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                                  UNITED STATES                             OMB APPROVAL
                       SECURITIES AND EXCHANGE COMMISSION               OMB Number:    3235-0582
                              WASHINGTON, DC 20549                      Expires:  March 31, 2006
                                                                        Estimated average burden
                                    FORM N-PX                           hours per response..14.4



          ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT
                               INVESTMENT COMPANY


Investment Company Act file number  811-21770
                                  ---------------------------------------------

                  SunAmerica Focused Alpha Growth Fund, Inc.
-------------------------------------------------------------------------------
               (Exact name of registrant as specified in charter)

Harborside Financial Center, 3200 Plaza 5, Jersey City, NJ         07311
-------------------------------------------------------------------------------
   (Address of principal executive offices)                      (Zip code)

                                   John Genoy
                                   President
                       SunAmerica Asset Management Corp.
                          Harborside Financial Center
                                  3200 Plaza 5
                           Jersey City, NJ 07311-4992
-------------------------------------------------------------------------------
                     (Name and address of agent for service)

Registrant's telephone number, including area code:   201-324-6414
                                                    ---------------------------
Date of fiscal year end:  12/31
                        -----------------------
Date of reporting period:  7/1/2008-6/30/2009
                         ----------------------

         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 (Sections
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 policy making 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. Section 3507.

******************************* FORM N-Px REPORT *******************************

ICA File Number: 811-21770
Reporting Period: 07/01/2008 - 06/30/2009
SunAmerica Focused Alpha Growth Fund, Inc









===================== SUNAMERICA FOCUSED ALPHA GROWTH FUND =====================


APPLE INC.

Ticker:       AAPL           Security ID:  037833100
Meeting Date: FEB 25, 2009   Meeting Type: Annual
Record Date:  DEC 29, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William V. Campbell      For       For          Management
1.2   Elect Director Millard S. Drexler       For       For          Management
1.3   Elect Director Albert A. Gore, Jr.      For       For          Management
1.4   Elect Director Steven P. Jobs           For       For          Management
1.5   Elect Director Andrea Jung              For       For          Management
1.6   Elect Director A.D. Levinson            For       For          Management
1.7   Elect Director Eric E. Schmidt          For       For          Management
1.8   Elect Director Jerome B. York           For       For          Management
2     Report on Political Contributions       Against   Against      Shareholder
3     Adopt Principles for Health Care Reform Against   Against      Shareholder
4     Prepare Sustainability Report           Against   Against      Shareholder
5     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation


--------------------------------------------------------------------------------

CHURCH & DWIGHT CO., INC.

Ticker:       CHD            Security ID:  171340102
Meeting Date: APR 30, 2009   Meeting Type: Annual
Record Date:  MAR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director T. Rosie Albright        For       For          Management
1.2   Elect Director Ravichandra K. Saligram  For       For          Management
1.3   Elect Director Robert K. Shearer        For       For          Management
2     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

COMMUNITY HEALTH SYSTEMS, INC.

Ticker:       CYH            Security ID:  203668108
Meeting Date: MAY 19, 2009   Meeting Type: Annual
Record Date:  MAR 31, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director John A. Clerico          For       For          Management
2     Elect Director Julia B. North           For       For          Management
3     Elect Director Wayne T. Smith           For       For          Management
4     Elect Director James S. Ely, III        For       For          Management
5     Amend Omnibus Stock Plan                For       Against      Management
6     Amend Executive Incentive Bonus Plan    For       For          Management
7     Approve Omnibus Stock Plan              For       For          Management
8     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

DEVRY INC.

