 Annual 1 (18) directors Issuers Yes For For
Ratify independent
registered public
accounting firm for
2 2006 Issuers Yes For For
Adopt amendment to
2003 key associates
3 stock plan. Issuers Yes For For
Political
4 contributions Holder Yes Against For
Majority voting in
5 director elections Holder Yes For Against
Independent Board
6 Chairman Holder Yes Against For
7 EEO Policy Holder Yes Against For
UnionBanCal Election of fifteen
Corporation UB 908906100 4/26/06 3/3/06 Annual 1 (15) directors Issuer Yes For For
Approve the amended
and restated 1997
performance share
plan to enable awards
under the plan to
qualify as
deductible,
performance-based
compensation under
162 (M) of the
2 Internal Revenue code Issuer Yes For For
Approve the senior
executive bonus plan
to enable bonuses
paid under the plan
to qualify as
deductible,
performance-based
compensation under
162 (M) of the
3 Internal Revenue code Issuer Yes For For
Ratify selection of
independent
registered public
accounting firm,
Deloitte & Touche LLP
4 for 2006 Issuer Yes For For
United Election of eleven
Community Banks UCBI 90984P105 4/26/06 3/8/06 Annual 1 (11) directors Issuer Yes For For
Approval of the
employee stock
2 purchase plan Issuer Yes For For
Approve and
adopt the agreement
and plan merger
between BVCC
and Great Lakes
Bancorp, Inc.
and approve
the merger
and other
transactions
contemplated
by the agreement
and plan
Bayview Capital BVC 07262L309 4/27/06 3/24/06 Special 1 merger Issuer Yes For For
Approve the stock
purchase agreement
and approve the sale
BVAC and other
transactions
contemplated by the
stock purchase
2 agreement Issuer Yes For For
Approve and adopt
amendments to BVCC's
certificate of
incorporation to
establish
restrictions on
transfers of BVCC
common stock by
anyone who is or
would become a 5% or
greater holder of
3 stock Issuer Yes Against Against
Proposal to ratify an
amendment to BVCC's
by-laws that
increased the max
number of members of
board of directors
4 from 10 to 25 Issuer Yes Against Against
BCB Bancorp, Election of four (4)
Inc. BCBP 055298103 4/27/06 3/6/06 Annual 1 directors Issuer Yes For For
Ratification of
appointment of Beard
Miller Company, LLP
as independent
registered public
accounting firm for
2 YE 2006 Issuer Yes For For
Election of three (3)
Signature Bank SBNY 82669G104 4/26/06 3/9/06 Annual 1 directors Issuer Yes For For
Ratification of the
appointment of KPMG
LLP as the company's
independent
accountants for the
2 YE 2006 Issuer Yes For For
Capital One
Financial Election of three (3)
Corporation COF 14040H105 4/27/06 2/28/06 Annual 1 directors Issuer Yes For For
Ratification of Ernst
& Young as
independent auditors
2 for 2006 Issuer Yes For For
Approval and adoption
of amended 2004
incentive stock
3 incentive plan Issuer Yes For For
Director election
4 majority vote standard Holder Yes For Against
Fidelity
Southern Election of nine (9)
Corporation LION 316394105 4/27/06 3/10/06 Annual 1 directors Issuer Yes For For
Approval of equity
2 incentive plan Issuer Yes For For
Phoenix Election of four (4)
Companies, Inc. PNX 71902E109 4/27/06 2/28/06 Annual 1 directors Issuer Yes For For
Ratify of appointment
of PWC as independent
registered public
2 accounting firm Issuer Yes For For
Metrocorp
Bancshares , Election of five (5)
Inc. MCBI 591650106 4/28/06 3/13/06 Annual 1 directors Issuer Yes For For
Approval of an
amendment and
restated articles of
incorporation of the
company to increase
the number of
authorized shares of
common stock from
20,000,000 to
2 50,000,000 Issuer Yes Against Against
Ratification of the
appointment of the
Pricewaterhousecooper
LLP as the
independent
registered public
accounting firm of
the company for the
3 YE 2006 Issuer Yes For For
Summit Bank Election of five (5)
Corporation SBGA 866013105 5/1/06 3/20/06 Annual 1 directors Issuer Yes For For
LSB Election of four (4)
Corporation LSBX 50215P100 5/2/06 3/3/06 Annual 1 directors Issuer Yes For For
Approval and
ratification of the
