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

ICA File Number: 811-08243
Reporting Period: 07/01/2017 - 06/30/2018
Direxion Funds






                                 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 811-08243


                                 DIREXION FUNDS
               (Exact name of registrant as specified in charter)


                     1301 AVENUE OF THE AMERICAS (6TH AVE.)
                                   28th FLOOR
                              NEW YORK, NY  10019
              (Address of principal executive offices) (Zip code)


                        U.S. BANCORP FUND SERVICES, LLC
                             615 E. MICHIGAN AVENUE
                              MILWAUKEE, WI  53202
                    (Name and address of agent for service)


      Registrant's telephone number, including area code:  1-800-851-0511


Date of fiscal year end: August 31 and October 31

Date of reporting period: July 1, 2017 - June 30, 2018











=================== Direxion Indexed Commodity Strategy Fund ===================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



====================== Direxion Indexed CVT Strategy Fund ======================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



================ Direxion Indexed Managed Futures Strategy Fund ================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



============== Direxion Monthly 25+ Year Treasury Bear 1.35X Fund ==============

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



============== Direxion Monthly 25+ Year Treasury Bull 1.35X Fund ==============

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



=============== Direxion Monthly 7-10 Year Treasury Bear 2X Fund ===============

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



=============== Direxion Monthly 7-10 Year Treasury Bull 2X Fund ===============

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



===================== Direxion Monthly China Bull 2X Fund ======================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



================ Direxion Monthly Emerging Markets Bull 2X Fund ================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



================== Direxion Monthly High Yield Bull 1.2X Fund ==================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



================== Direxion Monthly MSCI EAFE Bear 1.25X Fund ==================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



================= Direxion Monthly MSCI Europe Bear 1.25X Fund =================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



================== Direxion Monthly MSCI Europe Bull 2X Fund ===================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



============ Direxion Monthly NASDAQ Biotechnology Bear 1.25X Fund =============

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



============== Direxion Monthly NASDAQ Biotechnology Bull 2X Fund ==============

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



================= Direxion Monthly NASDAQ-100 Bear 1.25X Fund ==================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



================= Direxion Monthly NASDAQ-100 Bull 1.25X Fund ==================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



================= Direxion Monthly NASDAQ-100(R) Bull 2X Fund ==================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



=================== Direxion Monthly S&P 500(R) Bear 2X Fund ===================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



=================== Direxion Monthly S&P 500(R) Bull 2X Fund ===================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



=================== Direxion Monthly Small Cap Bear 2X Fund ====================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



=================== Direxion Monthly Small Cap Bull 2X Fund ====================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



======================= Direxion MSCI EAFE Bull 2X Fund ========================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



========================= Hilton Tactical Income Fund ==========================


A. O. SMITH CORPORATION

Ticker:       AOS            Security ID:  831865209
Meeting Date: APR 09, 2018   Meeting Type: Annual
Record Date:  FEB 20, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William P. Greubel       For       For          Management
1.2   Elect Director Ilham Kadri              For       For          Management
1.3   Elect Director Idelle K. Wolf           For       For          Management
1.4   Elect Director Gene C. Wulf             For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Ernst & Young LLP  as Auditors   For       For          Management


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

BOOZ ALLEN HAMILTON HOLDING CORPORATION

Ticker:       BAH            Security ID:  099502106
Meeting Date: AUG 03, 2017   Meeting Type: Annual
Record Date:  JUN 12, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ralph W. Shrader         For       For          Management
1.2   Elect Director Joan Lordi C. Amble      For       For          Management
1.3   Elect Director Peter Clare              For       For          Management
1.4   Elect Director Philip A. Odeen          For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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

BROADRIDGE FINANCIAL SOLUTIONS, INC.

Ticker:       BR             Security ID:  11133T103
Meeting Date: NOV 16, 2017   Meeting Type: Annual
Record Date:  SEP 21, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Leslie A. Brun           For       For          Management
1b    Elect Director Pamela L. Carter         For       For          Management
1c    Elect Director Richard J. Daly          For       For          Management
1d    Elect Director Robert N. Duelks         For       For          Management
1e    Elect Director Richard J. Haviland      For       For          Management
1f    Elect Director Brett A. Keller          For       For          Management
1g    Elect Director Stuart R. Levine         For       For          Management
1h    Elect Director Maura A. Markus          For       For          Management
1i    Elect Director Thomas J. Perna          For       For          Management
1j    Elect Director Alan J. Weber            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors


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

BROOKFIELD DTLA FUND OFFICE TRUST INVESTOR INC.