Ticker:       DV             Security ID:  251893103
Meeting Date: NOV 13, 2008   Meeting Type: Annual
Record Date:  SEP 19, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect  Director David S. Brown          For       For          Management
1.2   Elect  Director Lisa W. Pickrum         For       For          Management
1.3   Elect  Director Fernando Ruiz           For       For          Management
2     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

DICKS SPORTING GOODS INC

Ticker:       DKS            Security ID:  253393102
Meeting Date: JUN 3, 2009    Meeting Type: Annual
Record Date:  APR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William J. Colombo       For       For          Management
1.2   Elect Director David I. Fuente          For       For          Management
1.3   Elect Director Larry D. Stone           For       For          Management
2     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

EDWARDS LIFESCIENCES CORPORATION

Ticker:       EW             Security ID:  28176E108
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Mike R. Bowlin           For       For          Management
2     Elect Director Barbara J. McNeil        For       For          Management
3     Elect Director Michael A. Mussallem     For       For          Management
4     Elect Director William J. Link          For       For          Management
5     Amend Omnibus Stock Plan                For       For          Management
6     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

ENCORE ACQUISITION COMPANY

Ticker:       EAC            Security ID:  29255W100
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  MAR 11, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director I. Jon Brumley           For       Withhold     Management
1.2   Elect Director Jon S. Brumley           For       Withhold     Management
1.3   Elect Director John A. Bailey           For       Withhold     Management
1.4   Elect Director Martin C. Bowen          For       Withhold     Management
1.5   Elect Director Ted Collins, Jr.         For       Withhold     Management
1.6   Elect Director Ted A. Gardner           For       Withhold     Management
1.7   Elect Director John V. Genova           For       Withhold     Management
1.8   Elect Director James A. Winne III       For       Withhold     Management
2     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

Ticker:       EXPD           Security ID:  302130109
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark A. Emmert           For       For          Management
1.2   Elect Director R. Jordan Gates          For       For          Management
1.3   Elect Director Dan P. Kourkoumelis      For       For          Management
1.4   Elect Director Michael J. Malone        For       For          Management
1.5   Elect Director John W. Meisenbach       For       For          Management
1.6   Elect Director Peter J. Rose            For       For          Management
1.7   Elect Director James L.K. Wang          For       For          Management
1.8   Elect Director Robert R. Wright         For       For          Management
2     Approve Stock Option Plan               For       For          Management
3     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

FASTENAL CO.

Ticker:       FAST           Security ID:  311900104
Meeting Date: APR 21, 2009   Meeting Type: Annual
Record Date:  FEB 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert A. Kierlin        For       Withhold     Management
1.2   Elect Director Stephen M. Slaggie       For       Withhold     Management
1.3   Elect Director Michael M. Gostomski     For       For          Management
1.4   Elect Director Hugh L. Miller           For       For          Management
1.5   Elect Director Willard D. Oberton       For       Withhold     Management
1.6   Elect Director Michael J. Dolan         For       For          Management
1.7   Elect Director Reyne K. Wisecup         For       Withhold     Management
1.8   Elect Director Michael J. Ancius        For       For          Management
1.9   Elect Director Scott A. Satterlee       For       For          Management
2     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

GENERAL DYNAMICS CORP.

Ticker:       GD             Security ID:  369550108
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Nicholas D. Chabraja     For       For          Management
2     Elect Director James S. Crown           For       For          Management
3     Elect Director William P. Fricks        For       For          Management
4     Elect Director Jay L. Johnson           For       For          Management
5     Elect Director George A. Joulwan        For       For          Management
6     Elect Director Paul G. Kaminski         For       For          Management
7     Elect Director John M. Keane            For       For          Management
8     Elect Director Deborah J. Lucas         For       For          Management
9     Elect Director Lester L. Lyles          For       For          Management
10    Elect Director J. Christopher Reyes     For       For          Management
11    Elect Director Robert Walmsley          For       For          Management
12    Approve Omnibus Stock Plan              For       For          Management
13    Approve Nonqualified Employee Stock     For       For          Management
      Purchase Plan
14    Ratify Auditors                         For       For          Management
15    Report on Space-based Weapons Program   Against   Against      Shareholder
16    Adopt a Policy in which the Company     Against   For          Shareholder
      will not Make or Promise to Make Any
      Death Benefit Payments to Senior
      Executives


--------------------------------------------------------------------------------

GILEAD SCIENCES, INC.