LSB corporation 2006
stock option and
2 incentive plan Issuer Yes Against Against
Ratification of the
appointment of the
KPMG LLP as the
independent
registered public
accounting firm of
the company for the
3 YE 2006 Issuer Yes For For
Capital Corp Election of three (3)
of the West CCOW 140065202 5/2/06 3/3/06 Annual 1 directors Issuer Yes For For
Arch Capital Election of nineteen
Group LTD ACGL G0450A105 5/3/06 3/28/06 Annual 1 (19) directors Issuer Yes For For
Ratify PWC LLC as
independent
registered public
accounting firm for
3 2006 Issuer Yes For For
Iberiabank Election of three (3)
Corporation IBKC 450828108 5/3/06 3/21/06 Annual 1 directors Issuer Yes For For
Ratification of the
appointment of
Castaing, Hussey &
Lolan, LLC as the
company's independent
2 auditors for 2006 Issuer Yes For For
Rome Bancorp ROME 77587P103 5/3/06 3/10/06 Annual 1 Election of a director Issuer Yes For For
Ratification of the
appointment of Crowe
Chizek and Company
LLC as the
independent
registered public
accounting firm for
2 2006 Issuer Yes For For
Adoption of the 2006
3 stock option plan Issuer Yes For For
Adoption of the 2006
recognition and
4 retention plan Issuer Yes For For
SI Financial Election of three (3)
Group, Inc SIFI 78425W102 5/3/06 3/15/06 Annual 1 directors Issuer Yes For For
Ratification of the
appointment of Wolf &
Company PC as the
independent
registered public
accounting firm for
2 2006 Issuer Yes For For
Yardville
National Election of three (3)
Bancorp YANB 985021104 5/3/06 3/17/06 Annual 1 directors Issuer No
Abington
Community Election of two (2)
Bancorp, Inc. ABBC 00350R106 5/4/06 3/21/06 Annual 1 directors Issuer Yes For For
Ratification of the
appointment of Beard
Miller Company LLP as
the independent
registered public
accounting firm for
2 2006 Issuer Yes For For
Berkshire Election of three (3)
Hills Bancorp BHLB 84680107 5/4/06 3/16/06 Annual 1 directors Issuer Yes For For
Ratification of the
appointment of Wolf &
Company, PC as
independent
registered public
accounting firm of
Berkshire Hills
Bancorp, Inc. for the
2 fiscal YE 2006 Issuer Yes For For
Crescent Election of three (3)
Banking Company CSNT 225646108 5/4/06 3/23/06 Annual 1 directors Issuer Yes For For
Northrim Election of ten (10)
Bancorp, Inc. NRIM 666762109 5/4/06 3/8/06 Annual 1 directors Issuer Yes For For
CRM Holdings Election of thirteen
Ltd. CRMH G2554P103 5/9/06 3/28/06 Annual 1 (13) directors Issuer Yes For For
To appoint Johnson
Lambert & Co. as
Independent auditors
for 2006 & to
authorize the board
of directors, acting
through audit
committee to set the
3 fees Issuer Yes For For
Carolina Trust Election of six (6)
Bank CART 144200102 5/9/06 3/15/06 Annual 1 directors Issuer Yes For For
Authorization to
purchase up to 70,000
2 shares of common stock Issuer Yes For For
Ratification of the
3 independent auditors Issuer Yes For For
Election of seven (7)
FNB Corp. FNBN 302519103 5/9/06 3/23/06 Annual 1 directors Issuer Yes For For
Southern
Connecticut Election of seven (7)
Bancorp, Inc. SSE 84264A102 5/9/06 3/28/06 Anuual 1 directors Issuer Yes For For
Ratify the
appointment of
McGladrey & Pullen,
LL as independent
2 accountants for 2006 Issuer Yes For For
Wainwright
Bank & Trust Election of eleven
Company WAIN 930705108 5/10/06 3/13/06 Annual 1 (11) directors Issuer Yes For For
Election of one (1)
2 clerk Issuer Yes For For
Ratification of the
selection by the
board of directors
vital, Caturano &
Company, PC as
independent auditors
3 for 2006 Issuer Yes For For
Benjamin
Franklin Election of six (6)
Bancorp, Inc. BFBC 082073107 5/11/06 3/20/06 Annual 1 directors Issuer Yes For For
Approve the 2006
2 stock incentive plan Issuer Yes For For
Ratify appointment of
Wolfe & Company PC as
independent
registered public
accounting firm for
3 2006 Issuer Yes For For
Citizens Election of six (6)
Community Bank CZWI 174532101 5/11/06 3/27/06 Annual 1 directors Issuer Yes For For
Proxies are
authorized to vote
upon any other
business that may
come before meeting.
