FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number: 811-02736
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PETROLEUM & RESOURCES CORPORATION
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(Exact name of registrant as specified in charter)
7 Saint Paul Street, Suite 1140, Baltimore, Maryland 21202
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(Address of principal executive offices)
Lawrence L. Hooper, Jr.
Petroleum & Resources Corporation
7 Saint Paul Street
Suite 1140
Baltimore, Maryland 21202
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(Name and address of agent for service)
Registrant's telephone number, including area code: 410-752-5900
Date of fiscal year end: December 31, 2005
Date of reporting period: July 1, 2004 - June 30, 2005
Item 1. Proxy Voting Record
Description Proposal Voted Vote For/
Type Agnst
Mgmt
Issuer: AGL Resources Inc.
Ticker: ATG
CUSIP: 001204-10-6
Meeting Date: 04/27/2005
Election of Directors MGMT YES FOR ALL FOR
Approval of amendment to articles of MGMT YES FOR FOR
incorporation
Approval of Amended & Restated MGMT YES FOR FOR
Employee Stock Purchase Plan
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Issuer: Air Products and Chemicals,
Inc.
Ticker: APD
CUSIP: 009158-10-6
Meeting Date: 01/27/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Issuer: Amerada Hess Corporation
Ticker: AHC
CUSIP: 023551-10-4
Meeting Date: 05/04/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Issuer: Apache Corporation
Ticker: APA
CUSIP: 037411-10-5
Meeting Date: 05/05/2005
Election of Directors MGMT YES FOR ALL FOR
Approval of 2005 Stock Option Plan MGMT YES FOR FOR
Approval of 2005 Share Appreciation MGMT YES FOR FOR
Plan
Proposal regarding Director Election SHLDR YES AGNST FOR
Majority Vote Standard
Proposal regarding Auditor SHLDR YES AGNST FOR
Independence
Issuer: Aqua America, Inc.
Ticker: WTR
CUSIP: 03836W-20-3
Meeting Date: 05/19/2005
Election of Directors MGMT YES FOR ALL FOR
Issuer: Aquila, Inc.
Ticker: ILA
CUSIP: 03840P-10-2
Meeting Date: 05/04/2005
Election of Directors MGMT YES FOR ALL FOR
Issuer: Arch Coal, Inc.
Ticker: ACI
CUSIP: 039380-10-0
Meeting Date: 04/28/2005
Election of Directors MGMT YES FOR ALL FOR
IRS Code Section 162(m) approval for MGMT YES FOR FOR
Incentive Compensation Plan for
Executive Officers
Issuer: Baker Hughes Incorporated
Ticker: BHI
CUSIP: 057224-10-7
Meeting Date: 04/28/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Proposal to amend Company's Restated MGMT YES FOR FOR
Certificate of Incorporation to
declassify the Board of Directors and
provide for the annual election of
all directors
Proposal regarding majority votes SHLDR YES AGNST FOR
protocol
Issuer: BJ Services Company
Ticker: BJS
CUSIP: 055482-10-3
Meeting Date: 3/24/2005
Election of Directors MGMT YES FOR ALL FOR
Issuer: BP p.l.c.
Ticker: BP
CUSIP: 055622-10-4
Meeting Date: 04/14/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Directors' authority to allot shares MGMT YES FOR FOR
(relevant securities)
Directors' authority to allot shares MGMT YES FOR FOR
(equity securities)
Proposal regarding Share buyback MGMT YES FOR FOR
Approval of Directors' Remuneration MGMT YES FOR FOR
Report
Renewal of Executive Directors' MGMT YES FOR FOR
Incentive Plan
Issuer: Burlington Resources Inc.
