Bhirud Funds NPX Annual report of proxy voting record

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 811-06680

BHIRUD FUNDS INC.

(Exact name of registrant as specified in charter)

c/o Bhirud Associates, Inc.

1266 E. Main Street

Stamford, Connecticut 06902

(Address of principal executive offices)

(Zip code)

SURESH BHIRUD

Bhirud Associates, Inc.

1266 E. Main Street

Stamford, Connecticut 06902

(Name and address of agent for service)

Registrant's telephone number, including area code: (203) 977-1521

Date of fiscal year end: July 31

Date of reporting period: June 30, 2004

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 (§§ 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 policymaking notes.

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. § 3507.

ITEM 1. PROXY VOTING RECORD:

Disclose the following information for each matter relating to a portfolio security considered at any shareholder meeting held during the period covered by the report and with respect to which the registrant was entitled to vote:

(a).

The name of the issuer of the portfolio security;

(b).

The exchange ticker symbol of the portfolio security;

(c).

The Council on Uniform Securities Identification Procedures ("CUSIP") number for the portfolio security;

(d).

The shareholder meeting date;

(e).

A brief identification of the matter voted on;

(f).

Whether the matter was proposed by the issuer or by a security holder;

(g).

Whether the Registrant cast its vote on the matter;

(h).

How the Registrant cast its vote (e.g., for or against proposal, or abstain; for or withhold regarding election of directors); and

(i).

Whether the Registrant cast its vote for or against management.

Apex Mid Cap Growth Fund

AMERICA ONLINE LATIN AMERICA

	Ticker Symbol:AOLA	Cusip Number: 02365B100
	Record Date: 4/28/2004	Meeting Date: 6/23/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

RATIFICATION OF INDEPENDENT ACCOUNTANTS

FOR

ISSUER

FOR

WITH

AMERICAN INDEPENDENCE CORP.

	Ticker Symbol:AMICD	Cusip Number: 026760405
	Record Date: 4/30/2004	Meeting Date: 6/17/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

TO RATIFY THE APPOINTMENT OF KPMG LLP INDEPENDENT AUDITORS FOR THE FISCAL YEAR

FOR

ISSUER

FOR

WITH

AROTECH CORP.

	Ticker Symbol:ARTX
Cusip Number: 042682104
	Record Date: 4/16/2004	Meeting Date: 6/14/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

TO RATIFY THE APPOINTMENT OF KOST, FORER, GABBAY & KASSIERER

FOR

ISSUER

FOR

WITH

AUTOBYTEL INC.

	Ticker Symbol:ABTL	Cusip Number: 05275N106
	Record Date: 4/26/2004	Meeting Date: 6/24/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS OF THE COMPANY

FOR

ISSUER

FOR

WITH

CHINA LIFE INSURENCE

	Ticker Symbol:LFC	Cusip Number: 16939P106
	Record Date: 5/17/2004	Meeting Date: 6/18/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

RO REVIEW & APPROVE THE REPORT OF THE BOARD OF DIRECTORS

FOR

ISSUER

FOR

WITH

RO REVIEW & APPROVE THE REPORT OF THE SUPERVISORY COMMITTEE

FOR

ISSUER

FOR

WITH

CYTOGEB CORP.

	Ticker Symbol:CYTO	Cusip Number: 232824300
	Record Date: 4/21/2004	Meeting Date: 6/15/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

TO APPROVE THE ADOPTION OF THE CO'S 2004 EMPLOYEE STOCK INCENTIVE PLAN

FOR

ISSUER

FOR

WITH

DRUGSTORE.COM INC

	Ticker Symbol:DSCM	Cusip Number: 262241102
	Record Date: 4/15/2004	Meeting Date: 6/10/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR THE ELECTION OF FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

APPOINTMENT OF ERNEST & YOUNG LLP TO SERVE AS THE COMPANYS INDEPENDENT AUDITORS

FOR

ISSUER

FOR

WITH

E LOAN INC.

	Ticker Symbol:EELN	Cusip Number: 26861P107
	Record Date: 4/15/2004	Meeting Date: 6/11/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS OF THE COMPANY

FOR

ISSUER

FOR

WITH

E PIPHANY INC.