Ticker:       DTLA.P         Security ID:  112714209
Meeting Date: OCT 30, 2017   Meeting Type: Proxy Contest
Record Date:  AUG 29, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Non-Voting Agenda                       None      None         Management
#     Proposal                                Diss Rec  Vote Cast    Sponsor
      Dissident Proxy (Green Proxy Card)      None
1     Holders of shares of the 7.625% Series  For       For          Management
      A Cumulative Redeemable Preferred
      Stock of Brookfield DTLA Fund Office
      Trust Investor Inc. request that a
      special meeting of holders of the
      Series A Preferred Stock be held to
      elect two Preferred Directors


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

BROOKFIELD DTLA FUND OFFICE TRUST INVESTOR INC.

Ticker:       DTLA.P         Security ID:  112714209
Meeting Date: DEC 11, 2017   Meeting Type: Proxy Contest
Record Date:  OCT 16, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Non-Voting Agenda                       None      None         Management
#     Proposal                                Diss Rec  Vote Cast    Sponsor
      Dissident Proxy (Green Proxy Card)      None
1.1   Elect Director Phillip Goldstein        For       Did Not Vote Management
1.2   Elect Director Andrew Dakos             For       Did Not Vote Management
2     Adjourn Meeting                         For       Did Not Vote Management


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

CME GROUP INC.

Ticker:       CME            Security ID:  12572Q105
Meeting Date: MAY 09, 2018   Meeting Type: Annual
Record Date:  MAR 12, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Terrence A. Duffy        For       For          Management
1b    Elect Director Timothy S. Bitsberger    For       For          Management
1c    Elect Director Charles P. Carey         For       For          Management
1d    Elect Director Dennis H. Chookaszian    For       For          Management
1e    Elect Director Ana Dutra                For       For          Management
1f    Elect Director Martin J. Gepsman        For       For          Management
1g    Elect Director Larry G. Gerdes          For       For          Management
1h    Elect Director Daniel R. Glickman       For       For          Management
1i    Elect Director Deborah J. Lucas         For       For          Management
1j    Elect Director Alex J. Pollock          For       For          Management
1k    Elect Director Terry L. Savage          For       For          Management
1l    Elect Director William R. Shepard       For       For          Management
1m    Elect Director Howard J. Siegel         For       For          Management
1n    Elect Director Dennis A. Suskind        For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

CROWN CASTLE INTERNATIONAL CORP.

Ticker:       CCI            Security ID:  22822V101
Meeting Date: MAY 17, 2018   Meeting Type: Annual
Record Date:  MAR 23, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director P. Robert Bartolo        For       For          Management
1b    Elect Director Jay A. Brown             For       For          Management
1c    Elect Director Cindy Christy            For       For          Management
1d    Elect Director Ari Q. Fitzgerald        For       For          Management
1e    Elect Director Robert E. Garrison, II   For       For          Management
1f    Elect Director Andrea J. Goldsmith      For       For          Management
1g    Elect Director Lee W. Hogan             For       For          Management
1h    Elect Director Edward C. Hutcheson, Jr. For       For          Management
1i    Elect Director J. Landis Martin         For       For          Management
1j    Elect Director Robert F. McKenzie       For       For          Management
1k    Elect Director Anthony J. Melone        For       For          Management
1l    Elect Director W. Benjamin Moreland     For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

D.R. HORTON, INC.

Ticker:       DHI            Security ID:  23331A109
Meeting Date: JAN 24, 2018   Meeting Type: Annual
Record Date:  NOV 27, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Donald R. Horton         For       For          Management
1b    Elect Director Barbara K. Allen         For       For          Management
1c    Elect Director Brad S. Anderson         For       For          Management
1d    Elect Director Michael R. Buchanan      For       For          Management
1e    Elect Director Michael W. Hewatt        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Amend Executive Incentive Bonus Plan    For       For          Management
5     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


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

DOWDUPONT INC.

