FORM N-PX



ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number: 811-00248
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THE ADAMS EXPRESS COMPANY
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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.
The Adams Express Company
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, 2004

Date of reporting period: July 1, 2003 - June 30, 2004



Item 1. Proxy Voting Record


             Description              Proposal     Voted        Vote      For/
                                        Type                              Agnst
                                                                          Mgmt

Issuer: Abbott Laboratories
Ticker: ABT
CUSIP: 002824-10-0
Meeting Date: 4/23/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of appt. of auditors for MGMT      YES          FOR          FOR
2004
Shareholder Proposal concerning       SHLDR     YES          AGNST        FOR
prescription drugs
Shareholder Proposal concerning       SHLDR     YES          AGNST        FOR
political contributions
Shareholder Proposal concerning stock SHLDR     YES          AGNST        FOR
options to Sr. Executives
Shareholder Proposal concerning       SHLDR     YES          AGNST        FOR
global infectious diseases

Issuer: Affymetrix, Inc.
Ticker: AFFX
CUSIP: 00826T-10-8
Meeting Date: 6/10/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Proposal concerning the approval of   MGMT      YES          AGNST        AGNST
Amended & Restated 2000 Equity
Incentive Plan
Proposal concerning ratification of   MGMT      YES          FOR          FOR
the appointment of independent
auditors

Issuer: Air Products and Chemicals,
Inc.
Ticker: APD
CUSIP: 009158-10-6
Meeting Date: 1/22/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of appointment of        MGMT      YES          FOR          FOR
independent Auditors

Issuer: Albemarle Corporation
Ticker: ALB
CUSIP: 012653-10-1
Meeting Date: 3/31/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of appt. of auditors for MGMT      YES          FOR          FOR
fiscal year ending 12/31/2004

Issuer: Alltel Corp.
Ticker: AT
CUSIP: 020039-10-3
Meeting Date: 4/22/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of appointment of        MGMT      YES          FOR          FOR
independent Auditors
Stockholder proposal related to       SHLDR     YES          AGNST        FOR
sexual orientation non-discrimination
policy

Issuer: AMBAC Financial Group, Inc.
Ticker: ABK
CUSIP: 023139-10-8
Meeting Date: 5/4/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Amend Certificate of Inc. to increase MGMT      YES          FOR          FOR
number of authorized shares of Common
Stock
Approve amends. to the Ambac 1997 Non-MGMT      YES          FOR          FOR
Employee Directors Equity Plan
Ratification of independent auditors  MGMT      YES          FOR          FOR
for 2004

Issuer: American International Group
Ticker: AIG
CUSIP: 026874-10-7
Meeting Date: 5/19/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Adopt CEO Annual Comp. Plan           MGMT      YES          FOR          FOR
Adopt Director Stock Plan             MGMT      YES          FOR          FOR
Ratification of selection of          MGMT      YES          FOR          FOR
independent Accountants for 2004
Shareholder proposal relating to      SHLDR     YES          AGNST        FOR
political contributions
Shareholder proposal relating to      SHLDR     YES          AGNST        FOR
Executive Officer Compensation
Shareholder proposal relating to      SHLDR     YES          AGNST        FOR
investments in tobacco equities

Issuer: Aqua America, Inc.
Ticker: WTR
CUSIP: 03836W-10-3
Meeting Date: 5/20/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Consider & act upon amendment to      MGMT      YES          FOR          FOR
Articles of Inc. increasing
authorized shares
Approve 2004 Equity Compensation Plan MGMT      YES          FOR          FOR

Issuer: BankNorth Group, Inc.
Ticker: BNK
CUSIP: 06646R-10-7
Meeting Date: 4/27/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of  appt. of independent MGMT      YES          FOR          FOR
Auditor

Issuer: Bank of America Corp. - Special Meeting re: Merger Proposal with
FleetBoston Financial Corporation
Ticker: BAC
CUSIP: 060505-10-4
Meeting Date: 3/17/2004
Proposal to adopt merger agreement    MGMT      YES          FOR          FOR
Proposal to adopt amended & restated  MGMT      YES          AGNST        AGNST
BOA 2003 Key Associate Stock Plan
Proposal to increase number of        MGMT      YES          FOR          FOR
authorized shares

Issuer: Bank of America Corp. -
Annual Meeting
Ticker: BAC
CUSIP: 060505-10-4
Meeting Date: 5/26/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of selection of          MGMT      YES          FOR          FOR
independent Accountants for 2004
Stockholder proposal re: annual mtg.  SHLDR     YES          AGNST        FOR
date
Stockholder proposal re: nomination   SHLDR     YES          AGNST        FOR
of directors
Stockholder proposal re: charitable   SHLDR     YES          AGNST        FOR
contributions
Stockholder proposal re: mutual fund  SHLDR     YES          AGNST        FOR
trading policies
Stockholder proposal re: privacy &    SHLDR     YES          AGNST        FOR
info. security

Issuer: BEA Systems, Inc.
Ticker: BEAS
CUSIP: 073325-10-2
Meeting Date: 6/11/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification & Approval of Appt. of   MGMT      YES          FOR          FOR
Independent Auditors