At present management
knows of no other
business to be
2 presented. Issuer Yes Abstain Abstain
Legacy Election of two (2)
Bancorp, Inc. LEGC 52463G105 5/11/06 3/20/06 Annual 1 directors Issuer Yes For For
Ratification of the
appointment of Wolf &
Company PC as the
independent
registered public
accounting firm of
the company for the
2 YE 2006 Issuer Yes For For
Atlantic Coast Election of three (3)
Federal Corp. ACFC 048425102 5/12/06 3/24/06 Annual 1 directors Issuer Yes For For
Ratification of the
appointment of Crowe,
Chizek and Co., LLC
as the independent
registered public
accounting firm of
the company for the
2 YE 2006 Issuer Yes For For
Community
Capital
Bancshares, Election of five (5)
Inc. ALBY 203634100 5/15/06 3/7/06 Annaul 1 directors Issuer Yes For For
Approve the 2006
employee stock
2 purchase plan. Issuer Yes For For
Gateway
Financial Election of seven (7)
Holdings, Inc. GBTS 368140109 5/15/06 3/15/06 Annual 1 directors Issuer Yes For For
Connecticut Election of four (4)
Bank & Trust CTBC 207546102 5/16/06 3/24/06 Annual 1 directors Issuer Yes For For
Election of five (5)
Preferred Bank PFBC 740367107 5/16/06 3/31/06 Annual 1 directors Issuer Yes For For
Ratification of the
appointment of KPMG,
LLP as independent
registered public
accounting firm for
2 2006 Issuer Yes For For
Bankatlantic Election of two (2)
Bancorp, Inc. BBY 065908501 5/16/06 3/20/-6 Annual 1 directors Issuer Yes For For
Approval of company's
2006
performance-based
2 annual incentive plan. Issuer No Abstain Abstain
Centennial
Bank Holdings, Election of eleven
Inc. - 151345204 5/16/06 3/24/06 Annual 1 (11) directors Issuer Yes For For
Dearborn Election of four (4)
Bancorp, Inc. DEAR 24242R108 5/16/06 3/24/06 Annual 1 directors Issuer Yes For For
American
International Election of fifteen
Group, Inc. AIG 026874107 5/17/06 3/24/06 Annual 1 (15) directors Isseur Yes For For
Ratification of the
appointment of PWC
LLP as independent
registered public
accounting firm of
the company for the
2 YE 2006 Isseur Yes For For
Adoption of an
executive incentive
3 plan Isseur Yes Against Against
Hartford
Financial Svcs
Group, Inc., Election of eleven
The HIG 416515104 5/17/06 3/20/06 Annual 1 (11) directors Issuer Yes For For
Ratify the
appointment of
Deloitte & Touche LLP
as independent public
2 accountants for 2006 Issuer Yes For For
Heartland
Financial USA, Election of two (2)
Inc. HTLF 42234Q102 5/17/06 3/20/06 Annual 1 directors Yes For For
Appointment of KPMG
LLP as independent
registered public
accounting firm for
2 2006 Issuer Yes For For
North Bay Election of three (3)
Bancorp NBAN 657477105 5/17/06 3/22/06 Annual 1 directors Issuer Yes For For
Approve the amended
2002 incentive
2 compensation plan. Issuer Yes Against Against
Ratify appointment of
KPMG as independent
3 public accountants. Issuer Yes For For
Ohio Casualty Election of four (4)
Corporation OCAS 677120103 5/17/06 3/15/06 Annual 1 directors Issuer Yes For For
Ratify the
appointment of Ernst
& Young LLP as
independent public
2 accountants for 2006 Issuer Yes For For
Third Century Election of two (2)
Bancorp TDCB 884120106 5/17/06 3/20/06 Annual 1 directors Issuer Yes For For
Bank Holdings, Election of nine (9)
The TBHS 88331E104 5/18/06 3/21/06 Annual 1 directors Issuer Yes For For
CCF Holding Election of three (3)
Company CCFH 12487X104 5/18/06 4/6/06 Annual 1 directors Issuer Yes For For
First Trust Election of four (4)
Bank NCFT 33732N105 5/18/06 3/14/06 Annual 1 directors Issuer Yes For For
Amendment to 1999
2 stock option plan Issuer Yes For For
Ratify the
appointment of Dixon
Hughes LLC, as the
independent public
3 accountants for 2006 Issuer Yes For For
Medical
Properties Election of eight (8)