Ticker:       DWDP           Security ID:  26078J100
Meeting Date: APR 25, 2018   Meeting Type: Annual
Record Date:  FEB 26, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Lamberto Andreotti       For       For          Management
1b    Elect Director James A. Bell            For       For          Management
1c    Elect Director Edward D. Breen          For       For          Management
1d    Elect Director Robert A. Brown          For       For          Management
1e    Elect Director Alexander M. Cutler      For       For          Management
1f    Elect Director Jeff M. Fettig           For       For          Management
1g    Elect Director Marillyn A. Hewson       For       For          Management
1h    Elect Director Lois D. Juliber          For       For          Management
1i    Elect Director Andrew N. Liveris        For       For          Management
1j    Elect Director Raymond J. Milchovich    For       For          Management
1k    Elect Director Paul Polman              For       For          Management
1l    Elect Director Dennis H. Reilley        For       For          Management
1m    Elect Director James M. Ringler         For       For          Management
1n    Elect Director Ruth G. Shaw             For       For          Management
1o    Elect Director Lee M. Thomas            For       For          Management
1p    Elect Director Patrick J. Ward          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
5     Eliminate Supermajority Vote            Against   For          Shareholder
      Requirement
6     Report on Pay Disparity                 Against   Against      Shareholder
7     Assess Feasibility of Including         Against   Against      Shareholder
      Sustainability as a Performance
      Measure for Senior Executive
      Compensation
8     Report on Impact of the Bhopal          Against   Against      Shareholder
      Chemical Explosion
9     Reduce Ownership Threshold for          Against   For          Shareholder
      Shareholders to Call Special Meeting


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

GRAMERCY PROPERTY TRUST

Ticker:       GPT            Security ID:  385002308
Meeting Date: JUN 12, 2018   Meeting Type: Annual
Record Date:  APR 16, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Charles E. Black         For       For          Management
1.2   Elect Director Gordon F. DuGan          For       For          Management
1.3   Elect Director Allan J. Baum            For       For          Management
1.4   Elect Director Z. Jamie Behar           For       For          Management
1.5   Elect Director Thomas D. Eckert         For       For          Management
1.6   Elect Director James L. Francis         For       For          Management
1.7   Elect Director Gregory F. Hughes        For       For          Management
1.8   Elect Director Jeffrey E. Kelter        For       For          Management
1.9   Elect Director Louis P. Salvatore       For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

HARRIS CORPORATION

Ticker:       HRS            Security ID:  413875105
Meeting Date: OCT 27, 2017   Meeting Type: Annual
Record Date:  SEP 01, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director James F. Albaugh         For       For          Management
1b    Elect Director William M. Brown         For       For          Management
1c    Elect Director Peter W. Chiarelli       For       For          Management
1d    Elect Director Thomas A. Dattilo        For       For          Management
1e    Elect Director Roger B. Fradin          For       For          Management
1f    Elect Director Terry D. Growcock        For       For          Management
1g    Elect Director Lewis Hay, III           For       For          Management
1h    Elect Director Vyomesh I. Joshi         For       For          Management
1i    Elect Director Leslie F. Kenne          For       For          Management
1j    Elect Director James C. Stoffel         For       For          Management
1k    Elect Director Gregory T. Swienton      For       For          Management
1l    Elect Director Hansel E. Tookes, II     For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify Ernst & Young LLP as Auditors    For       For          Management


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

HOST HOTELS & RESORTS, INC.

Ticker:       HST            Security ID:  44107P104
Meeting Date: MAY 17, 2018   Meeting Type: Annual
Record Date:  MAR 19, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mary L. Baglivo          For       For          Management
1.2   Elect Director Sheila C. Bair           For       For          Management
1.3   Elect Director Ann McLaughlin Korologos For       For          Management
1.4   Elect Director Richard E. Marriott      For       For          Management
1.5   Elect Director Sandeep L. Mathrani      For       For          Management
1.6   Elect Director John B. Morse, Jr.       For       For          Management
1.7   Elect Director Mary Hogan Preusse       For       For          Management
1.8   Elect Director Walter C. Rakowich       For       For          Management
1.9   Elect Director James F. Risoleo         For       For          Management
1.10  Elect Director Gordon H. Smith          For       For          Management
1.11  Elect Director A. William Stein         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Report on Sustainability                Against   Against      Shareholder


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

INNOVATIVE INDUSTRIAL PROPERTIES, INC.