Issuer: BellSouth Corp.
Ticker: BLS
CUSIP: 079860-10-2
Meeting Date: 4/26/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of  appt. of independent MGMT      YES          FOR          FOR
Auditors for 2004
Proposal to amend the Companys bylaws MGMT      YES          FOR          FOR
to provide for annual election of
directors
Proposal regarding Stock & Incentive  MGMT      YES          AGNST        AGNST
Compensation Plan
Shareholder Proposal regarding        SHLDR     YES          AGNST        FOR
Executive Compensation
Shareholder Proposal regarding CEO    SHLDR     YES          AGNST        FOR
Compensation
Shareholder Proposal regarding        SHLDR     YES          AGNST        FOR
disclosure of political contributions

Issuer: BJ's Wholesale Club, Inc.
Ticker: BJ
CUSIP: 05548J-10-6
Meeting Date: 5/20/2004
Election of  Directors                MGMT      YES          FOR ALL      FOR
Approval of amd of Company's 1997     MGMT      YES          AGNST        AGNST
Stock Incentive Plan
Ratification of appt. of  independent MGMT      YES          FOR          FOR
Auditors for fiscal year ending
1/29/2005

Issuer: Black & Decker Corp.
Ticker: BDK
CUSIP: 091797-10-0
Meeting Date: 4/27/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of selection of          MGMT      YES          FOR          FOR
independent auditors
Approve the B&D 2004 Restricted Stock MGMT      YES          AGNST        AGNST
Plan
Shareholder Proposal regarding        SHLDR     YES          AGNST        FOR
current compensation system for Sr.
Executives


Issuer: Black Hills Corp.
Ticker: BKH
CUSIP: 092113-10-9
Meeting Date: 5/26/2004
Election of  Directors                MGMT      YES          FOR ALL      FOR
Ratification of appt. of  independent MGMT      YES          FOR          FOR
auditors

Issuer: BP plc ADR
Ticker: BP
CUSIP: 055622-10-4
Meeting Date: 4/15/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Reappointment of Auditors             MGMT      YES          FOR          FOR
Proposal regarding Amendments of the  MGMT      YES          FOR          FOR
Articles of Assn. including
retirement of directors
Proposals regarding Directors'        MGMT      YES          FOR          FOR
authority to allot shares
Proposal regarding Share buyback      MGMT      YES          FOR          FOR
Proposal regarding use of treasury    MGMT      YES          FOR          FOR
shares for employee share schemes
Proposal regarding the Directors' &   MGMT      YES          FOR          FOR
Non-Directors' Remuneration and
Reports
Shareholder proposal regarding        SHLDR     YES          AGNST        FOR
operations in protected areas, e.g.,
national parks and wildlife refuges

Issuer: Brinker International Inc.
Ticker: EAT
CUSIP: 109641-10-0
Meeting Date: 11/13/2003
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of independent Auditors  MGMT      YES          FOR          FOR
Shareholder Proposal regarding Co's.  SHLDR     YES          AGNST        FOR
policy for food products containing
genetically engineered ingredients

Issuer: Bristol-Myers Squibb Co.
Ticker: BMY
CUSIP: 110122-10-8
Meeting Date: 5/14/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Appointment of Independent Auditors   MGMT      YES          FOR          FOR
Stockholder Proposal Relating to      SHLDR     YES          AGNST        FOR
Publication of Political
Contributions
Stockholder Proposal Relating to      SHLDR     YES          AGNST        FOR
Prohibition of Political
Contributions
Stockholder Proposal Relating to      SHLDR     YES          AGNST        FOR
Separation of Chairman & CEO
Positions
Stockholder Proposal Relating to      SHLDR     YES          AGNST        FOR
HIV/AIDS-TB-Malaria

Issuer: CINergy Corp.
Ticker: CIN
CUSIP: 172474-10-8
Meeting Date: 5/4/2004
Stockholder Proposal Relating to      SHLDR     YES          AGNST        FOR
Director Vote Threshold
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of selection of          MGMT      YES          FOR          FOR
independent auditors

Issuer: Cisco Systems Inc.
Ticker: CSCO
CUSIP: 17275R-10-2
Meeting Date: 11/11/2003
Election of Directors                 MGMT      YES          FOR ALL      FOR
Approve amd & restatement of Employee MGMT      YES          FOR          FOR
Stock Purchase Plan, including
increase of shares
Ratification of  appt. of Independent MGMT      YES          FOR          FOR
Auditors for fiscal year ending July
31, 2004
Shareholder Proposal regarding prep.  SHLDR     YES          AGNST        FOR
of a report to stockholders on
certain Cisco hardware & software
products
Shareholder Proposal regarding        SHLDR     YES          AGNST        FOR
executive compensation

Issuer: Coca-Cola Co.
Ticker: KO
CUSIP: 191216-10-0
Meeting Date: 4/21/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of appt. of independent  MGMT      YES          FOR          FOR
auditors for fiscal year 2004
Stockholder Proposal Regarding        SHLDR     YES          AGNST        AGNST
economic impact study of Global
HIV/AIDS Pandemic
Stockholder Proposal Regarding Stock  SHLDR     YES          AGNST        FOR
Option Glass Ceiling Report
Stockholder Proposal Regarding        SHLDR     YES          AGNST        FOR
Compensation
Stockholder Proposal Regarding        SHLDR     YES          AGNST        FOR
Restricted Stock
Stockholder Proposal Regarding Sr.    SHLDR     YES          AGNST        FOR
Executive Participation in Co's.
Compensation & Deferral Investment
Program
Stockholder Proposal on The China     SHLDR     YES          AGNST        FOR
Business Principles
Stockholder Proposal Regarding        SHLDR     YES          AGNST        FOR
Separation Positions of CEO &
Chairman