Ticker: BR
CUSIP: 122014-10-3
Meeting Date: 04/27/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Issuer: ChevronTexaco Corporation
Ticker: CVX
CUSIP: 166764-10-0
Meeting Date: 04/27/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Proposal on Director's Compensation SHLDR YES AGNST FOR
Proposal on future use of Executive SHLDR YES AGNST FOR
Severance Agreements
Proposal on Stock Option Expensing SHLDR YES AGNST FOR
Proposal on use of Animal Testing SHLDR YES AGNST FOR
Proposal on Oil and Gas Drilling in SHLDR YES AGNST FOR
Protected and Sensitive Areas
Proposal to Report on Ecuador SHLDR YES AGNST FOR
Issuer: Conocophillips
Ticker: COP
CUSIP: 20825C-10-4
Meeting Date: 05/05/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Proposal regarding Compensation SHLDR YES AGNST FOR
Limitations
Proposal regarding Director Election SHLDR YES AGNST FOR
Vote Standard
Issuer: Devon Energy
Ticker: DVN
CUSIP: 25179M-10-3
Meeting Date: 06/08/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Consider and vote on adoption of MGMT YES AGNST AGNST
Devon Energy Corporation 2005 Long-
Term Incentive Plan
Proposal for a director election vote SHLDR YES AGNST FOR
standard
Issuer: Duke Energy Corporation
Ticker: DUK
CUSIP: 264399-10-6
Meeting Date: 05/12/2005
Election of Directors MGMT YES FOR ALL FOR
Approval of amendments to Company's MGMT YES FOR FOR
Restated Articles of Incorporation to
eliminate classification of Company's
Board of Directors
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Issuer: E. I. Du Pont De Nemours and
Company
Ticker: DD
CUSIP: 263534-10-9
Meeting Date: 04/27/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Proposal on Government Service SHLDR YES AGNST FOR
Proposal on International Workplace SHLDR YES AGNST FOR
Standards
Proposal on Executive Compensation SHLDR YES AGNST FOR
Proposal on Animal Testing SHLDR YES AGNST FOR
Proposal on Genetically Modified Food SHLDR YES AGNST FOR
Proposal on Performance-Based Options SHLDR YES AGNST FOR
Proposal on Disclosure of PFOA Costs SHLDR YES AGNST FOR
Issuer: Energen Corporation
Ticker: EGN
CUSIP: 29265N-10-8
Meeting Date: 04/27/2005
Election of Directors MGMT YES FOR ALL FOR
Proposed amendment to Company's MGMT YES FOR FOR
Restated Certificate of Incorporation
increasing the number of authorized
shares of common stock
Issuer: EOG Resources, Inc.
Ticker: EOG
CUSIP: 26875P-10-1
Meeting Date: 05/03/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Approve amendment to Restated MGMT YES FOR FOR
Certificate of Inc. to increase the
number of authorized shares of Common
Stock
Issuer: Equitable Resources
Ticker: EQT
CUSIP: 294549-10-0
Meeting Date: 04/13/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Issuer: Exxon Mobil Corporation
Ticker: XOM
CUSIP: 30231G-10-2
Meeting Date: 05/25/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Proposal regarding Political SHLDR YES AGNST FOR
Contributions
Proposal regarding Board Compensation SHLDR YES AGNST FOR
Proposal regarding Industry SHLDR YES AGNST FOR
Experience
Proposal regarding ACEH Security SHLDR YES AGNST FOR
Report
Proposal regarding Amendment of EEO SHLDR YES AGNST FOR
Policy
Proposal regarding Biodiversity SHLDR YES AGNST FOR
Impact Report
Proposal regarding Climate Science SHLDR YES AGNST FOR
Report
Proposal regarding Kyoto Compliance SHLDR YES AGNST FOR
Report
Issuer: General Electric Company
Ticker: GE
CUSIP: 369604-10-3
Meeting Date: 04/27/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Proposal regarding Cumulative Voting SHLDR YES AGNST FOR
Proposal regarding report on Nuclear SHLDR YES AGNST FOR
Risk
Proposal regarding report on PCB SHLDR YES AGNST FOR
Cleanup Costs
Proposal regarding Curbing Over- SHLDR YES AGNST FOR
Extended Directors
Proposal regarding Report on SHLDR YES AGNST FOR
Sustainability
Proposal regarding Disclosure of SHLDR YES AGNST FOR
Political Contributions
Proposal regarding Animal Testing SHLDR YES AGNST FOR
Issuer: GlobalSantaFe
Ticker: GSF
CUSIP: G3930E-10-1
Meeting Date: 06/07/2005
Election of Directors MGMT YES FOR ALL FOR
Amendment to Company's 2003 Long-Term MGMT YES FOR FOR
Incentive Plan to reduce the number
of shares authorized for issuance
under the plan and increase the
number of such shares available for
full-value stock awards
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Issuer: Grant Prideco, Inc.
Ticker: GRP
CUSIP: 38821G-10-1
Meeting Date: 05/11/2005
Election of Directors MGMT YES FOR ALL FOR
Issuer: Holly Corporation
Ticker: HOC
CUSIP: 435758-30-5
Meeting Date: 05/09/2005
Election of Directors MGMT YES FOR ALL FOR
Issuer: Kerr-McGee Corporation
Ticker: KMG
CUSIP: 492386-10-7
Meeting Date: 05/10/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Approval of 2005 Long Term Incentive MGMT YES AGNST AGNST
Plan
Approval to Amend the Amended and MGMT YES FOR FOR
Restated Certificate of Incorporation
to Increase the Authorized Number of
Shares of Common Stock
Proposal requesting establishment of SHLDR YES AGNST FOR
an Office of the Board of Directors
Issuer: Keyspan Corporation
Ticker:
CUSIP:
Meeting Date: 05/20/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Issuer: Martin Marietta Materials,
Inc.
Ticker: MLM
CUSIP: 573284-10-6
Meeting Date: 05/24/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Issuer: MDU Resources Group, Inc.