Ticker:       IIPR           Security ID:  45781V101
Meeting Date: MAY 23, 2018   Meeting Type: Annual
Record Date:  MAR 29, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alan Gold                For       For          Management
1.2   Elect Director Gary Kreitzer            For       Withhold     Management
1.3   Elect Director Scott Shoemaker          For       Withhold     Management
1.4   Elect Director Paul Smithers            For       For          Management
1.5   Elect Director David Stecher            For       Withhold     Management
2     Ratify BDO USA, LLP as Auditors         For       For          Management


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

INVESCO DYNAMIC CREDIT OPPORTUNITIES FUND

Ticker:       VTA            Security ID:  46132R104
Meeting Date: SEP 08, 2017   Meeting Type: Annual
Record Date:  JUN 16, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a.1  Elect Director Teresa M. Ressel         For       For          Management
1a.2  Elect Director Larry Soll               For       For          Management
1a.3  Elect Director Philip A. Taylor         For       For          Management
1a.4  Elect Director Christopher L. Wilson    For       For          Management


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

JOHNSON & JOHNSON

Ticker:       JNJ            Security ID:  478160104
Meeting Date: APR 26, 2018   Meeting Type: Annual
Record Date:  FEB 27, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Mary C. Beckerle         For       For          Management
1b    Elect Director D. Scott Davis           For       For          Management
1c    Elect Director Ian E. L. Davis          For       For          Management
1d    Elect Director Jennifer A. Doudna       For       For          Management
1e    Elect Director Alex Gorsky              For       For          Management
1f    Elect Director Mark B. McClellan        For       For          Management
1g    Elect Director Anne M. Mulcahy          For       For          Management
1h    Elect Director William D. Perez         For       For          Management
1i    Elect Director Charles Prince           For       For          Management
1j    Elect Director A. Eugene Washington     For       For          Management
1k    Elect Director Ronald A. Williams       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
4     Prohibit Adjusting Compensation         Against   Against      Shareholder
      Metrics for Legal or Compliance Costs
5     Reduce Ownership Threshold for          Against   For          Shareholder
      Shareholders to Call Special Meeting


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

JPMORGAN CHASE & CO.

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 15, 2018   Meeting Type: Annual
Record Date:  MAR 16, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Linda B. Bammann         For       For          Management
1b    Elect Director James A. Bell            For       For          Management
1c    Elect Director Stephen B. Burke         For       For          Management
1d    Elect Director Todd A. Combs            For       For          Management
1e    Elect Director James S. Crown           For       For          Management
1f    Elect Director James Dimon              For       For          Management
1g    Elect Director Timothy P. Flynn         For       For          Management
1h    Elect Director Mellody Hobson           For       For          Management
1i    Elect Director Laban P. Jackson, Jr.    For       For          Management
1j    Elect Director Michael A. Neal          For       For          Management
1k    Elect Director Lee R. Raymond           For       For          Management
1l    Elect Director William C. Weldon        For       For          Management
2     Ratify Existing Ownership Threshold     For       Against      Management
      for Shareholders to Call Special
      Meeting
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
6     Require Independent Board Chairman      Against   For          Shareholder
7     Prohibit Accelerated Vesting of Awards  Against   For          Shareholder
      to Pursue Government Service
8     Institute Procedures to Prevent         Against   Against      Shareholder
      Investments in Companies that
      Contribute to Genocide or Crimes
      Against Humanity
9     Restore or Provide for Cumulative       Against   Against      Shareholder
      Voting


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

LENNOX INTERNATIONAL INC.

Ticker:       LII            Security ID:  526107107
Meeting Date: MAY 16, 2018   Meeting Type: Annual
Record Date:  MAR 20, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John E. Major            For       For          Management
1.2   Elect Director Gregory T. Swienton      For       For          Management
1.3   Elect Director Todd J. Teske            For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

MAGELLAN MIDSTREAM PARTNERS, L.P.