Issuer: Compass Bancshares Inc.
Ticker: CBSS
CUSIP: 20449H-10-9
Meeting Date: 4/19/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Act on proposal to approve a monthly  MGMT      YES          FOR          FOR
investment plan for Compass Employees
Ratification of selection of          MGMT      YES          FOR          FOR
independent auditor for 2004

Issuer: ConocoPhillips
Ticker: COP
CUSIP: 20825C-10-4
Meeting Date: 5/5/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of appt. of independent  MGMT      YES          FOR          FOR
auditors for 2004
Approve 2004 Omnibus Stock &          MGMT      YES          AGNST        AGNST
Performance Incentive Plan
Shareholder Proposal regarding        SHLDR     YES          AGNST        FOR
Limitation on Executive Compensation
Shareholder Proposal regarding        SHLDR     YES          AGNST        FOR
Commonsense Executive Compensation
Proposal
Shareholder Proposal regarding        SHLDR     YES          AGNST        FOR
Drilling in the Arctic National
Wildlife Refuge

Issuer: Corning
Ticker: GLW
CUSIP: 219350-10-5
Meeting Date: 4/29/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of appt. of independent  MGMT      YES          FOR          FOR
auditors for fiscal year ending
12/31/2004
Shareholder Proposal regarding future SHLDR     YES          AGNST        FOR
severance agreements

Issuer: Dean Foods Co.
Ticker: DF
CUSIP: 242370-10-4
Meeting Date: 5/18/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of selection of          MGMT      YES          FOR          FOR
independent auditor for 2004

Issuer: DiamondCluster International
Inc.
Ticker: DTPI
CUSIP: 25278P-10-6
Meeting Date: 9/23/2003
Election of Directors                 MGMT      YES          FOR ALL      FOR
Approve plan of recapitalization to   MGMT      YES          FOR          FOR
convert all Class A & Class B Common
Stock into a new class of capital
stock called Common Stock and adopt
related amends to our Restated
Certificate of Inc.
Approve amds to the Emp. Stock        MGMT      YES          FOR          FOR
Purchase Plan
Ratify the recom. of the Audit        MGMT      YES          FOR          FOR
Committee to appoint independent
auditors for fiscal yr. 2004

Issuer: R.R. Donnelley & Sons Co.
Ticker: RRD
CUSIP: 257867-10-1
Meeting Date: 4/14/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Stockholder Proposal requesting the   SHLDR     YES          AGNST        FOR
arrangement of the sale of company to
the highest bidder
Stockholder Proposal requesting that  SHLDR     YES          AGNST        FOR
the BOD establish a policy of
expensing the cost of future stock
options

Issuer: R.R. Donnelley & Sons Co. -
Special Meeting
Ticker: RRD
CUSIP: 257867-10-1
Meeting Date: 2/23/2004
Proposal to approve issuance of       MGMT      YES          FOR          FOR
shares of R.R. Donnelley common stock
as contemplated by the Combination
Agreement between R.R. Donnelley  &
Moore Wallace Inc.
Consider adoption of new performance  MGMT      YES          FOR          FOR
incentive plan

Issuer: Duke Energy Corp.
Ticker: DUK
CUSIP: 264399-10-6
Meeting Date: 5/13/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of independent auditors  MGMT      YES          FOR          FOR
for 2004
Shareholder proposal to eliminate     SHLDR     YES          FOR          AGNST
staggered election of directors

Issuer: Enzon Pharmaceuticals, Inc.
Ticker: ENZN
CUSIP: 293904-10-8
Meeting Date: 12/2/2003
Election of Directors                 MGMT      YES          FOR ALL      FOR
Approve Amends. To Co's. 2001         MGMT      YES          AGNST        AGNST
Incentive Stock Plan
Ratification of selection of          MGMT      YES          FOR          FOR
independent accountants for fiscal
year ending June 30, 2004

Issuer: Exxon Mobil Corp.
Ticker: XOM
CUSIP: 30231G-10-2
Meeting Date: 5/26/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of independent auditors  MGMT      YES          FOR          FOR
Approve 2004 Non-Employee Director    MGMT      YES          FOR          FOR
Restricted Stock Plan
Shareholder Proposal regarding        SHLDR     YES          AGNST        FOR
Political Contributions
Shareholder Proposal regarding        SHLDR     YES          AGNST        FOR
Political Contributions Report
Shareholder Proposal regarding media  SHLDR     YES          AGNST        FOR
response on Equatorial Guinea
Shareholder Proposal regarding Board  SHLDR     YES          AGNST        FOR
Chairman & CEO
Shareholder Proposal regarding        SHLDR     YES          AGNST        FOR
Executive Compensation
Shareholder Proposal regarding Equity SHLDR     YES          AGNST        FOR
Compensation Report
Shareholder Proposal regarding        SHLDR     YES          AGNST        FOR
Amendment of EEO Policy
Shareholder Proposal regarding        SHLDR     YES          AGNST        FOR
Climate Science Report