	Ticker Symbol:EPNY	Cusip Number: 26881v100
	Record Date: 4/5/2004	Meeting Date: 6/2/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

TO RETIFY THE APPOINTMENT OF ERNEST & YOUNG LL AS OUR INDEPENDENT AUDITOR FOR THE YEAR ENDING 12/31/2004

FOR

ISSUER

FOR

WITH

E TRADE FINANCIAL CORP.

	Ticker Symbol:ET	Cusip Number: 269246104
	Record Date: 4/5/2004	Meeting Date: 5/27/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

TO RETIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS INDEPENDENT PUBLIC ACCOUNTANTS FOR THE COMPANY

FOR

ISSUER

FOR

WITH

HOMESTORE INC.

	Ticker Symbol:HOMS	Cusip Number: 437852106
	Record Date: 5/10/2004	Meeting Date: 6/28/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

INTERNAP NETWORK SERVICES CORP

	Ticker Symbol:INAP	Cusip Number: 45885A102
	Record Date: 4/21/2004	Meeting Date: 5/27/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

TO APPROVE THE ADOPTION OF THE 2004 EMPLOYEE STOCK PURCHASE PLAN

FOR

ISSUER

FOR

WITH

INTERNET INITIATIVE JAPAN INCORPORATED

	Ticker Symbol:IIJIE	Cusip Number: 46059T109
	Record Date: 3/30/2004	Meeting Date: 6/24/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

APPROVAL OF DISPOSAL OF LOSSES FOR THE 12TH FISCAL YEAR

FOR

ISSUER

FOR

WITH

ELECTION OF 5 DIRECTORS

FOR

ISSUER

FOR

WITH

KNIGHT TRADING GROUP

	Ticker Symbol:NITE	Cusip Number: 499063105
	Record Date: 3/19/2004	Meeting Date: 5/12/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

AVOTE FOR THE ELECTION OF FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANYS INDEPENDENT AUDITORS FOR 2004

FOR

ISSUER

FOR

WITH

LCA VISION INC.

	Ticker Symbol:LCAVD	Cusip Number: 501803308
	Record Date: 3/24/2004	Meeting Date: 5/14/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR THE ELECTION OF FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

FOR

ISSUER

FOR

WITH

LINKTONE LTD

	Ticker Symbol:LTON	Cusip Number: 535925101
	Record Date: 5/4/2004	Meeting Date: 6/16/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

APPOINT PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS OF THE COMPANY

FOR

ISSUER

FOR

WITH

LOOKSMART LTD

	Ticker Symbol:LOOK	Cusip Number: 543442107
	Record Date: 4/15/2004	Meeting Date: 6/8/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

TO RETIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS OF THE COMPANY

FOR

ISSUER

FOR

WITH

NETMANAGE INC.

	Ticker Symbol:NMGDE	Cusip Number: 641144308
	Record Date: 3/29/2004	Meeting Date: 5/26/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

TO RETIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS INDEPENDENT PUBLIC ACCOUNTANTS FOR THE COMPANY

FOR

ISSUER

FOR

WITH

PACIFIC INTERNET LTD

	Ticker Symbol:PCNTF	Cusip Number: Y66183107
	Record Date: 4/8/2004	Meeting Date: 5/28/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

TO ADOPT THE AUDITED ACCOUNTS OF THE CO.

FOR

ISSUER

FOR

WITH

TO RE APPOINT ERNST & EOUNG AS AUDITORS OF THE COMPANY

FOR

ISSUER

FOR

WITH

PARADYNE NETWORKS INC.

	Ticker Symbol:PDYN	Cusip Number: 69911G107
	Record Date: 4/7/2004	Meeting Date: 5/14/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

PRAECIS PHARMACEUTICALS

	Ticker Symbol:PRCS	Cusip Number: 739421105
	Record Date: 3/22/2004	Meeting Date: 5/13/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

PROPOSAL TO APPROVE THE CO'S 3RD AMENDED & RESTATED 1995 STOCK PLAN

ABSTAINED

ISSUER

WITH

SANDISK CORPORATION

	Ticker Symbol:SNDK	Cusip Number: 80004c101
	Record Date: 3/30/2004	Meeting Date: 5/20/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

FOR ALL NOMINEES

FOR

ISSUER

FOR

WITH

PROPOSAL TO RETIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT ACCOUNTS OF THE CO. FOR FY ENDING 1/2/2005

FOR

ISSUER

FOR

WITH

SIEBEL SYSTEMS INC.

