------------------------ OMB APPROVAL ------------------------ OMB Number: 3235-0582 Expires: April 30, 2009 Estimated average burden hours per response..14.4 ------------------------ 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 811-05569 FRANKLIN UNIVERSAL TRUST ------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) ONE FRANKLIN PARKWAY, SAN MATEO, CA 94403-1906 ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) CRAIG S. TYLE, ONE FRANKLIN PARKWAY, SAN MATEO, CA 94403-1906 -------------------------------------------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: (650) 312-2000 --------------------------- Date of fiscal year end: 8/31 ------------------ Date of reporting period: 6/30/08 ------------------ ITEM 1. PROXY VOTING RECORDS. =========================== FRANKLIN UNIVERSAL TRUST =========================== ALLIANT ENERGY CORP. Ticker: LNT Security ID: 018802108 Meeting Date: MAY 15, 2008 Meeting Type: Annual Record Date: MAR 20, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William D. Harvey For For Management 1.2 Elect Director James A. Leach For For Management 1.3 Elect Director Singleton B. Mcallister For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- AMEREN CORPORATION Ticker: AEE Security ID: 023608102 Meeting Date: APR 22, 2008 Meeting Type: Annual Record Date: FEB 22, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Stephen F. Brauer For For Management 1.2 Elect Director Susan S. Elliott For For Management 1.3 Elect Director Walter J. Galvin For For Management 1.4 Elect Director Gayle P. W. Jackson For For Management 1.5 Elect Director James C. Johnson For For Management 1.6 Elect Director Charles W. Mueller For For Management 1.7 Elect Director Douglas R. Oberhelman For For Management 1.8 Elect Director Gary L. Rainwater For For Management 1.9 Elect Director Harvey Saligman For For Management 1.10 Elect Director Patrick T. Stokes For For Management 1.11 Elect Director Jack D. Woodard For For Management 2 Ratify Auditors For For Management 3 Report on Reducing Releases of Against Against Shareholder Radioactive Materials from Callaway Facility -------------------------------------------------------------------------------- AMERICAN ELECTRIC POWER CO. Ticker: AEP Security ID: 025537101 Meeting Date: APR 22, 2008 Meeting Type: Annual Record Date: FEB 27, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director E.R. Brooks For For Management 1.2 Elect Director Ralph D. Crosby, Jr. For For Management 1.3 Elect Director Linda A. Goodspeed For For Management 1.4 Elect Director Lester A. Hudson, Jr. For For Management 1.5 Elect Director Lionel L. Nowell III For For Management 1.6 Elect Director Kathryn D. Sullivan For For Management 1.7 Elect Director Donald M. Carlton For For Management 1.8 Elect Director John P. DesBarres For For Management 1.9 Elect Director Thomas E. Hoaglin For For Management 1.10 Elect Director Michael G. Morris For For Management 1.11 Elect Director Richard L. Sandor For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- ANGLOGOLD ASHANTI LTD. Ticker: AU Security ID: 035128206 Meeting Date: MAY 6, 2008 Meeting Type: Annual Record Date: MAR 24, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 ADOPTION OF FINANCIAL STATEMENTS For For Management 2 RE-ELECTION OF DR TJ MOTLATSI AS A For For Management DIRECTOR 3 RE-ELECTION OF MR WA NAIRN AS A DIRECTOR For For Management 4 RE-ELECTION OF MR SM PITYANA AS A For For Management DIRECTOR 5 ELECTION OF MR M CUTIFANI AS A DIRECTOR For For Management 6 GENERAL AUTHORITY TO DIRECTORS TO ALLOT For For Management AND ISSUE ORDINARY SHARES 7 AUTHORITY TO DIRECTORS TO ISSUE ORDINARY For For Management SHARES FOR CASH 8 SPECIFIC AUTHORITY FOR DIRECTORS TO ALLOT For For Management AND ISSUE ORDINARY SHARES IN TERMS OF THE GOLDEN CYCLE TRANSACTION 9 GENERAL AUTHORITY FOR DIRECTORS TO ISSUE For For Management CONVERTIBLE BONDS 10 AMENDMENT TO THE ANGLOGOLD ASHANTI BONUS For For Management SHARE PLAN 2005 11 AMENDMENTS TO THE COMPANY S ARTICLE OF For For Management ASSOCIATION 12 ACQUISITION OF COMPANY S OWN SHARES For For Management -------------------------------------------------------------------------------- ANGLOGOLD ASHANTI LTD. Ticker: AU Security ID: 035128206 Meeting Date: MAY 22, 2008 Meeting Type: Annual Record Date: MAY 8, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 