Issuer: Fifth Third Bancorp
Ticker: FITB
CUSIP: 316773-10-0
Meeting Date: 3/23/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Proposal to adopt Incentive Comp.     MGMT      YES          FOR          FOR
Plan.
Ratification of selection of          MGMT      YES          FOR          FOR
independent auditor for 2004
Shareholder Proposal regarding        SHLDR     YES          AGNST        FOR
request to amend EEO Policy to
prohibit discrimination

Issuer: Gannett Co., Inc.
Ticker: GCI
CUSIP: 364730-10-1
Meeting Date: 5/4/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of appt. of independent  MGMT      YES          FOR          FOR
auditors for 2004 fiscal year.
Consider and act upon proposal to     MGMT      YES          AGNST        AGNST
amd. Co.'s Incentive Compensation
Plan & increase number of shares
issued under Plan
Shareholder Proposal requesting       SHLDR     YES          FOR          FOR
replacement of the current
compensation system for Sr.
Executives

Issuer: General Electric Co.
Ticker: GE
CUSIP: 369604-10-3
Meeting Date: 4/28/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of Selection of          MGMT      YES          FOR          FOR
Independent Auditor
Proposal to add a Revenue Measurement MGMT      YES          FOR          FOR
to Exec. Offcr. Performance Goals for
Long-Term Performance Awards
Shareholder Proposal Regarding        SHLDR     YES          AGNST        FOR
Cumulative Voting
Shareholder Proposal Regarding Animal SHLDR     YES          AGNST        FOR
Testing
Shareholder Proposal Regarding        SHLDR     YES          AGNST        FOR
Nuclear Risk
Shareholder Proposal Regarding Report SHLDR     YES          AGNST        FOR
on PCB Cleanup Costs
Shareholder Proposal Regarding        SHLDR     YES          AGNST        FOR
Offshore Sourcing
Shareholder Proposal Regarding        SHLDR     YES          AGNST        FOR
Sustainability Index
Shareholder Proposal Regarding        SHLDR     YES          AGNST        FOR
Compensation Committee Independence
Shareholder Proposal regarding Pay    SHLDR     YES          AGNST        FOR
Disparity
Shareholder Proposal regarding End    SHLDR     YES          AGNST        FOR
Stock Options & Bonuses
Shareholder Proposal regarding        SHLDR     YES          AGNST        FOR
Limiting Outside Directorships
Shareholder Proposal regarding        SHLDR     YES          AGNST        FOR
Independent Board Chairman
Shareholder Proposal regarding        SHLDR     YES          AGNST        FOR
Exploration of Sale of Company
Shareholder Proposal regarding        SHLDR     YES          AGNST        FOR
Holding Stock from Stock Options
Shareholder Proposal regarding Board  SHLDR     YES          AGNST        FOR
Independence
Shareholder Proposal regarding        SHLDR     YES          AGNST        FOR
Political Contributions

Issuer: Genentech, Inc.
Ticker: DNA
CUSIP: 368710-40-6
Meeting Date: 4/16/2004
Approve amendment to by-laws with     MGMT      YES          FOR          FOR
respect to number of auth. Directors.
Election of Directors                 MGMT      YES          FOR ALL      FOR
Approve amd. To Co's. Amended &       MGMT      YES          FOR          FOR
Restated Certificate of Inc. to
increase auth. Shares of Common Stock
Approve 2004 Equity Incentive Plan    MGMT      YES          AGNST        AGNST
Ratify appt. of independent auditors  MGMT      YES          FOR          FOR
for 2004

Issuer: HCA  Inc.
Ticker: HCA
CUSIP: 404119-10-9
Meeting Date: 5/27/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of appt. of independent  MGMT      YES          FOR          FOR
auditors
Consider & approve Amended & Restated MGMT      YES          FOR          FOR
Mgmt. Stock Purchase Plan

Issuer: Hershey Foods Corp.
Ticker: HSY
CUSIP: 427866-10-8
Meeting Date: 4/28/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of appt. of independent  MGMT      YES          FOR          FOR
auditors for 2004

Issuer: Illinois Tool Works Inc.
Ticker: ITW
CUSIP: 452308-10-9
Meeting Date: 5/7/2004
Election of Directors                 MGMT      YES          FOR (1       FOR
                                                             Vote
                                                             WITHHELD
                                                             for
                                                             election
                                                             of
                                                             deceased
                                                             director)
Ratification of appt. of independent  MGMT      YES          FOR          FOR
accounts

Issuer: Ingersoll-Rand Co. Ltd.
Ticker: IR
CUSIP: G4776G-10-1
Meeting Date: 6/2/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Adoption of Amended & Restated        MGMT      YES          AGNST        AGNST
Incentive Stock Plan of 1998
Adoption of Amended & Restated By-    MGMT      YES          FOR          FOR
laws
Approval of appt. of independent      MGMT      YES          FOR          FOR
auditors for 2004
Shareholder Proposal to eliminate     SHLDR     YES          FOR          AGNST
staggered board
Shareholder Proposal to change Co's.  SHLDR     YES          AGNST        FOR
jurisdiction of Inc. from Bermuda to
U.S.
Shareholder Proposal to require       SHLDR     YES          AGNST        FOR
separation of the positions - CEO &
Chairman

