The Annual Meeting of Shareholders was held on August 28, 2012 at the Company's headquarters.

The first matter voted upon at the meeting was the election of directors. Each of the nominees was elected to hold office for one year until the 2013 Annual Meeting of Shareholders or until their successors are elected and qualified. The results of the voting at the meeting are as follows:

DIRECTOR NOMINEE             FOR        WITHHELD     NON VOTE
Dennis W. Archer         173,860,504    5,161,074   18,342,387
Gurminder S. Bedi        173,377,949    5,643,629   18,342,387
William O. Grabe         172,091,807    6,929,771   18,342,387
Frederick A. Henderson   175,069,727    3,951,852   18,342,387
Peter Karmanos, Jr.      172,604,970    6,416,608   18,342,387
Faye Alexander Nelson    173,736,398    5,285,180   18,342,387
Robert C. Paul           173,680,818    5,340,760   18,342,387
Glenda D. Price          175,055,655    3,965,924   18,342,387
W. James Prowse          173,707,100    5,314,479   18,342,387
G. Scott Romney          166,986,051   12,035,528   18,342,387
Ralph J. Szygenda        173,961,544    5,060,034   18,342,387

The second matter voted upon was the ratification of the appointment of Deloitte & Touche LLP, the Company's independent registered public accounting firm, to audit our consolidated financial statements for the fiscal year ending March 31, 2013. Total votes for - 191,904,099, against - 3,558,268, abstained - 1,901,598, and broker non-votes - 0.

The third matter voted upon was the approval of a non-binding proposal to ratify the Rights Agreement, dated October 25, 2000, as amended on March 9, 2012. Total votes for - 123,945,891, against - 54,469,499, abstained - 606,187, and broker non-votes - 18,342,387.

The fourth matter voted upon was a proposal to approve the amendment to the Restated Articles of Incorporation to adopt a majority vote standard for the election of directors. Total votes for - 178,403,870, against - 139,981, abstained - 477,727, and broker non-votes - 18,342,387.

The fifth matter voted upon was the approval of a non-binding proposal to approve the compensation of the Company's named executive officers. Total votes for - 154,336,523, against - 24,044,916, abstained - 640,139, and broker non-votes - 18,342,387.