Ticker: MDU
CUSIP: 552690-10-9
Meeting Date: 04/26/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Re-approve the material terms of the MGMT YES FOR FOR
performance goals under the 1997
Executive Long-Term Incentive Plan
Issuer: Murphy Oil Corporation
Ticker: MUR
CUSIP: 626717-10-2
Meeting Date: 05/11/2005
Election of Directors MGMT YES FOR ALL FOR
Proposed amendment to Company's MGMT YES FOR FOR
Certificate of Incorporation to
increase the number of authorized
shares of Common Stock
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Issuer: Nabors Industries, LTD.
Ticker: NBR
CUSIP: G6359F-10-3
Meeting Date: 06/07/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Amendment to the Amended and Restated MGMT YES FOR FOR
ByLaws to require shareholder
approval of certain dispositions of
Company assets
Amendment to 2003 Employee Stock Plan MGMT YES FOR FOR
to make non-employee directors
eligible participants
Shareholder proposal to require SHLDR YES AGNST FOR
Company to adopt a policy that a
significant amount of future stock
grants to senior executives be
performance-based
Issuer: National Fuel Gas Company
Ticker: NFG
CUSIP: 636180-10-1
Meeting Date: 02/17/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Amendment to Company's Restated MGMT YES FOR FOR
Certificate of Incorporation
Limitation of future Company benefits SHLDR YES AGNST FOR
for Executive Officers
Issuer: New Jersey Resources
Corporation
Ticker: NJR
CUSIP: 646025-10-6
Meeting Date: 01/19/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Issuer: Noble Corporation
Ticker: NE
CUSIP: G65422-10-0
Meeting Date: 04/28/2005
Election of Directors MGMT YES FOR FOR
Proposal to amend article 54 of MGMT YES FOR FOR
Company's articles of association to
increase the director retirement age
to 72 from 70
Proposal regarding 1992 Nonqualified MGMT YES FOR FOR
Stock Option Plan for Non-Employee
Directors
Proposal to amend Equity Compensation MGMT YES FOR FOR
Plan for Non-employee Directors
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Issuer: Noble Energy, Inc.
Ticker: NBL
CUSIP: 655044-10-5
Meeting Date: 04/26/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Approve 2005 Stock Plan for Non- MGMT YES FOR FOR
Employee Directors
Issuer: Noble Energy, Inc.
(Proposed Merger with Patina Oil &
Gas Corp.)
Ticker: NBL
CUSIP: 655044-10-5
Meeting Date: 05/11/2005
Proposal to approve the issuance of MGMT YES FOR FOR
shares of common stock
Proposal to amend Company's MGMT YES FOR FOR
certificate of incorporation to
increase the number of authorized
shares of common stock
Issuer: Occidental Petroleum
Corporation
Ticker: OXY
CUSIP: 674599-10-5
Meeting Date: 05/06/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Approval of 2005 Long-Term Incentive MGMT YES AGNST AGNST
Plan
Stockholder Statement opposing Board- SHLDR YES AGNST FOR
Sponsored Proposals
Vote regarding future golden SHLDR YES AGNST FOR
parachutes
Issuer: OfficeMax
Ticker: OMX
CUSIP: 67622P101
Meeting Date: 05/09/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Proposal regarding Classified Board SHLDR YES FOR AGNST
Issuer: Pioneer Natural Resources
Co. (Special Mtg.)
Ticker: PXD
CUSIP: 723787-10-7
Meeting Date: 09/28/2004
Issuance of shares of Pioneer Common MGMT YES FOR FOR
Stock in connection with the merger
of BC Merger Sub, Inc. with and into
Evergreen Resources, Inc.
Meeting Adjournment to solicit more MGMT YES FOR FOR
proxies
Issuer: Pioneer Natural Resources
Co.