Issuer: Intel Corp.
Ticker: INTC
CUSIP: 458140-10-0
Meeting Date: 5/19/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of appt. of independent  MGMT      YES          FOR          FOR
auditors
Approve 2004 Equity Incentive Plan    MGMT      YES          FOR          FOR
Shareholder Proposal requesting       SHLDR     YES          AGNST        FOR
expensing of stock options
Shareholder Proposal requesting use   SHLDR     YES          AGNST        FOR
of performance-vesting stock
Shareholder Proposal requesting use   SHLDR     YES          AGNST        FOR
of performance-based stock options

Issuer: Investors Financial Services
Corp.
Ticker: IFIN
CUSIP: 461915-10-0
Meeting Date: 4/13/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Approve amd. to company Certificate   MGMT      YES          FOR          FOR
of Inc. to inc. no. of auth. Shares
of co. common stock
Approve amd. To Co.'s 1997 Employee   MGMT      YES          FOR          FOR
Stock Purchase Plan to include number
of shares avail. for issuance
Ratification of selection of          MGMT      YES          FOR          FOR
independent auditors for fiscal year
ending 12/31/2004

Issuer: Johnson & Johnson
Ticker: JNJ
CUSIP: 478160-10-4
Meeting Date: 4/22/2004
Election of Directors                 SHLDR     YES          FOR ALL      FOR
Ratification of appt. of independent  MGMT      YES          FOR          FOR
auditors
Shareholder Proposal on charitable    SHLDR     YES          AGNST        FOR
contributions

Issuer: Keyspan Corp.
Ticker: KSE
CUSIP: 49337W-10-0
Meeting Date: 5/20/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of independent public    MGMT      YES          FOR          FOR
accountants for 2004
Shareholder Proposal to redeem poison SHLDR     YES          FOR          AGNST
pill plan

Issuer: Laboratory Corp. of America
Holdings
Ticker: LH
CUSIP: 50540R-40-9
Meeting Date: 5/12/2004
Election of Board of Directors        MGMT      YES          FOR ALL      FOR
Approval of Amds. To Stock Purchase   MGMT      YES          FOR          FOR
Plan
Ratification of  appt. of independent MGMT      YES          FOR          FOR
accountants for the year ending
12/31/2004.

Issuer: Lucent Technologies Inc.
Ticker: LU
CUSIP: 549463-10-7
Meeting Date: 2/18/2004
Election of Board of Directors        MGMT      YES          FOR ALL      FOR
Approve amd. to the Restated Cert. of MGMT      YES          FOR          FOR
Inc. to declassify the BOD & to allow
for removal of directors w/o cause
Approve 2004 Equity Compensation Plan MGMT      YES          FOR          FOR
for Non-Employee Directors
Amd. the Restated Cert. of Inc. auth. MGMT      YES          FOR          FOR
the BOD to effect a reverse stock
split at one to four ratio.
Shareowner Proposal to require        SHLDR     YES          AGNST        FOR
shareowner approval of future golden
parachutes
Shareowner Proposal regarding Exec.   SHLDR     YES          AGNST        FOR
Compensation Programs

Issuer: Mattel, Inc.
Ticker: MAT
CUSIP: 577081-10-2
Meeting Date: 5/13/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of selection of          MGMT      YES          FOR          FOR
Independent Auditors
Stockholder Proposal Regarding Mgmt.  SHLDR     YES          AGNST        FOR
Compensation
Stockholder Proposal Regarding        SHLDR     YES          AGNST        FOR
Services Performed by Independent
Auditors

Issuer: MDU Resources Group, Inc.
Ticker: MDU
CUSIP: 552690-10-9
Meeting Date: 4/27/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Approval of Amds. To Non-Employee     MGMT      YES          AGNST        AGNST
Director Stock Compensation Plan

Issuer: Medimmune, Inc.
Ticker: MEDI
CUSIP: 584699-10-2
Meeting Date: 5/20/2004
Election of  Directors                MGMT      YES          FOR ALL      FOR
Approval of 2004 Stock Incentive Plan MGMT      YES          AGNST        AGNST
Ratification of appt. of Independent  MGMT      YES          FOR          FOR
Auditors.

Issuer: Microsoft Corp.
Ticker: MSFT
CUSIP: 594918-10-4
Meeting Date: 11/11/2003
Election of Directors                 MGMT      YES          FOR ALL      FOR
Consider & vote on proposed amds. To  MGMT      YES          FOR          FOR
2001 Stock Plan
Proposal providing stock options for  MGMT      YES          AGNST        AGNST
Non-Employee Directors
Shareholder Proposal limiting         SHLDR     YES          AGNST        FOR
charitable contributions

Issuer: 3M Co.
Ticker: MMM
CUSIP: 88579Y-10-1
Meeting Date: 5/11/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of selection of          MGMT      YES          FOR          FOR
Independent Auditors
Proposal to Approve Amd. to the       MGMT      YES          FOR          FOR
Certificate of Inc. to increase the
Authorized Common Stock
Stockholder Proposal to split         SHLDR     YES          AGNST        FOR
CEO/Chairman roles

Issuer: Newell Rubbermaid Inc.
Ticker: NWL
CUSIP: 651229-10-6
Meeting Date: 5/12/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of selection of          MGMT      YES          FOR          FOR
Independent Accountants