Ticker:       GILD           Security ID:  375558103
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Paul Berg                For       For          Management
1.2   Elect Director John F. Cogan            For       For          Management
1.3   Elect Director Etienne F. Davignon      For       For          Management
1.4   Elect Director James M. Denny           For       For          Management
1.5   Elect Director Carla A. Hills           For       For          Management
1.6   Elect Director John W. Madigan          For       For          Management
1.7   Elect Director John C. Martin           For       For          Management
1.8   Elect Director Gordon E. Moore          For       For          Management
1.9   Elect Director Nicholas G. Moore        For       For          Management
1.10  Elect Director Richard J. Whitley       For       For          Management
1.11  Elect Director Gayle E. Wilson          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management


--------------------------------------------------------------------------------

GOOGLE INC

Ticker:       GOOG           Security ID:  38259P508
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Eric Schmidt             For       Withhold     Management
1.2   Elect Director Sergey Brin              For       Withhold     Management
1.3   Elect Director Larry Page               For       Withhold     Management
1.4   Elect Director L. John Doerr            For       Withhold     Management
1.5   Elect Director John L. Hennessy         For       Withhold     Management
1.6   Elect Director Arthur D. Levinson       For       Withhold     Management
1.7   Elect Director Ann Mather               For       Withhold     Management
1.8   Elect Director Paul S. Otellini         For       Withhold     Management
1.9   Elect Director K. Ram Shriram           For       Withhold     Management
1.10  Elect Director Shirley M. Tilghman      For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       Against      Management
4     Report on Political Contributions       For       For          Shareholder
5     Adopt Policies to Protect Freedom of    Against   Against      Shareholder
      Access to the Internet
6     Adopt Principles for Health Care Reform Against   Against      Shareholder


--------------------------------------------------------------------------------

HLTH CORP.

Ticker:       HLTH           Security ID:  40422Y101
Meeting Date: DEC 10, 2008   Meeting Type: Annual
Record Date:  OCT 24, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Neil F. Dimick           For       For          Management
1.2   Elect Director Joseph E. Smith          For       For          Management
2     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

ITC HOLDINGS CORP

Ticker:       ITC            Security ID:  465685105
Meeting Date: MAY 20, 2009   Meeting Type: Annual
Record Date:  APR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Edward G. Jepsen         For       For          Management
1.2   Elect Director Richard D. McLellan      For       For          Management
1.3   Elect Director William J. Museler       For       For          Management
1.4   Elect Director Hazel R. O Leary         For       For          Management
1.5   Elect Director Gordon Bennett Stewart   For       For          Management
1.6   Elect Director Lee C. Stewart           For       For          Management
1.7   Elect Director Joseph L. Welch          For       For          Management
2     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

JEFFERIES GROUP, INC.

Ticker:       JEF            Security ID:  472319102
Meeting Date: MAY 18, 2009   Meeting Type: Annual
Record Date:  MAR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard B. Handler       For       For          Management
1.2   Elect Director Brian P. Friedman        For       For          Management
1.3   Elect Director W. Patrick Campbell      For       For          Management
1.4   Elect Director Ian M. Cumming           For       Withhold     Management
1.5   Elect Director Richard G. Dooley        For       For          Management
1.6   Elect Director Robert E. Joyal          For       For          Management
1.7   Elect Director Michael T. O?Kane        For       For          Management
1.8   Elect Director Joseph S. Steinberg      For       For          Management
2     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

LAMAR ADVERTISING COMPANY

Ticker:       LAMR           Security ID:  512815101
Meeting Date: MAY 28, 2009   Meeting Type: Annual
Record Date:  APR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John Maxwell Hamilton    For       For          Management
1.2   Elect Director John E. Koerner, III     For       For          Management
1.3   Elect Director Edward H. McDermott      For       For          Management
1.4   Elect Director Stephen P. Mumblow       For       For          Management
1.5   Elect Director Thomas V. Reifenheiser   For       For          Management
1.6   Elect Director Anna Reilly              For       For          Management
1.7   Elect Director Kevin P. Reilly, Jr.     For       For          Management
1.8   Elect Director Wendell Reilly           For       For          Management
2     Amend Omnibus Stock Plan                For       Against      Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
5     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

LOCKHEED MARTIN CORP.