Trust, Inc. - 58463J106 5/18/06 4/12/06 Annual 1 directors Issuer Yes For For
Ratify appointment of
KPMG LLP as
independent
registered Public
Accounting firm for
2 2006 Issuer Yes For For
Election of sixteen
Sun Bancorp SNBC 86663B102 5/18/06 3/30/06 Annual 1 (16) directors Issuer Yes For For
Amend the certificate
of incorporation to
increase authorized
shares of common
stock from 25,000,000
2 to 50,000,000 Issuer Yes For For
Ratify the
appointment of
Deloitte & Touche
LLP, as the
independent auditors
3 for 2006 Issuer Yes For For
Texas United Election of five (5)
Bancshares TXUI 882838105 5/18/06 4/13/06 Annual 1 directors Issuer Yes For For
Ratification of BKD,
LLP at the company's
independent
registered public
accounting firm for
2 2006 Issuer Yes For For
Pennsylvania
Commerce Election of eight (8)
Bancorp, Inc. COBH 708677109 5/19/06 3/27/06 Annual 1 directors Issuer Yes For For
Take action on other n
business, may become
2 before meeting Issuer Abstai Abstain Abstain
Election of seven (7)
Ventas, Inc. VTR 92276F100 5/19/06 3/20/06 Annual 1 directors Issuer Yes For For
Ratify the
appointment of Ernst
& Young LLC, as the
independent public
2 accountants for 2006 Issuer Yes For For
To approve the
adoption of Ventas,
Inc 2006 incentive
3 plan. Issuer Yes For For
To approve the
adoption of Ventas,
Inc 2006 stock plan
4 for directors. Issuer Yes For For
The Bancorp, Election of twelve
Inc. TBBK 05969A105 5/22/06 3/27/06 Annual 1 (12) directors Issuer Yes For For
Approve Grant
Thornton LLP as
independent public
2 accountants for 2006 Issuer Yes For For
American
Bancorp of New Election of seven (7)
Jersey, Inc. ABNJ 02407E104 5/23/06 3/29/06 Annual 1 directors Issuer Yes For For
Approval of the 2006
2 equity incentive plan Issuer Yes Against Against
Ratify the
appointment of Crowe
Chizek and Company,
LLC, as auditors for
3 2006 Issuer Yes For For
Appalachian
Bancshares, Election of two (2)
Inc. APAB 037675105 5/23/06 4/3/06 Annual 1 directors Issuer Yes For For
First Federal
Bancshares, Election of three (3)
Inc. FFBI 32021B103 5/23/06 4/3/06 Annual 1 directors Issuer Yes For For
Ratify the
appointment of Crowe
Chizek and Company,
LLC, as auditors for
2 2006 Issuer Yes For For
Rait
Investment Election of eight (8)
Trust RAS 749227104 5/23/06 3//24/06 Annual 1 directors Issuer Yes For For
Approve the selection
of Grant Thornton LLP
as independent public
2 accountants for 2006 Issuer Yes For For
Citizen's
First Bancorp, Election of two (2)
Inc. CTZN 17461R106 5/25/06 3/27/06 Annual 1 directors Issuer Yes For For
Ratify BDO Seidman,
LLP as independent
register public
accounting firm for
2 2006 Issuer Yes For For
E*Trade
Financial Election of three (3)
Corporation ET 269246104 5/25/06 4/3/06 Annual 1 directors Issuer Yes For For
Ratify selection of
Deloitte & Touche LLP
as independent public
2 accountant for 2006 Issuer Yes For For
North Valley Election of seven (7)
Bancorp NOVB 66304M105 5/25/06 4/13/06 Annual 1 directors Issuer Yes For For
Ratify appointment of
Perry-Smith LLP as
independent auditors
2 for 2006 Issuer Yes For For
Old Line
Bancshares, Election of seven (7)
Inc. OLBK 67984M100 5/25/06 4/5/06 Annual 1 directors Issuer Yes For For
Amend charter to
increase the
authorized shares of
common stock from 5 -
2 15 million. Issuer Yes For For
Amend charter to n
expressly grant board
of directors power to
change location of
the principal office
w/o approval of
3 stockholders. Issuer Abstai Abstain Against
Ratify the
appointment of
Rowles & Company LLP,
as the independent
public accountants
4 for 2006 Issuer Yes For For
White Mountain Election of
Insurance twenty-six (26)
Group, Ltd. WTM G9618E107 5/25/06 3/27/06 Annual 1 directors Issuer Yes For For