Issuer: Nokia Corp. ADR
Ticker: NOK
CUSIP: 654902-20-4
Meeting Date: 3/25/2004
Matters specified in Article 12 of    MGMT      YES          FOR          FOR
the Articles of Association
Proposal by the BOD to reduce share   MGMT      YES          FOR          FOR
capital
Proposal by the BOD to auth. the BOD  MGMT      YES          FOR          FOR
to increase the share capital
Proposal by the BOD to auth. the BOD  MGMT      YES          FOR          FOR
to repurchase Nokia shares
Proposal by the BOD to auth. the BOD  MGMT      YES          FOR          FOR
to dispose Nokia shares held by Co.
Proposal by the BOD to inc. the       MGMT      YES          FOR          FOR
capital of The Foundation of Nokia
Corp. by EUR 5 000 000 to be used for
the purpose  of the Foundation to
support the telecom tech. and to
promote education in the sector.
Dividend                              MGMT      YES          FOR          FOR
Composition of the BOD                MGMT      YES          FOR          FOR
Election of the Auditor               MGMT      YES          FOR          FOR

Issuer: NorthWestern Corp.
Ticker: NTHWQ
CUSIP: 668074-10-7
Meeting Date: 8/26/2003
Approve amds. and a restatement of    MGMT      YES          FOR          FOR
Co's. Restated Certificate of
Incorporation including increase in
outstanding shares
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of  selection of         MGMT      YES          FOR          FOR
Independent Auditors for year ending
12/31/2004

Issuer: Oracle Corp.
Ticker: ORCL
CUSIP: 68389X-10-5
Meeting Date: 10/13/2003
Election of  Directors                MGMT      YES          FOR ALL      FOR
Approve adoption of Fiscal Year 2004  MGMT      YES          FOR          FOR
Executive Bonus Plan
Ratification of appt. of independent  MGMT      YES          FOR          FOR
auditors for Fiscal Year 2004
Proposal providing stock options for  SHLDR     YES          AGNST        AGNST
Non-Employee Directors
Consider the adoption of the China    SHLDR     YES          AGNST        FOR
Business Principles for Rights of
Workers in China

Issuer: PepsiCo, Inc.
Ticker: PEP
CUSIP: 713448-10-8
Meeting Date: 5/5/2004
Election of  Directors                MGMT      YES          FOR ALL      FOR
Ratification of appt. of independent  MGMT      YES          FOR          FOR
auditors
Approve 2004 Executive Incentive      MGMT      YES          FOR          FOR
Comp. Plan
Shareholder proposal requesting co.   SHLDR     YES          AGNST        FOR
to publish its political
contributions in major newspapers
Shareholder proposal requesting       SHLDR     YES          AGNST        FOR
company to review economic impacts of
HIV/AIDS, TB & Malaria on its
business & prepare a report

Issuer: Petroleum & Resources Corp.
Ticker: PEO
CUSIP: 716549-10-0
Meeting Date: 3/30/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of independent auditors  MGMT      YES          FOR          FOR
for the year ending 12/31/2004

Issuer: Pfizer Inc.
Ticker: PFE
CUSIP: 717081-10-3
Meeting Date: 4/22/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Approve Appt. of independent auditor  MGMT      YES          FOR          FOR
for 2004 fiscal year
Approve 2004 Stock Plan               MGMT      YES          AGNST        AGNST
Shareholder Proposal Requesting       SHLDR     YES          AGNST        FOR
Review of Economic Effects of
HIV/AIDS, TB & Malaria Pandemics on
Co's. Bus. Strategy
Shareholder Proposal Relating to      SHLDR     YES          AGNST        FOR
Political Contributions
Shareholder Proposal Relating to      SHLDR     YES          AGNST        FOR
Annual Rpt. On Corp. Resources
devoted to Supporting Political
Entities or Candidates
Shareholder Proposal Seeking to       SHLDR     YES          AGNST        FOR
Impose Term Limits on Directors
Shareholder Proposal Requesting a     SHLDR     YES          AGNST        FOR
Report on Increasing Access to Pfizer
Products
Shareholder Proposal on Stock Options SHLDR     YES          AGNST        FOR
Shareholder Proposal on In Vitro      SHLDR     YES          AGNST        FOR
Testing

Issuer: Proctor & Gamble Co.
Ticker: PG
CUSIP: 742718-10-9
Meeting Date: 10/14/2003
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of the appt. of          MGMT      YES          FOR          FOR
independent auditors
Proposal to adopt 2003 Non-Employee   MGMT      YES          AGNST        AGNST
Directors' Stock Plan
Shareholder Proposal to eliminate     SHLDR     YES          FOR          AGNST
Staggered Board
Shareholder Proposal to require co.   SHLDR     YES          AGNST        FOR
to identify genetically engineered
ingredients in labels of food
products

Issuer: Provident Bankshares Corp.
Ticker: PBKS
CUSIP: 743859-10-0
Meeting Date: 4/21/2004
Approve & adopt the Agreement & Plan  MGMT      YES          FOR          FOR
of Reorg. Between Provident
Bankshares Corp. & Southern Financial
Bancorp.
Election of Directors                 MGMT      YES          FOR ALL      FOR
Approval of 2004 Equity Comp. Plan    MGMT      YES          AGNST        AGNST
Ratify appt. of independent auditors  MGMT      YES          FOR          FOR
for the fiscal year ending 12/31/2004