Ticker:       MMP            Security ID:  559080106
Meeting Date: APR 26, 2018   Meeting Type: Annual
Record Date:  FEB 26, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert G. Croyle         For       For          Management
1.2   Elect Director Stacy P. Methvin         For       For          Management
1.3   Elect Director Barry R. Pearl           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Ernst & Young, LLP as Auditors   For       For          Management


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

MAINSOURCE FINANCIAL GROUP, INC.

Ticker:       MSFG           Security ID:  56062Y102
Meeting Date: DEC 04, 2017   Meeting Type: Special
Record Date:  OCT 13, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Merger Agreement                For       For          Management
2     Advisory Vote on Golden Parachutes      For       For          Management
3     Adjourn Meeting                         For       For          Management


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

MCDONALD'S CORPORATION

Ticker:       MCD            Security ID:  580135101
Meeting Date: MAY 24, 2018   Meeting Type: Annual
Record Date:  MAR 26, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Lloyd Dean               For       For          Management
1b    Elect Director Stephen Easterbrook      For       For          Management
1c    Elect Director Robert Eckert            For       For          Management
1d    Elect Director Margaret (Margo)         For       For          Management
      Georgiadis
1e    Elect Director Enrique Hernandez, Jr.   For       For          Management
1f    Elect Director Jeanne Jackson           For       For          Management
1g    Elect Director Richard Lenny            For       For          Management
1h    Elect Director John Mulligan            For       For          Management
1i    Elect Director Sheila Penrose           For       For          Management
1j    Elect Director John Rogers, Jr.         For       For          Management
1k    Elect Director Miles White              For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Ernst & Young LLP as Auditors    For       For          Management
4     Provide Right to Act by Written Consent Against   For          Shareholder
5     Report on Plastic Straws                Against   Against      Shareholder
6     Report on Charitable Contributions      Against   Against      Shareholder


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

NORTHSTAR REALTY EUROPE CORP.

Ticker:       NRE            Security ID:  66706L101
Meeting Date: AUG 17, 2017   Meeting Type: Annual
Record Date:  JUL 17, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David T. Hamamoto        For       For          Management
1.2   Elect Director Richard B. Saltzman      For       For          Management
1.3   Elect Director Mario Chisholm           For       For          Management
1.4   Elect Director Judith A. Hannaway       For       Withhold     Management
1.5   Elect Director Dianne Hurley            For       Withhold     Management
1.6   Elect Director Oscar Junquera           For       For          Management
1.7   Elect Director Wesley D. Minami         For       Withhold     Management
2     Ratify PricewaterhouseCoopers, Societe  For       For          Management
      cooperative as Auditors


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

NUVEEN CREDIT STRATEGIES INCOME FUND

Ticker:       JQC            Security ID:  67073D102
Meeting Date: APR 11, 2018   Meeting Type: Annual
Record Date:  JAN 29, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1b.1  Elect Director Margo L. Cook            For       For          Management
1b.2  Elect Director Jack B. Evans            For       For          Management
1b.3  Elect Director Albin F. Moschner        For       For          Management
1b.4  Elect Director William J. Schneider     For       For          Management


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

NUVEEN MORTGAGE OPPORTUNITY TERM FUND

Ticker:       JLS            Security ID:  670735109
Meeting Date: APR 11, 2018   Meeting Type: Annual
Record Date:  JAN 29, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1b.1  Elect Director Margo L. Cook            For       For          Management
1b.2  Elect Director Jack B. Evans            For       For          Management
1b.3  Elect Director Albin F. Moschner        For       For          Management
1b.4  Elect Director William J. Schneider     For       For          Management


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

OAKTREE SPECIALTY LENDING CORPORATION

Ticker:       OCSL           Security ID:  67401P108
Meeting Date: APR 06, 2018   Meeting Type: Annual
Record Date:  FEB 09, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Marc H. Gamsin           For       For          Management
1.2   Elect Director Craig Jacobson           For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management


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

PIMCO DYNAMIC CREDIT AND MORTGAGE INCOME FUND

Ticker:       PCI            Security ID:  72202D106
Meeting Date: APR 27, 2018   Meeting Type: Annual
Record Date:  FEB 26, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Craig A. Dawson          For       For          Management
1.2   Elect Director Bradford K. Gallagher    For       For          Management
1.3   Elect Director James A. Jacobson        For       For          Management


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

REDWOOD TRUST, INC.