Appointment of
independent
registered accounting
2 firm Issuer Yes For For
Pacific
Premier Election of two (2)
Bancorp, Inc. PPBI 69478X105 5/31/06 3/31/06 Annual 1 directors Issuer Yes For For
Ratify appointment of
Vavrinek, Trine, Day
& Co., LLP as
independent auditors
2 for 2006 Issuer Yes For For
Technology Election of
Investment twenty-six (26)
Capital Corp. TICC 878717305 6/6/06 4/27/06 Annual 1 directors Issuer Yes For For
Ratify the
appointment of PWC
LLP, as the
independent public
2 accountants for 2006 Issuer Yes For For
Bank of Oak Election of three (3)
Ridge BKOR 064180102 6/8/06 4/21/06 Annual 1 directors Issuer Yes For For
Ratify appointment of
Larrowe & Company,
PLC as independent
2 auditors for 2006 Issuer Yes For For
Approval of proposed
future
reorganization of
3 the bank Issuer Yes Abstain Abstain
Approval of the
holding company
4 omnibus plan Issuer Yes Abstain Abstain
Mortgageit Election of four (4)
Holdings, Inc. MHL 61915Q108 6/13/06 4/24/04 Annual 1 directors Issuer Yes For For
Ratify appointment of
BDO Seidman. LLP as
independent auditors
2 for 2006 Issuer Yes For For
People's
Choice
Financial Election of four (4)
Corporation PCTB 71085T105 4/17/06 6/14/06 Annual 1 directors Issuer Yes For For
Ratify the
appointment of Grant
Tornton LLP as
independent auditor
2 for 2006 Issuer Yes For For
Countrywide
Financial Election of four (4)
Corporation CFC 222372104 6/14/06 4/17/06 Annual 1 directors Issuer Yes For For
Approve 2006 equity
2 incentive plan Issuer Yes Against Against
Ratify the
appointment of KPMG
LLP, as the
independent public
3 accountants for 2006 Issuer Yes For For
Consider stockholder
proposal urging board
of directors to adopt
policy that
stockholders be given
opportunity to
annually approve
report of our
compensation
4 committee. Holder Yes For Against
Team Election of three (3)
Financial, Inc. TFIN 87815X109 6/20/06 5/5/06 Annual 1 directors Issuer Yes For For
Ratify appointment of
KPMG LLP as
independent auditors
2 for 2006 Issuer Yes For For
Proposal regarding
shareholder rights
3 agreement Holder Yes For Against
Proposal to
declassify board of
4 directors Holder Yes For Against
Transaction of such
other business as may
properly come before
5 the meeting Holder AbstainAbstain Abstain
Broadway
Financial Election of three (3)
Corporation BYFC 111444105 6/21/06 4/21/06 Annual 1 directors Issuer Yes For For
Ratify appointment of
Crowe, Chizek and
Company, LLP, as
independent auditors
2 for 2006 Issuer Yes For For
First Security Election of seven (7)
Group, Ins. FSGI 336312103 6/23/06 4/13/06 Annual 1 directors Issuer Yes For For
Ratify appointment of
Joseph Decosimo and
Company, PLLC as
independent auditors
2 for 2006 Issuer Yes For For
Alliance
Bankshares Election of two (2)
Corporation ABVA 018535104 6/28/06 5/5/06 Annual 1 directors Issuer Yes For For
Ratify appointment of
Yount, Hyde &
Barbour, PC, as
independent auditors
2 for 2006 Issuer Yes For For
Approve amendment to
the articles of
incorporation to
increase the number
of authorized shares
from 10,000,000 to
3 15, 000,000 Issuer Yes Against Against
United
Financial Election of three (3)
Bancorp, Inc. UBNK 91030R103 7/20/06 5/22/06 Annual 1 directors Issuer Yes For For
Approval of the 2006
stock-based incentive
2 plan Issuer Yes Against Against
Ratify appointment of
Grant Thornton, LLP
as independent
registered public
accounting firm for
3 2006 Issuer Yes For For
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Registrant First Financial Fund, Inc.
By (Signature and Title)* /s/ Stephen C. Miller
Stephen C. Miller, President
(Principal Executive Officer)
*Print the name and title of each signing officer under his or her signature.