Issuer: Rohm & Haas Co.
Ticker: ROH
CUSIP: 775371-10-7
Meeting Date: 5/3/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Approval of proposal to adopt 2004    MGMT      YES          FOR          FOR
Company Annual Incentive Plan
Approval of proposal to adopt 2004    MGMT      YES          FOR          FOR
Long-Term Performance Share Plan
Approval of 2004 Amended & Restated   MGMT      YES          AGNST        AGNST
Company Stock Plan
Ratification of independent auditor   MGMT      YES          FOR          FOR
for 2004

Issuer: Safeway, Inc.
Ticker: SWY
CUSIP: 786514-20-8
Meeting Date: 5/20/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of the appointment of    MGMT      YES          FOR          FOR
independent auditors for fiscal year
2004
Approve amd. to the Restated Cert. of MGMT      YES          FOR          FOR
Inc. to eliminate the classification
of BOD
Approve stock option exchange program MGMT      YES          AGNST        AGNST
for employees providing for the
exchange of options previously
granted under the 1999 Amended &
Restated Equity Participation Plan.
Shareholder proposal regarding        SHLDR     YES          AGNST        FOR
independent Director as Chairman
Stockholder proposal regarding        SHLDR     YES          AGNST        FOR
cumulative voting
Stockholder proposal regarding report SHLDR     YES          AGNST        FOR
on impact of genetically engineered
food
Stockholder proposal regarding        SHLDR     YES          AGNST        FOR
sustainability report
Stockholder proposal regarding        SHLDR     YES          AGNST        FOR
political contribution &
participation report
Stockholder proposal regarding        SHLDR     YES          AGNST        FOR
expensing the costs of stock options

Issuer: Sapient Corp.
Ticker: SAPE
CUSIP: 803062-10-9
Meeting Date: 5/25/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Approve amd. & restatement to the     MGMT      YES          FOR          FOR
Co's. Amended & Restated Cert. of
Inc. & an amd and restatement  to the
Company's Amended & Restated Bylaws
to remove the three-tier classified
structure of the BOD
Ratification of the selection of      MGMT      YES          FOR          FOR
independent auditors for the Company
for 2004

Issuer: SBC Communications Inc.
Ticker: SBC
CUSIP: 78387G-10-3
Meeting Date: 4/30/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of Appointment of        MGMT      YES          FOR          FOR
Independent Auditors
Amd. to the By-laws to Eliminate the  MGMT      YES          FOR          FOR
Classified Board Structure
Shareholder Proposal requesting an    SHLDR     YES          AGNST        FOR
annual rpt. disclosing policies on
political contributions made with
corp. funds
Shareholder Proposal requesting the   SHLDR     YES          AGNST        FOR
reduction of BOD seats from 21 to 14.

Issuer: Schlumberger Ltd.
Ticker: SLB
CUSIP: 806857-10-8
Meeting Date: 4/14/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Report on course of bus. during the   MGMT      YES          FOR          FOR
year 2003; Adopt & approve Company's
Consolidated Balance Sheet as at
12/31/2003, its Consolidated
Statement of Income for the year 2003
& declaration of dividends by BOD as
reflected in the Co's. 2003 Annual
Report
Approve adoption of 2004 Stock &      MGMT      YES          FOR          FOR
Deferral Plan for Non-Employee
Directors
Approve appt. of independent auditors MGMT      YES          FOR          FOR
to audit accounts of Co. for 2004

Issuer: Siebel Systems Inc.
Ticker: SEBL
CUSIP: 826170-10-2
Meeting Date: 6/23/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of selection of          MGMT      YES          FOR          FOR
independent auditors for year ending
12/31/2004
Stockholder Proposal regarding        SHLDR     YES          AGNST        FOR
expensing of stock options

Issuer: Smurfit-Stone Container Corp.
Ticker: SSCC
CUSIP: 832727-10-1
Meeting Date: 5/12/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of appt. of independent  MGMT      YES          FOR          FOR
auditors for 2004
Approval of 2004 Long Term Incentive  MGMT      YES          AGNST        AGNST
Plan
Approval of Non-Employee Director     MGMT      YES          FOR          FOR
Deferred Compensation Plan
Stockholder Proposal to consider      SHLDR     YES          AGNST        FOR
discontinuing all rights, options,
SAR's & possible severance payments
to top five management

Issuer: Solectron Corp.
Ticker: SLR
CUSIP: 834182-10-7
Meeting Date: 1/7/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Approve amd. to Co's. 2002 Stock      MGMT      YES          AGNST        AGNST
Option Plan to permit an option
exchange program.
Ratification of the appt. of          MGMT      YES          FOR          FOR
independent auditors for fiscal year
ending 8/31/2004

Issuer: Sun Microsystems Inc.
Ticker: SUNW
CUSIP: 866810-10-4
Meeting Date: 10/23/2003
Election of Directors                 MGMT      YES          FOR ALL      FOR
Approve amds. to 1990 Employee Stock  MGMT      YES          FOR          FOR
Purchase Plan
Ratify appt. of independent auditors  MGMT      YES          FOR          FOR
for fiscal year ending 6/30/2004
Stockholder Proposal regarding China  SHLDR     YES          AGNST        FOR
Business Principles for Rights of
Workers in China