	Ticker Symbol:SEBL	Cusip Number: 826170102
	Record Date: 4/29/2004	Meeting Date: 6/23/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

TO RATIFY THE SELECTION OF KPMG LLP AS OUR INDEPENDENT AUDITORS FOR THE YEAR .....

FOR

ISSUER

FOR

WITH

SILICON STORAGE INC.

	Ticker Symbol:SSTI	Cusip Number: 827057100
	Record Date: 4/20/2004	Meeting Date: 6/4/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS OF THE COMPANY

FOR

ISSUER

FOR

WITH

SINA CORP.

	Ticker Symbol:SINA	Cusip Number: G81477104
	Record Date: 5/21/2004	Meeting Date: 6/28/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS OF THE COMPANY

FOR

ISSUER

FOR

WITH

SIRIUS SATELLITE RADI

SONICWALL INC.

	Ticker Symbol:SNWL	Cusip Number: 835470105
	Record Date: 4/8/2004	Meeting Date: 6/4/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

TO RETIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS OF THE COMPANY

FOR

ISSUER

FOR

WITH

THE IMUNE RESPONSE CORP.

	Ticker Symbol:IMNR	Cusip Number: 45252T205
	Record Date: 4/20/2004	Meeting Date: 6/15/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

TO AMEND THE 2003 STOCK PLAN BY INCORPORATING THE REMAINING

FOR

ISSUER

FOR

WITH

TRANSMETA CORPORATION

	Ticker Symbol:TMTA	Cusip Number: 89376R109
	Record Date: 4/1/2004	Meeting Date: 5/26/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR THE ELECTION OF FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

A PROPOSAL TO RATIFY SELECTION OF ERNST & YOUNG LLP

FOR

ISSUER

FOR

WITH

TRINITY BIOTECH PLC

	Ticker Symbol:TRIB	Cusip Number: 896438108
	Record Date: 4/8/2004	Meeting Date: 5/14/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

TO RECEIVE AND CONSIDER FINANCIAL STATEMENTS FOR THE YEAR ENDED 12/31/2003

FOR

ISSUER

FOR

WITH

TO RELECT MR. DENIS BURGER AS A DIRECTOR

FOR

ISSUER

FOR

WITH

VERTEX PHARMACEUTICALS INC.

	Ticker Symbol:VRTX	Cusip Number: 92532F100
	Record Date: 3/12/2004	Meeting Date: 5/6/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR THE ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

APPROVAL OF THE AMENDMENT TO THE VERTEX PHARMACEUTICALS INC. EMPLOYEE STOCK PURCHASE PLAN

FOR

ISSUER

FOR

WITH

VIISAGE TECHNOLOGY, INC.

	Ticker Symbol:VISG	Cusip Number: 92675k106
	Record Date: 4/1/2004	Meeting Date: 5/20/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

FOR ALL NOMINEES

FOR

ISSUER

FOR

WITH

TO APPROVE AMENDMENTS TO THE VISAGE 1996 MANAGEMENT STOCK OPTION PLAN

FOR

ISSUER

FOR

WITH

WEBEX COMMUNICATIONS, INC.

	Ticker Symbol:WEBX	Cusip Number: 94767L109
	Record Date: 3/31/2004	Meeting Date: 5/19/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

PROPOSAL TO CONFIRM THE APPOINTMENT OF KPMG LLP AS THE COMPANYS INDEPENDENT AUDITORS

FOR

ISSUER

FOR

WITH

XM SATELLITE RADIO HOLDINGS INC.

	Ticker Symbol:XMSR	Cusip Number: 983759101
	Record Date: 4/8/2004	Meeting Date: 5/27/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

ZHONE TECHNOLOGIES INC.

	Ticker Symbol:ZHNE	Cusip Number: 98950P108
	Record Date: 3/22/2004	Meeting Date: 5/19/2004

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A VOTE FOR THE ELECTION OF THE FOLLOWING NOMINEES

FOR

ISSUER

FOR

WITH

TO RETIFY THE APPOINTMENT OF THE FIRM OF KPMG LLP

FOR

ISSUER

FOR

WITH

* Management Recommended Vote

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.

BHIRUD FUNDS INC.

By /s/Suresh L. Bhirud

* Suresh L. Bhirud

President and Treasurer

Date: August 27, 2004

*Print the name and title of each signing officer under his or her signature.

Bhirud Funds Inactive N-PXAnnual report of proxy voting record