Ticker:       LMT            Security ID:  539830109
Meeting Date: APR 23, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director E. C. "Pete" Aldrige,    For       Against      Management
      Jr.
1.2   Elect Director Nolan D. Archibald       For       Against      Management
1.3   Elect Director David B. Burritt         For       For          Management
1.4   Elect Director James O. Ellis, Jr.      For       For          Management
1.5   Elect Director Gwendolyn S. King        For       For          Management
1.6   Elect Director James M. Loy             For       For          Management
1.7   Elect Director Douglas H. McCorkindale  For       Against      Management
1.8   Elect Director Joseph W. Ralston        For       For          Management
1.9   Elect Director Frank Savage             For       For          Management
1.10  Elect Director James Schneider          For       Against      Management
1.11  Elect Director Anne Stevens             For       Against      Management
1.12  Elect Director Robert J. Stevens        For       For          Management
1.13  Elect Director James R. Ukropina        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Reduce Supermajority Vote Requirement   For       For          Management
4     Report on Space-based Weapons Program   Against   Against      Shareholder
5     Adopt a Policy in which the Company     Against   For          Shareholder
      will not Make or Promise to Make Any
      Death Benefit Payments to Senior
      Executives
6     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation


--------------------------------------------------------------------------------

MASTERCARD INCORPORATED

Ticker:       MA             Security ID:  57636Q104
Meeting Date: JUN 9, 2009    Meeting Type: Annual
Record Date:  APR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard Haythornthwaite  For       For          Management
1.2   Elect Director David R. Carlucci        For       For          Management
1.3   Elect Director Robert W. Selander       For       For          Management
2     Amend Certificate of Incorporation to   For       For          Management
      Increase Size of Board and Amend
      Director Qualifications
3     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

MCDONALD'S CORP.

Ticker:       MCD            Security ID:  580135101
Meeting Date: MAY 27, 2009   Meeting Type: Annual
Record Date:  MAR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Robert A. Eckert         For       For          Management
2     Elect Director Enrique Hernandez, Jr.   For       For          Management
3     Elect Director Jeanne P. Jackson        For       For          Management
4     Elect Director Andrew J. McKenna        For       For          Management
5     Ratify Auditors                         For       For          Management
6     Amend Omnibus Stock Plan                For       For          Management
7     Approve Executive Incentive Bonus Plan  For       For          Management
8     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
9     Phase out Sales of Eggs from Battery    Against   Against      Shareholder
      Cage Hens


--------------------------------------------------------------------------------

MOHAWK INDUSTRIES, INC.

Ticker:       MHK            Security ID:  608190104
Meeting Date: MAY 13, 2009   Meeting Type: Annual
Record Date:  MAR 20, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Bruce C. Bruckmann       For       For          Management
1.2   Elect Director Frans G. De Cock         For       For          Management
1.3   Elect Director Larry W. McCurdy         For       For          Management
2     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

MONSANTO CO.

Ticker:       MON            Security ID:  61166W101
Meeting Date: JAN 14, 2009   Meeting Type: Annual
Record Date:  NOV 17, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Janice L. Fields         For       For          Management
2     Elect Director Hugh Grant               For       For          Management
3     Elect Director C. Steven McMillan       For       For          Management
4     Elect Director Robert J. Stevens        For       For          Management
5     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

MORNINGSTAR, INC.

Ticker:       MORN           Security ID:  617700109
Meeting Date: MAY 19, 2009   Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Joe Mansueto             For       For          Management
2     Elect Director Don Phillips             For       For          Management
3     Elect Director Cheryl Francis           For       For          Management
4     Elect Director Steve Kaplan             For       For          Management
5     Elect Director Bill Lyons               For       For          Management
6     Elect Director Jack Noonan              For       For          Management
7     Elect Director Frank Ptak               For       For          Management
8     Elect Director Paul Sturm               For       For          Management
9     Approve Executive Incentive Bonus Plan  For       For          Management
10    Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

MSCI INC.