GENERAL AUTHORITY TO ALLOT AND ISSUE For For Management SHARES BY WAY OF A RENOUNCEABLE RIGHTS OFFER -------------------------------------------------------------------------------- ATMOS ENERGY CORP. Ticker: ATO Security ID: 049560105 Meeting Date: FEB 6, 2008 Meeting Type: Annual Record Date: DEC 10, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Travis W. Bain II For For Management 1.2 Elect Director Dan Busbee For For Management 1.3 Elect Director Richard W. Douglas For For Management 1.4 Elect Director Richard K. Gordon For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- BARRICK GOLD CORP. Ticker: ABX Security ID: 067901108 Meeting Date: MAY 6, 2008 Meeting Type: Annual Record Date: MAR 18, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director H.L. Beck For For Management 1.2 Elect Director C.W.D. Birchall For For Management 1.3 Elect Director D.J. Carty For For Management 1.4 Elect Director G. Cisneros For For Management 1.5 Elect Director M.A. Cohen For For Management 1.6 Elect Director P.A. Crossgrove For For Management 1.7 Elect Director R.M. Franklin For For Management 1.8 Elect Director P.C. Godsoe For For Management 1.9 Elect Director J.B. Harvey For For Management 1.10 Elect Director B. Mulroney For For Management 1.11 Elect Director A. Munk For For Management 1.12 Elect Director P. Munk For For Management 1.13 Elect Director S.J. Shapiro For For Management 1.14 Elect Director G.C. Wilkins For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Repeal and Replacement of By-Law 1. For For Management 4 Hire Expert Panel to Publish Annual Against Against Shareholder Recommendations on Pascua-Lama Project -------------------------------------------------------------------------------- CENTERPOINT ENERGY INC. Ticker: CNP Security ID: 15189T107 Meeting Date: APR 24, 2008 Meeting Type: Annual Record Date: FEB 25, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director O. Holcombe Crosswell For For Management 2 Elect Director Janiece M. Longoria For For Management 3 Elect Director Thomas F. Madison For For Management 4 Elect Director Sherman M. Wolff For For Management 5 Declassify the Board of Directors For For Management 6 Ratify Auditors For For Management 7 Other Business None Against Management -------------------------------------------------------------------------------- DOMINION RESOURCES, INC. Ticker: D Security ID: 25746U109 Meeting Date: MAY 9, 2008 Meeting Type: Annual Record Date: FEB 29, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Peter W. Brown For For Management 2 Elect Director George A. Davidson, Jr. For For Management 3 Elect Director Thomas F. Farrell, II For For Management 4 Elect Director John W. Harris For For Management 5 Elect Director Robert S. Jepson, Jr. For For Management 6 Elect Director Mark J. Kington For For Management 7 Elect Director Benjamin J. Lambert, III For For Management 8 Elect Director Margaret A. McKenna For For Management 9 Elect Director Frank S. Royal For For Management 10 Elect Director David A. Wollard For For Management 11 Ratify Auditors For For Management -------------------------------------------------------------------------------- DUKE ENERGY CORP. Ticker: DUK Security ID: 26441C105 Meeting Date: MAY 8, 2008 Meeting Type: Annual Record Date: MAR 13, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William Barnet, III For For Management 1.2 Elect Director G. Alex Bernhardt, Sr. For For Management 1.3 Elect Director Michael G. Browning For For Management 1.4 Elect Director Daniel R. DiMicco For For Management 1.5 Elect Director Ann Maynard Gray For For Management 1.6 Elect Director James H. Hance, Jr For For Management 1.7 Elect Director James T. Rhodes For For Management 1.8 Elect Director James E. Rogers For For Management 1.9 Elect Director Mary L. Schapiro For For Management 1.10 Elect Director Philip R. Sharp For For Management 1.11 Elect Director Dudley S. Taft For For Management 2 Ratify Auditors For For Management 3 Amend Executive Incentive Bonus Plan For For Management -------------------------------------------------------------------------------- EDISON INTERNATIONAL Ticker: EIX Security ID: 281020107 Meeting Date: APR 24, 2008 Meeting Type: Annual Record Date: FEB 25, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John E. Bryson For For Management 