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 811-3627
Greenspring Fund, Incorporated
(Exact Name of Registrant as Specified in Charter)
2330 West Joppa Road, Suite 110
Lutherville, Maryland 21093-4641
(Address of Principal Executive Offices)(Zip Code)
Registrant's Telephone Number, including Area Code: (410)823-5353
Mr. Charles vK. Carlson, President
2330 West Joppa Road, Suite 110
Lutherville, Maryland 21093-4641
(Name and address of Agent for Service)
Date of fiscal year end: December 31, 2005
Date of reporting period: June 30, 2005
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 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. 3507.
Item 1. Proxy Voting Record
MEETING FOR/AGAINST FOR/AGAINST
ISSUER TICKER CUSIP DATE MATTER VOTED ON PROPOSED BY VOTE CAST ABSTAIN MANAGEMENT
------ ------ ----- ---- --------------- ----------- --------- ------ ---------
Suntrust Banks STI 867914103 09/15/04 1) Approve issuance STI stock Management 09/10/04 FOR FOR
to Commerce Fincl Corp in
the merger dated as of
5/7/04.
2) Adjourn/postpone STI spec. Management 09/10/04 FOR FOR
meeting, if necessary
Celadon Group CLDN 150838100 09/19/04 1) Election of Directors Management 11/18/04 FOR FOR
Emerson Electric EMR 291011104 02/01/05 1) Election of Directors Management 01/31/05 FOR FOR
2) Approve restricted stk pln Management 01/31/05 FOR FOR
3) Reapprove performance Management 01/31/05 FOR FOR
Measure stock plan
4) Ratify KPMG as IA Management 01/31/05 FOR FOR
5) Proposal on sexual Management 01/31/05 FOR FOR
orientation
United National UNGL 91103x102 01/24/05 1) Approve issuance of CL A Management 01/20/05 FOR FOR
shrs pursuant to merger
dated 10/14/04
2) Approve name change Management 01/20/05 FOR FOR
3) Approve res. to amend Management 01/20/05 FOR FOR
Articles 135 & 136
4A)Approve Amendment to
Par 19 Wind River Management 01/20/05 FOR FOR
Insurance Co.
4B)Approve amendments to Management 01/20/05 FOR FOR
bylaws 135 & 136,
Wind River Insurance Co
4C)Approve amendments to Management 01/20/05 FOR FOR
bylaws 135 & 136,
Wind river Services
5) To adjourn/postphone EGM, Management 01/20/05 FOR FOR
if nec., to solicit
additional proxies if ther
are not suff votes for Management 01/20/05 FOR FOR
proposals 1,2,3,4A,4B,4C.
Griffon Corp GFF 398433102 02/16/05 1) Election of Directors Management 02/14/05 FOR FOR
John Hancock BTO 409735107 03/02/05 1) Election of Directors Management 03/01/05 FOR FOR
Bank & Thrift
Opportunity Fund
Urstadt Biddle UBA 917286205 03/09/05 1) Election of Directors Management 03/07/05 FOR FOR
Properties 2) Ratify Ernst & Young as IA Management 03/07/05 FOR FOR
Burlington BR 122014103 04/27/05 1) Election of Directors Management 04/11/05 FOR FOR
Resources 2) Ratify PWC as IA Management 04/11/05 FOR FOR
Suntrust Banks IncSTI 867914103 04/19/05 1) Election of Directors Management 04/11/05 FOR FOR
2) Ratify PWC as IA Management 04/11/05 FOR FOR
3) Appr Mgnt Incentive Plan Management 04/11/05 FOR FOR
4) Appr Performance Unit Plan Management 04/11/05 FOR FOR
Washington Mutual WM 939322103 04/19/05 1) Election of Directors Management 04/11/05 FOR FOR
2) Ratify Deloitte & Touche IAManagement 04/11/05 FOR FOR
Pentair Inc. PNR 709631105 04/29/05 1) Election of Directors Management 04/27/05 FOR FOR
2) Ratify Deloitte & Touche IAManagement 04/27/05 FOR FOR
Imation Corp IMN 45245A10 05/04/05 1) Election of Directors Management 05/03/05 FOR FOR
2) Ratify Deloitte & Touche IAManagement 05/03/05 FOR FOR
3) Appr Stock Incentive Plan Management 05/03/05 FOR FOR
SCS TransportationSCST 81111t102 04/20/05 1) Election of Directors Management 04/11/05 FOR FOR
2) Ratify KPMG IA Management 04/11/05 FOR FOR
Energen EGN 29265n108 04/27/05 1) Election of Directors Management 04/25/05 FOR FOR
2) Amend Cert. of Inc. to Management 04/25/05 FOR FOR
increase auth shs of common
stock
EOG Resources EOG 26875p101 05/03/05 1) Election of Directors Management 04/26/05 FOR FOR
2) Ratify Deloitte & Touche IA Management 04/26/05 FOR FOR
3) Increase number authorized Management 04/26/05 FOR FOR
shares of common stock
Brush Engineered BW 117421107 05/03/05 1) Election of Directors Management 04/05/05 FOR FOR
2) Other Matters Management 04/05/05 FOR FOR
PPL Corporation PPL 69351t106 04/22/05 1) Election of Directors Management 04/20/05 FOR FOR
2) Ratify PWC as IA Management 04/20/05 FOR FOR
Michael Baker BKR 057149106 04/21/05 1) Election of Directors Management 04/07/05 FOR FOR
CIT Financial CIT 125581108 05/11/05 1) Election of Directors Management 05/09/05 FOR FOR
2) Ratify PWC as IA Management 05/09/05 FOR FOR