Ticker: PXD
CUSIP: 723787-10-7
Meeting Date: 05/11/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Issuer: Questar Corporation
Ticker: STR
CUSIP: 748356-10-2
Meeting Date: 05/17/2005
Election of Directors MGMT YES FOR ALL FOR
Approve Annual Management Incentive MGMT YES FOR FOR
Plan II
Issuer: Rohm and Haas Company
Ticker: ROH
CUSIP: 775371-10-7
Meeting Date: 05/02/2005
Election of Directors MGMT YES FOR ALL FOR
Adoption of 2005 Non-employee MGMT YES FOR FOR
Directors' Stock Plan
Adoption of 2005 Non-Qualified MGMT YES FOR FOR
Savings Plan
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Issuer: Royal Dutch Petroleum
Company
Ticker: RD
CUSIP: 780257-80-4
Meeting Date: 06/28/2005
Review of Annual Accounts 2005 MGMT YES FOR FOR
Discussion of reserves and dividend MGMT YES FOR FOR
policy & declaration of total
dividend for 2004
Discharge of Managing Directors of MGMT YES FOR FOR
responsibility in respect of their
management for 2004 & Discharge of
members of Supervisory Board of
responsibility for their supervision
for 2004
Appointment of a member of the MGMT YES FOR FOR
Supervisory Board owing to retirement
by rotation
Authorization for the acquisition of MGMT YES FOR FOR
ordinary shares
Cancellation of ordinary shared held MGMT YES FOR FOR
by Company
Corporate Governance MGMT YES FOR FOR
Proposal for unification of Company MGMT YES FOR FOR
and The "Shell" Transport and Trading
Company, p.l.c. - Discussion of
public exchange offer issued by
Company for all ordinary shares &
Approval of Implementation Agreement
Proposal to amend articles of MGMT YES FOR FOR
association of Company, grant
authorization to acquire all 1,500
priority shares, as well as
subsequent cancellation of all
priority shares thus acquired
Appointment of Non-executive MGMT YES FOR ALL FOR
Directors
Adoption of remuneration policy for MGMT YES FOR FOR
Board of Directors
Approval of amended Long-Term MGMT YES FOR FOR
Incentive Plan
Approval of amended Restricted Share MGMT YES FOR FOR
Plan
Approval of amended Deferred Bonus MGMT YES FOR FOR
Plan
Issuer: Schlumberger Limited
Ticker: SLB
CUSIP: 806857-10-8
Meeting Date: 04/13/2005
Election of Directors MGMT YES FOR ALL FOR
Approval of Company's Consolidated MGMT YES FOR FOR
Balance Sheet, Consolidated Statement
of Income and Declaration of
Dividends
Adoption of amendments to the MGMT YES FOR FOR
Articles of Incorporation: (a)
revisions to comply with changes in
Netherlands Antilles law; (b)
revisions to take advantage of the
flexibility provided by Netherlands
Antilles law OR clarify or update
provisions of Company Articles of
Incorporation.
Adoption of 2005 Stock Option Plan MGMT YES AGNST AGNST
Approve adoption of amendment to MGMT YES FOR FOR
Discounted Stock Purchase Plan
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Issuer: Smurfit-Stone Container
Corporation
Ticker: SSCC
CUSIP: 832727-10-1
Meeting Date: 05/11/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Issuer: Total S.A.
Ticker: TOT
CUSIP: 89151E-10-9
Meeting Date: 05/17/2005
Report of BOD on operations and MGMT YES FOR FOR
financial statements for the year
ended 12/21/2004. Auditors' general
report on these financial statements.
Approval of parent company financial MGMT YES FOR FOR
statements dated 12/31/2004
Approval of the Group's consolidated MGMT YES FOR FOR
financial statements dated 12/31/2004
Allocation of earnings, declaration MGMT YES FOR FOR
of dividend and dividend payment date
Special report of auditors on MGMT YES FOR FOR
agreements covered by Article L. 225-
38 of the French Commercial Code
Authorization for the BOD to trade MGMT YES FOR FOR
the shares of the Company
Election of Directors MGMT YES FOR ALL FOR
Delegation of authority to BOD for MGMT YES FOR FOR
the purpose of issuing convertible or
other equity securities with
preferential subscription rights
Delegation of authority to BOD to use MGMT YES FOR FOR
the aforementioned delegation to
issue convertible or other equity-
related securities without
preferential subscription rights
Delegation of authority to BOD for MGMT YES FOR FOR
the purpose of conducting capital
increases reserved for employees
participating in a company savings
plan
Authorization for the BOD to grant MGMT YES FOR FOR
(for no consideration) shares of the
Company to employees and executive
officers of the Company and of Group
companies
Issuer: Weatherford International
LTD.
Ticker: WFT
CUSIP: G95089-10-1
Meeting Date: 05/13/2005
Election of Directors MGMT YES FOR ALL FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Issuer: The Williams Companies, Inc.
Ticker: WMB
CUSIP: 969457-10-0
Meeting Date: 05/19/2005
Election of Directors MGMT YES FOR FOR
Ratification of appt. of Ind. MGMT YES FOR FOR
Auditors
Proposal for a majority vote standard SHLDR YES AGNST FOR
for board elections
Issuer: XTO Energy (Special
Mtg.)
Ticker: XTO
CUSIP: 98385X-10-6
Meeting Date: 11/16/2004
Approval of the Company 2004 Stock MGMT YES AGNST AGNST
Incentive Plan
Issuer: XTO Energy
Ticker: XTO
CUSIP: 98385X-10-6
Meeting Date: 05/17/2005
Election of Directors MGMT YES FOR ALL 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.
PETROLEUM & RESOURCES CORPORATION
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(Registrant)
BY: /s/ Douglas G. Ober
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Douglas G. Ober
Chief Executive Officer
(Principal Executive Officer)
Date: July 20, 2005