1.2 Elect Director Vanessa C.L. Chang For For Management 1.3 Elect Director France A. Cordova For For Management 1.4 Elect Director Theodore F. Craver, Jr. For For Management 1.5 Elect Director Charles B. Curtis For For Management 1.6 Elect Director Bradford M. Freeman For For Management 1.7 Elect Director Luis G. Nogales For For Management 1.8 Elect Director Ronald L. Olson For Withhold Management 1.9 Elect Director James M. Rosser For For Management 1.10 Elect Director Richard T. Schlosberg, III For For Management 1.11 Elect Director Thomas C. Sutton For For Management 1.12 Elect Director Brett White For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation -------------------------------------------------------------------------------- ENTERGY CORP. Ticker: ETR Security ID: 29364G103 Meeting Date: MAY 2, 2008 Meeting Type: Annual Record Date: MAR 4, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Maureen Scannell Bateman For For Management 2 Elect Director W. Frank Blount For For Management 3 Elect Director Simon D. DeBree For For Management 4 Elect Director Gary W. Edwards For For Management 5 Elect Director Alexis M. Herman For For Management 6 Elect Director Donald C. Hintz For For Management 7 Elect Director J. Wayne Leonard For For Management 8 Elect Director Stuart L. Levenick For For Management 9 Elect Director James R. Nichols For For Management 10 Elect Director William A. Percy, II For For Management 11 Elect Director W.J. Tauzin For For Management 12 Elect Director Steven V. Wilkinson For For Management 13 Ratify Auditors For For Management 14 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 15 Limit Executive Compensation Against Against Shareholder 16 Report on Political Contributions Against Against Shareholder 17 Amend Articles/Bylaws/Charter -- Call Against Against Shareholder Special Meetings -------------------------------------------------------------------------------- EXELON CORP. Ticker: EXC Security ID: 30161N101 Meeting Date: APR 29, 2008 Meeting Type: Annual Record Date: MAR 3, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Bruce DeMars For For Management 2 Elect Director Nelson A. Diaz For For Management 3 Elect Director Paul L. Joskow For For Management 4 Elect Director John W. Rowe For For Management 5 Ratify Auditors For For Management 6 Report on Global Warming Against Against Shareholder -------------------------------------------------------------------------------- FIRSTENERGY CORPORATION Ticker: FE Security ID: 337932107 Meeting Date: MAY 20, 2008 Meeting Type: Annual Record Date: MAR 21, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paul T. Addison For For Management 1.2 Elect Director Anthony J. Alexander For For Management 1.3 Elect Director Michael J. Anderson For For Management 1.4 Elect Director Carol A. Cartwright For Withhold Management 1.5 Elect Director William T. Cottle For Withhold Management 1.6 Elect Director Robert B. Heisler, Jr. For For Management 1.7 Elect Director Ernest J. Novak, Jr. For For Management 1.8 Elect Director Catherine A. Rein For For Management 1.9 Elect Director George M. Smart For Withhold Management 1.10 Elect Director Wes M. Taylor For For Management 1.11 Elect Director Jesse T. Williams, Sr. For Withhold Management 2 Ratify Auditors For For Management 3 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 4 Adopt a Policy Establishing an Engagement Against Against Shareholder Process to Shareholder Proposals 5 Reduce Supermajority Vote Requirement Against For Shareholder 6 Require a Majority Vote for the Election Against For Shareholder of Directors -------------------------------------------------------------------------------- FPL GROUP, INC. Ticker: FPL Security ID: 302571104 Meeting Date: MAY 23, 2008 Meeting Type: Annual Record Date: MAR 24, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Sherry S. Barrat For For Management 1.2 Elect Director Robert M. Beall, II For For Management 1.3 Elect Director J. Hyatt Brown For Withhold Management 1.4 Elect Director James L. Camaren For For Management 1.5 Elect Director J. Brian Ferguson For For Management 1.6 Elect Director Lewis Hay, III For For Management 1.7 Elect Director Toni Jennings For For Management 1.8 Elect Director Oliver D. Kingsley, Jr. For For Management 1.9 Elect Director Rudy E. Schupp For For Management 1.10 