3) Other business Management 05/09/05 FOR FOR
Nisource Inc NI 65473p105 05/10/05 1) Election of Directors Management 05/04/05 FOR FOR
2) Ratify Deloitte & Touche IA Management 05/04/05 FOR FOR
3) Long-term incentive plan Management 05/04/05 Against Against
4) Appr/Amend ESOP Management 05/04/05 FOR FOR
5) Elect directors annually Shareholder 05/04/05 FOR Against
6) Elect dir. by majority vote Shareholder 05/04/05 Against FOR
Tredegar TG 894650100 04/28/05 1) Election of Directors Management 04/26/05 Withhold 02 Against
2) Ratify PWC as IA Management 04/26/05 FOR FOR
Suncor Energy SU 867229106 04/28/05 1) Election of Directors Management 04/26/05 FOR FOR
2) Ratify PWC as IA Management 04/26/05 FOR FOR
3) Shareholder rights plan Management 04/26/05 FOR FOR
FTI Consulting FCN 302941109 05/18/05 1) Election of Directors Management 05/17/05 FOR FOR
2) Increase authorized shs Management 05/17/05 FOR FOR
3) Ratify Ernst & Young as IA Management 05/17/05 FOR FOR
First Potomac FPO 33610f109 05/20/05 1) Election of Directors Management 05/19/05 FOR FOR
Realty Trust 2) Increase common shares Management 05/19/05 FOR FOR
Partnerre Ltd PRE g6852t105 05/10/05 1) Election of Directors Management 05/09/05 Against Against
2) Appr. emp equity plan Management 05/09/05 Against Against
3) Increase authorized shares Management 05/09/05 FOR FOR
4) Ratify Deloitte & Touche IA Management 05/09/05 FOR FOR
5) Other matters Management 05/09/05 FOR FOR
Wabash National WNC 929566107 05/12/05 1) Election of Directors Management 05/09/05 FOR FOR
NABI Biopharm. NABI 629519109 05/13/05 1) Election of Directors Management 05/12/05 FOR FOR
United American INDM 90933t109 05/04/05 1) Elect of Dirirectors INDM Management 04/25/05 FOR FOR
Indemnity LTD. 2) Shareholder incentive plan Management 04/25/05 Against Against
3) Incentive award program Management 04/25/05 FOR FOR
4) Integration bonus plan Management 04/25/05 FOR FOR
5) Rat as I.A. Management 04/25/05 FOR FOR
6)A1. Dir Wind River Ins. Bar. Management 04/25/05 FOR FOR
A2. Appoint PWC as I.A. Management 04/25/05 FOR FOR
6)B1. Dir Wind River Ins. LTD. Management 04/25/05 FOR FOR
B2. Appoint PWC as I.A. Management 04/25/05 FOR FOR
6)C1. Dir Wind River Services Management 04/25/05 FOR FOR
C2. Appoint PWC as I.A. Management 04/25/05 FOR FOR
KMG America KMA 482563103 05/18/05 1) Election of Directors Management 05/17/05 FOR FOR
W.R. Berkley BER 084423102 05/10/05 1) Election of Directors Management 05/09/05 FOR FOR
2) Appoint KPMG LLP as I.A. Management 05/09/05 FOR FOR
Provident PBKS 743859100 05/18/05 1) Election of Directors Management 05/17/05 FOR FOR
Bankshares 2) Appoint KPMG LLP as I.A. Management 05/17/05 FOR FOR
Gladstone
Commercial GLAD 376536108 05/25/05 1) Election of Directors Management 05/24/05 FOR FOR
Rush Enterprises RUSHA 781846209 05/25/05 1) Directors Management 05/24/05 FOR FOR
2) Appoint Ernst & Young I.A. Management 05/24/05 FOR FOR
3) other business Management 05/24/05 FOR FOR
USI Holdings USIH 90333h101 05/25/05 1) Election of Directors Management 05/24/05 FOR FOR
2) Amend Cert. of Incorp. Management 05/24/05 FOR FOR
Emcor Group EME 29084q100 06/16/05 1) Election Of directors Management 06/15/05 FOR FOR
2) Mgmt stk incentive plan Management 06/15/05 FOR FOR
3) Stock plan for directors Management 06/15/05 FOR FOR
4) Appoint Ernst & Young I.A. Management 06/15/05 FOR FOR
Assurant, Inc. AIZ 04621x108 06/02/05 1) Election of Directors Management 05/26/05 FOR FOR
2) Appoint PWC as I.A. Management 05/26/05 FOR FOR
Graftech Intl. GTI 384313102 05/25/05 1) Election of Directors Management 05/17/05 FOR FOR
2) 2005 Equity incentive plan Management 05/17/05 Against Against
Allied Waste AW 019589308 05/20/05 1) Election of Directors Management 05/17/05 FOR FOR
2) Appoint PWC as I.A. Management 05/17/05 FOR FOR
Waste Ind. WWIN 941057101 05/25/05 1) Election of Directors Management 05/17/05 FOR FOR
2) Ratify Deloitte & Touche IA Management 05/17/05 FOR FOR
3) Other matters Management 05/17/05 FOR FOR
Columbia Bncp CBMD 197227101 05/31/05 1) Election of Directors Management 05/26/05 FOR FOR
Radyne Comstream RADN 750611402 06/08/05 1) Election of Directors Management 06/01/05 FOR FOR
2) Other business Management 06/01/05 FOR FOR
US Home Systems USHS 90335c100 06/16/05 1) Election of Directors Management 06/06/05 For For
2) Other business Management 06/06/05 FOR FOR
Signatures
Pursuant to the requirements of the Investment Company Act of
1940, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
Greenspring Fund, Incorporated
By: /s/ Charles vK. Carlson
Charles vK. Carlson
Chief Executive Officer
August 25, 2005