Ticker:       RWT            Security ID:  758075402
Meeting Date: MAY 22, 2018   Meeting Type: Annual
Record Date:  MAR 26, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard D. Baum          For       For          Management
1.2   Elect Director Douglas B. Hansen        For       For          Management
1.3   Elect Director Christopher J. Abate     For       For          Management
1.4   Elect Director Mariann Byerwalter       For       For          Management
1.5   Elect Director Debora D. Horvath        For       For          Management
1.6   Elect Director Greg H. Kubicek          For       For          Management
1.7   Elect Director Karen R. Pallotta        For       For          Management
1.8   Elect Director Jeffrey T. Pero          For       For          Management
1.9   Elect Director Georganne C. Proctor     For       For          Management
2     Ratify Grant Thornton LLP as Auditors   For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management


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

REPUBLIC SERVICES, INC.

Ticker:       RSG            Security ID:  760759100
Meeting Date: MAY 11, 2018   Meeting Type: Annual
Record Date:  MAR 14, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Manuel Kadre             For       For          Management
1b    Elect Director Tomago Collins           For       For          Management
1c    Elect Director Thomas W. Handley        For       For          Management
1d    Elect Director Jennifer M. Kirk         For       For          Management
1e    Elect Director Michael Larson           For       For          Management
1f    Elect Director Kim S. Pegula            For       For          Management
1g    Elect Director Ramon A. Rodriguez       For       For          Management
1h    Elect Director Donald W. Slager         For       For          Management
1i    Elect Director John M. Trani            For       For          Management
1j    Elect Director Sandra M. Volpe          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Ernst & Young LLP as Auditors    For       For          Management
4     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
5     Report on Political Contributions       Against   For          Shareholder


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

STARBUCKS CORPORATION

Ticker:       SBUX           Security ID:  855244109
Meeting Date: MAR 21, 2018   Meeting Type: Annual
Record Date:  JAN 11, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Howard Schultz           For       For          Management
1b    Elect Director Rosalind G. Brewer       For       For          Management
1c    Elect Director Mary N. Dillon           For       For          Management
1d    Elect Director Mellody Hobson           For       For          Management
1e    Elect Director Kevin R. Johnson         For       For          Management
1f    Elect Director Jorgen Vig Knudstorp     For       For          Management
1g    Elect Director Satya Nadella            For       For          Management
1h    Elect Director Joshua Cooper Ramo       For       For          Management
1i    Elect Director Clara Shih               For       For          Management
1j    Elect Director Javier G. Teruel         For       For          Management
1k    Elect Director Myron E. Ullman, III     For       For          Management
1l    Elect Director Craig E. Weatherup       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
4     Proxy Access Bylaw Amendments           Against   For          Shareholder
5     Report on Sustainable Packaging         Against   For          Shareholder
6     Report on Paid Family Leave *Withdrawn  None      None         Shareholder
      Resolution*
7     Prepare Employment Diversity Report     Against   For          Shareholder
      and Report on Diversity Policies


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

STERLING BANCORP

Ticker:       STL            Security ID:  85917A100
Meeting Date: MAY 22, 2018   Meeting Type: Annual
Record Date:  MAR 28, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John P. Cahill           For       For          Management
1.2   Elect Director James F. Deutsch         For       For          Management
1.3   Elect Director Navy E. Djonovic         For       For          Management
1.4   Elect Director Fernando Ferrer          For       For          Management
1.5   Elect Director Robert Giambrone         For       For          Management
1.6   Elect Director Jack Kopnisky            For       For          Management
1.7   Elect Director James J. Landy           For       For          Management
1.8   Elect Director Robert W. Lazar          For       For          Management
1.9   Elect Director Maureen Mitchell         For       For          Management
1.10  Elect Director Patricia M. Nazemetz     For       For          Management
1.11  Elect Director Richard O'Toole          For       For          Management
1.12  Elect Director Ralph F. Palleschi       For       For          Management
1.13  Elect Director Burt Steinberg           For       For          Management
1.14  Elect Director William E. Whiston       For       For          Management
2     Amend Bylaws to Permit Removal of       For       For          Management
      Directors With or Without Cause
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Crowe Horwath LLP as Auditors    For       For          Management