Elect Director Michael H. Thaman For For Management 1.11 Elect Director Hansel E. Tookes, II For For Management 1.12 Elect Director Paul R. Tregurtha For For Management 2 Ratify Auditors For For Management 3 Approve Executive Incentive Bonus Plan For For Management 4 Report on Global Warming Against Against Shareholder -------------------------------------------------------------------------------- FRANKLIN UNIVERSAL TRUST Ticker: FT Security ID: 355145103 Meeting Date: MAR 14, 2008 Meeting Type: Proxy Contest Record Date: JAN 14, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Trustee Harris J. Ashton For For Management 1.2 Elect Trustee Robert F. Carlson For For Management 1.3 Elect Trustee Sam Ginn For For Management 1.4 Elect Trustee Edith E. Holiday For For Management 1.5 Elect Trustee Edward B. Jamieson For For Management 1.6 Elect Trustee Charles B. Johnson For For Management 1.7 Elect Trustee Rupert H. Johnson, Jr. For For Management 1.8 Elect Trustee Frank W.T. Lahaye For For Management 1.9 Elect Trustee Frank A. Olson For For Management 1.10 Elect Trustee Larry D. Thompson For For Management 1.11 Elect Trustee John B. Wilson For For Management 2 Reorganize Closed-End Fund into Open-End Against Against Shareholder Fund 1.1 Elect Trustee Andrew Dakos For None Shareholder 1.2 Elect Trustee Phillip Goldstein For None Shareholder 1.3 Elect Trustee Gerald Hellerman For None Shareholder 1.4 Elect Trustee Rajeev Das For None Shareholder 1.5 Elect Trustee Glenn Goodstein For None Shareholder 1.6 Elect Trustee Steve Samuels For None Shareholder 2 Reorganize Closed-End Fund into Open-End For None Shareholder Fund -------------------------------------------------------------------------------- PINNACLE WEST CAPITAL CORP. Ticker: PNW Security ID: 723484101 Meeting Date: MAY 21, 2008 Meeting Type: Annual Record Date: MAR 24, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Edward N. Basha, Jr. For For Management 1.2 Elect Director Susan Clark-Johnson For For Management 1.3 Elect Director Michael L. Gallagher For Withhold Management 1.4 Elect Director Pamela Grant For For Management 1.5 Elect Director Roy A. Herberger, Jr. For For Management 1.6 Elect Director William S. Jamieson For For Management 1.7 Elect Director Humberto S. Lopez For For Management 1.8 Elect Director Kathryn L. Munro For For Management 1.9 Elect Director Bruce J. Nordstrom For For Management 1.10 Elect Director W. Douglas Parker For For Management 1.11 Elect Director William J. Post For For Management 1.12 Elect Director William L. Stewart For For Management 2 Reduce Supermajority Vote Requirement For For Management 3 Ratify Auditors For For Management -------------------------------------------------------------------------------- PROGRESS ENERGY, INC. Ticker: PGN Security ID: 743263105 Meeting Date: MAY 14, 2008 Meeting Type: Annual Record Date: MAR 7, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director James E. Bostic For For Management 2 Elect Director David L. Burner For For Management 3 Elect Director Harris E. DeLoach, Jr. For For Management 4 Elect Director William D. Johnson For For Management 5 Elect Director Robert W. Jones For For Management 6 Elect Director W. Steven Jones For For Management 7 Elect Director E. Marie McKee For Against Management 8 Elect Director John H. Mullin, III For For Management 9 Elect Director Charles W. Pryor, Jr. For For Management 10 Elect Director Carlos A. Saladrigas For For Management 11 Elect Director Theresa M. Stone For For Management 12 Elect Director Alfred C. Tollison, Jr. For For Management 13 Ratify Auditors For For Management 14 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation -------------------------------------------------------------------------------- PUBLIC SERVICE ENTERPRISE GROUP INC. Ticker: PEG Security ID: 744573106 Meeting Date: APR 15, 2008 Meeting Type: Annual Record Date: FEB 15, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Conrad K. Harper For For Management 1.2 Elect Director Shirley Ann Jackson For For Management 1.3 Elect Director Thomas A. Renyi For For Management 2 Ratify Auditors For For Management 3 Limit Executive Compensation Against Against Shareholder 4 Require Director Nominee Qualifications Against Against Shareholder 5 Require Two Candidates for Each Board Against Against Shareholder Seat -------------------------------------------------------------------------------- SEMPRA ENERGY Ticker: SRE Security ID: 816851109 Meeting Date: MAY 22, 2008 Meeting Type: Annual Record Date: APR 4, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Richard A. Collato For For Management 2 Elect Director Wilford D. Godbold Jr. For For Management 3 Elect Director Richard G. Newman For For Management 4 Elect Director Carlos Ruiz Sacristan For For Management 5 Elect Director William C. Rusnack For For Management 6 Elect Director William P. Rutledge For For Management 7 Elect Director Lynn Schenk For For Management 8 Elect Director Neal E. Schmale For For Management 9 Ratify Auditors For For Management 10 Approve Omnibus Stock Plan For For Management 11 Eliminate Supermajority Vote Requirement For For Management 12 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation -------------------------------------------------------------------------------- SOUTHERN COMPANY Ticker: SO Security ID: 842587107 Meeting Date: MAY 28, 2008 Meeting Type: Annual Record Date: MAR 31, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Juanita Powell Baranco For For Management 1.2 Elect Director Dorrit J. Bern For For Management 1.3 Elect Director Francis S. Blake For For Management 1.4 Elect Director Jon A. Boscia For For Management 1.5 Elect Director Thomas F. Chapman For For Management 1.6 Elect Director H. William Habermeyer, Jr. For For Management 1.7 Elect Director Warren A. Hood, Jr. For For Management 1.8 Elect Director Donald M. James For For Management 1.9 Elect Director J. Neal Purcell For For Management 1.10 Elect Director David M. Ratcliffe For For Management 1.11 Elect Director William G. Smith, Jr. For For Management 1.12 Elect Director Gerald J. St. Pe For For Management 2 Ratify Auditors For For Management 3 Adopt Majority Voting and Eliminate For For Management Cumulative Voting for Uncontested Election of Directors 4 Eliminate Cumulative Voting For For Management 5 Adopt Quantitative GHG Goals From Against Against Shareholder Operations -------------------------------------------------------------------------------- SPECTRA ENERGY CORP. Ticker: SE Security ID: 847560109 Meeting Date: OCT 31, 2007 Meeting Type: Annual Record Date: SEP 14, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Pamela L. Carter For For Management 1.2 Elect Director William T. Esrey For For Management 1.3 Elect Director Fred J. Fowler For For Management 1.4 Elect Director Dennis R. Hendrix For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- SPECTRA ENERGY CORP. Ticker: SE Security ID: 847560109 Meeting Date: MAY 8, 2008 Meeting Type: Annual Record Date: MAR 10, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paul M. Anderson For For Management 1.2 Elect Director Austin A. Adams For For Management 1.3 Elect Director F. Anthony Comper For For Management 1.4 Elect Director Michael McShane For For Management 2 Amend Omnibus Stock Plan For For Management 3 Approve Executive Incentive Bonus Plan For For Management 4 Ratify Auditors For For Management -------------------------------------------------------------------------------- TXU CORP. Ticker: TXU Security ID: 873168108 Meeting Date: SEP 7, 2007 Meeting Type: Annual Record Date: JUL 19, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management 3.1 Elect Director Leldon E. Echols For For Management 3.2 Elect Director Kerney Laday For For Management 3.3 Elect Director Jack E. Little For For Management 3.4 Elect Director Gerardo I. Lopez For For Management 3.5 Elect Director J. E. Oesterreicher For For Management 3.6 Elect Director Michael W. Ranger For For Management 3.7 Elect Director Leonard H. Roberts For For Management 3.8 Elect Director Glenn F. Tilton For For Management 3.9 Elect Director C. John Wilder For For Management 4 Ratify Auditors For For Management 5 Adopt Quantitative Emissions Goals Against Against Shareholder 6 Report on Political Contributions Against Against Shareholder 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) FRANKLIN UNIVERSAL TRUST By (Signature and Title)*/s/GALEN G. VETTER ------------------------------------------------------ Galen G. Vetter, Chief Executive Officer - Finance and Administration Date AUGUST 27, 2008 ---------------------- * PRINT THE NAME AND TITLE OF EACH SIGNING OFFICER UNDER HIS OR HER SIGNATURE.