Ticker:       MXB            Security ID:  55354G100
Meeting Date: APR 2, 2009    Meeting Type: Annual
Record Date:  FEB 3, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kenneth M. deRegt        For       Against      Management
1.2   Elect Director Benjamin F. duPont       For       For          Management
1.3   Elect Director Henry A. Fernandez       For       Against      Management
1.4   Elect Director James P. Gorman          For       Against      Management
1.5   Elect Director Linda H. Riefler         For       Against      Management
1.6   Elect Director Scott M. Sipprelle       For       For          Management
1.7   Elect Director Rodolphe M. Vallee       For       For          Management
2     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

SCHERING-PLOUGH CORP.

Ticker:       SGP            Security ID:  806605101
Meeting Date: MAY 18, 2009   Meeting Type: Annual
Record Date:  APR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas J. Colligan       For       For          Management
1.2   Elect Director Fred Hassan              For       For          Management
1.3   Elect Director C. Robert Kidder         For       For          Management
1.4   Elect Director Eugene R. McGrath        For       For          Management
1.5   Elect Director Antonio M. Perez         For       For          Management
1.6   Elect Director Patricia F. Russo        For       For          Management
1.7   Elect Director Jack L. Stahl            For       For          Management
1.8   Elect Director Craig B. Thompson        For       For          Management
1.9   Elect Director Kathryn C. Turner        For       For          Management
1.10  Elect Director Robert F.W. van Oordt    For       For          Management
1.11  Elect Director Arthur F. Weinbach       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Provide for Cumulative Voting           Against   For          Shareholder
4     Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings


--------------------------------------------------------------------------------

TOLL BROTHERS, INC.

Ticker:       TOL            Security ID:  889478103
Meeting Date: MAR 11, 2009   Meeting Type: Annual
Record Date:  JAN 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert S. Blank          For       For          Management
1.2   Elect Director Roger S. Hillas          For       For          Management
1.3   Elect Director Stephen A. Novick        For       For          Management
1.4   Elect Director Paul E. Shapiro          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Declassify the Board of Directors       Against   For          Shareholder
4     Require Independent Board Chairman      Against   For          Shareholder


--------------------------------------------------------------------------------

TRANSOCEAN INC.

Ticker:       RIG            Security ID:  G90073100
Meeting Date: DEC 8, 2008    Meeting Type: Special
Record Date:  OCT 27, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     APPROVAL OF THE MERGER TRANSACTION TO   For       For          Management
      BE EFFECTED BY THE SCHEMES OF
      ARRANGEMENT, ATTACHED TO THE
      ACCOMPANYING PROXY STATEMENT AS ANNEX
      B.
2     APPROVAL OF THE MOTION TO ADJOURN THE   For       For          Management
      MEETING TO A LATER DATE TO SOLICIT
      ADDITIONAL PROXIES IF THERE ARE
      INSUFFICIENT VOTES AT THE TIME OF THE
      MEETING TO APPROVE THE MERGER
      TRANSACTION.


--------------------------------------------------------------------------------

TRANSOCEAN LTD.