Issuer: Symantec Corp.
Ticker: SYMC
CUSIP: 871503-10-8
Meeting Date: 8/21/2003
Election of Directors                 MGMT      YES          FOR ALL      FOR
Approve amended & restated            MGMT      YES          FOR          FOR
Certificate of Incorporation to
increase number of authorized shares
of common stock
Approve amd. to 1996 Equity Incentive MGMT      YES          AGNST        AGNST
Plan to allow for grants of
restricted stock
Approve adoption of Sr. Exec.         MGMT      YES          FOR          FOR
Incentive Plan
Ratification of selection of          MGMT      YES          FOR          FOR
independent auditors for 2004 fiscal
year

Issuer: Target Corp.
Ticker: TGT
CUSIP: 87612E-10-6
Meeting Date: 5/19/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Approve appt. of independent auditors MGMT      YES          FOR          FOR
Approve Long-Term Incentive Plan      MGMT      YES          AGNST        AGNST

Issuer: TECO Energy, Inc.
Ticker: TE
CUSIP: 872375-10-0
Meeting Date: 4/28/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Approval of 2004 Equity Incentive     MGMT      YES          AGNST        AGNST
Plan
Shareholder Proposal requesting BOD   SHLDR     YES          AGNST        FOR
to use performance & time-based
restricted share programs in lieu of
stock options when developing future
sr. exec. equity comp. plans
Shareholder Proposal requesting that  SHLDR     YES          AGNST        FOR
the BOD establish a policy of
expensing in the Co's annual income
statement the costs of all future
stock options issued by Co.
Ratification of the selection of      MGMT      YES          FOR          FOR
independent auditors

Issuer: United Technologies Corp.
Ticker: UTX
CUSIP: 913017-10-9
Meeting Date: 4/14/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Appointment of Independent Auditors   MGMT      YES          FOR          FOR
Shareholder Proposal concerning       SHLDR     YES          AGNST        FOR
disclosure of Executive Compensation
Shareholder Proposal concerning       SHLDR     YES          AGNST        FOR
ethical criteria for military
contracts
Shareholder Proposal concerning       SHLDR     YES          AGNST        FOR
future senior executive stock option
grants to be performance based
Shareholder Proposal concerning an    SHLDR     YES          AGNST        FOR
independent chairman of the board

Issuer: United Parcel Service
Ticker: UPS
CUSIP: 911312-10-6
Meeting Date: 5/6/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of Independent Auditors  MGMT      YES          FOR          FOR
for year ending 12/31/2004

Issuer: Wachovia Corp.
Ticker: WB
CUSIP: 929903-10-2
Meeting Date: 4/20/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of appt. of independent  MGMT      YES          FOR          FOR
auditors for the year 2004
Stockholder Proposal regarding        SHLDR     YES          AGNST        FOR
nominating directors
Stockholder Proposal regarding        SHLDR     YES          AGNST        FOR
reporting political information
Stockholder Proposal regarding        SHLDR     YES          AGNST        FOR
separating the Offices Of Chairman &
CEO

Issuer: Wells Fargo & Co.
Ticker: WFC
CUSIP: 949746-10-1
Meeting Date: 4/27/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Proposal to approve Co's.             MGMT      YES          FOR          FOR
Supplemental 401(k) Plan
Proposal to ratify appt. of           MGMT      YES          FOR          FOR
independent auditors for 2004
Stockholder Proposal regarding        SHLDR     YES          AGNST        FOR
expensing stock options
Stockholder Proposal regarding        SHLDR     YES          AGNST        FOR
restricted stock
Stockholder Proposal regarding        SHLDR     YES          AGNST        FOR
executive compensation & predatory
lending
Stockholder proposal regarding        SHLDR     YES          AGNST        FOR
political contributions

Issuer: Wilmington Trust Corp.
Ticker: WL
CUSIP: 971807-10-2
Meeting Date: 4/15/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Approval of 2004 Employee Stock       MGMT      YES          FOR          FOR
Purchase Plan
2004  Executive Incentive Plan        MGMT      YES          FOR          FOR

Issuer: Wyeth Co.
Ticker: WYE
CUSIP: 983024-10-0
Meeting Date: 4/22/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Ratification of independent public    MGMT      YES          FOR          FOR
accountants for 2004
Stockholder Proposal regarding Access SHLDR     YES          AGNST        FOR
to & Affordability of Prescription
Drugs
Stockholder Proposal regarding Animal SHLDR     YES          AGNST        FOR
Testing

Issuer: Zimmer Holdings Inc.
Ticker: ZMH
CUSIP: 98956P-10-2
Meeting Date: 5/10/2004
Election of Directors                 MGMT      YES          FOR ALL      FOR
Stockholder Proposal to redeem poison SHLDR     YES          FOR          AGNST
pill plan
Stockholder Proposal Relating to      SHLDR     YES          AGNST        FOR
Auditor Ratification



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.


THE ADAMS EXPRESS COMPANY
-------------------------------------------------------------------------
(Registrant)



BY: /s/ Douglas G. Ober
        -----------------------
        Douglas G. Ober
        Chief Executive Officer
	(Principal Executive Officer)


Date:   August 27, 2004