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

THE BANK OF N.T. BUTTERFIELD & SON LIMITED

Ticker:       NTB            Security ID:  G0772R208
Meeting Date: APR 19, 2018   Meeting Type: Annual
Record Date:  MAR 02, 2018

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports (Voting)
2     Approve PricewaterhouseCoopers as       For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration
3     Fix Number of Directors at Twelve       For       For          Management
4.1   Elect Director Michael Collins          For       For          Management
4.2   Elect Director Alastair Barbour         For       For          Management
4.3   Elect Director James F. Burr            For       For          Management
4.4   Elect Director Michael Covell           For       For          Management
4.5   Elect Director Caroline Foulger         For       For          Management
4.6   Elect Director Conor O'Dea              For       For          Management
4.7   Elect Director Meroe Park               For       For          Management
4.8   Elect Director Pamela Thomas-Graham     For       For          Management
4.9   Elect Director John Wright              For       For          Management
4.10  Elect Director David Zwiener            For       For          Management
5     Authorize Board to Fill Vacancies       For       For          Management
6     Approve Issuance of Equity or           For       For          Management
      Equity-Linked Securities without
      Preemptive Rights


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

UBS GROUP AG

Ticker:       UBSG           Security ID:  H42097107
Meeting Date: MAY 03, 2018   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Accept Financial Statements and         For       For          Management
      Statutory Reports
1.2   Approve Remuneration Report             For       For          Management
      (Non-Binding)
2     Approve Allocation of Income and        For       For          Management
      Dividends of CHF 0.65 per Share from
      Capital Contribution Reserves
3     Approve Discharge of Board and Senior   For       For          Management
      Management
4     Approve Variable Remuneration of        For       For          Management
      Executive Committee in the Amount of
      CHF 74.2 Million
5     Approve Maximum Fixed Remuneration of   For       For          Management
      Executive Committee in the Amount of
      CHF 31.5 Million
6.1a  Reelect Axel Weber as Director and      For       For          Management
      Board Chairman
6.1b  Reelect Michel Demare as Director       For       For          Management
6.1c  Reelect David Sidwell as Director       For       For          Management
6.1d  Reelect Reto Francioni as Director      For       For          Management
6.1e  Reelect Ann Godbehere as Director       For       For          Management
6.1f  Reelect Julie Richardson as Director    For       For          Management
6.1g  Reelect Isabelle Romy as Director       For       For          Management
6.1h  Reelect Robert Scully as Director       For       For          Management
6.1i  Reelect Beatrice Weder di Mauro as      For       For          Management
      Director
6.1j  Reelect Dieter Wemmer as Director       For       For          Management
6.2.1 Elect Jeremy Anderson as Director       For       For          Management
6.2.2 Elect Fred Hu as Director               For       For          Management
6.3.1 Reappoint Ann Godbehere as Member of    For       For          Management
      the Compensation Committee
6.3.2 Reappoint Michel Demare as Member of    For       For          Management
      the Compensation Committee
6.3.3 Appoint Julie Richardson as Member of   For       For          Management
      the Compensation Committee
6.3.4 Appoint Dieter Wemmer as Member of the  For       For          Management
      Compensation Committee
7     Approve Maximum Remuneration of Board   For       For          Management
      of Directors in the Amount of CHF 14.5
      Million
8.1   Designate ADB Altorfer Duss &           For       For          Management
      Beilstein AG as Independent Proxy
8.2   Ratify Ernst & Young AG as Auditors     For       For          Management
8.3   Ratify BDO AG as Special Auditor        For       For          Management
9     Transact Other Business (Voting)        For       Against      Management







                                   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) DIREXION FUNDS


By (Signature and Title)   /s/ Patrick J. Rudnick

                   Patrick J. Rudnick, Principal Executive Officer


Date     8/28/2018







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