Ticker:       RIG            Security ID:  H8817H100
Meeting Date: MAY 15, 2009   Meeting Type: Annual
Record Date:  MAR 18, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     APPROVAL OF THE 2008 ANNUAL REPORT, THE For       For          Management
      CONSOLIDATED FINANCIALSTATEMENTS OF
      TRANSOCEAN LTD. FOR FISCAL YEAR 2008
      AND THESTATUTORY FINANCIAL STATEMENTS
      OF TRANSOCEAN LTD.
2     DISCHARGE OF THE MEMBERS OF THE BOARD   For       For          Management
      OF DIRECTORS AND THEEXECUTIVE OFFICERS
      FOR FISCAL YEAR 2008
3     APPROPRIATION OF THE AVAILABLE RETAINED For       For          Management
      EARNINGS WITHOUT PAYMENTOF A DIVIDEND
      TO SHAREHOLDERS FOR FISCAL YEAR 2008
      AND RELEASEOF CHF 3.5 BILLION OF LEGAL
      RESERVES TO OTHER RESERVES.
4     AUTHORIZATION OF A SHARE REPURCHASE     For       For          Management
      PROGRAM
5     APPROVAL OF THE LONG-TERM INCENTIVE     For       For          Management
      PLAN OF TRANSOCEAN LTD. INTHE FORM AS
      AMENDED AND RESTATED EFFECTIVE AS OF
      2/12/09
6     REELECTION OF CLASS I DIRECTOR FOR A    For       For          Management
      THREE YEAR TERM:W. RICHARD ANDERSON
7     REELECTION OF CLASS I DIRECTOR FOR A    For       For          Management
      THREE YEAR TERM:RICHARD L. GEORGE
8     REELECTION OF CLASS I DIRECTOR FOR A    For       For          Management
      THREE YEAR TERM:ROBERT L. LONG
9     REELECTION OF CLASS I DIRECTOR FOR A    For       For          Management
      THREE YEAR TERM:EDWARD R. MULLER
10    REELECTION OF CLASS III DIRECTOR FOR A  For       For          Management
      TWO-YEAR TERM:VICTOR E. GRIJALVA
11    APPOINTMENT OF ERNST & YOUNG LLP AS     For       For          Management
      TRANSOCEAN LTD. SINDEPENDENT REGISTERED
      PUBLIC ACCOUNTING FIRM FOR FISCAL
      YEAR2009 AND REELECTION OF ERNST &
      YOUNG LTD., ZURICH, AS TRANSOCEANLTD. S
      AUDITOR PURSUANT TO THE SWISS CODE OF
      OBLIGATIONS FOR AFURTHER ONE-YEA


--------------------------------------------------------------------------------

UNDER ARMOUR, INC.

Ticker:       UA             Security ID:  904311107
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  FEB 20, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kevin A. Plank           For       For          Management
1.2   Elect Director Byron K. Adams, Jr.      For       Withhold     Management
1.3   Elect Director Douglas E. Coltharp      For       For          Management
1.4   Elect Director Anthony W. Deering       For       For          Management
1.5   Elect Director A.B. Krongard            For       For          Management
1.6   Elect Director William R. McDermott     For       For          Management
1.7   Elect Director Harvey L. Sanders        For       For          Management
1.8   Elect Director Thomas J. Sippel         For       For          Management
2     Amend Omnibus Stock Plan                For       Against      Management
3     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

UNION PACIFIC CORP.

Ticker:       UNP            Security ID:  907818108
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Andrew H. Card, Jr.      For       For          Management
1.2   Elect Director Erroll B. Davis, Jr.     For       For          Management
1.3   Elect Director Thomas J. Donohue        For       For          Management
1.4   Elect Director Archie W. Dunham         For       For          Management
1.5   Elect Director Judith Richards Hope     For       For          Management
1.6   Elect Director Charles C. Krulak        For       For          Management
1.7   Elect Director Michael R. McCarthy      For       For          Management
1.8   Elect Director Michael W. McConnell     For       For          Management
1.9   Elect Director Thomas F. McLarty III    For       For          Management
1.10  Elect Director Steven R. Rogel          For       For          Management
1.11  Elect Director Jose H. Villarreal       For       For          Management
1.12  Elect Director James R. Young           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Report on Political Contributions       Against   For          Shareholder


--------------------------------------------------------------------------------

WYNN RESORTS LTD

Ticker:       WYNN           Security ID:  983134107
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Linda Chen               For       For          Management
1.2   Elect Director Elaine P. Wynn           For       For          Management
1.3   Elect Director John A. Moran            For       Withhold     Management
2     Ratify Auditors                         For       For          Management

========== END NPX REPORT

                                 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)   SunAmerica Focused Alpha Growth Fund, Inc.
             ------------------------------------------------------------------
By (Signature and Title)*  John Genoy, President
                         ------------------------------------------------------
Date  8/14/09
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