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 811-09277

                            Viking Mutual Funds
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                Exact name of registrant as specified in charter)

1400 14th Ave. SW  Minot, ND                                         58701
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(Address of principal executive offices)                          (Zip code)

                           Viking Fund Management, LLC
                        1400 14th Ave. SW, Minot, ND 58701
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                     (Name and address of agent for service)

Registrant's telephone number, including area code: 1-800-933-8413

Date of fiscal year end: 12/31/03

Date of reporting period: 6/30/2004

  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 (ss.ss. 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. ss. 3507.

SEC 2451 (4-03)         Persons who are to respond to the collection
                        of information contained in this form are not
                        required to respond unless the form displays
                        a currently valid OMB control number.


Viking Small-Cap Value Fund

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A.O. SMITH CORPORATION

Ticker:        AOS                 Security ID:     831865209
Meeting Date:  April 5, 2004       Meeting Type:    Annual
Record Date:   February 25, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify Appointment of independent   For       For         Management
      auditors

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APPLEBEE'S INTERNATIONAL

Ticker:        APPB                Security ID:     037899101
Meeting Date:  May 18, 2004        Meeting Type:    Annual
Record Date:   March 15, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt incentive stock option plan   For       For         Management
3     Adopt stock purchase plan           For       For         Management
4     Ratify appointment of independent   For       For         Management
      auditors
5     Allow shareholders to select        Against   Against     Shareholder
      auditors

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APTARGROUP, INC.

Ticker:        ATR                 Security ID:     038336103
Meeting Date:  May 5, 2004         Meeting Type:    Annual
Record Date:   March 11, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt omnibus stock option plan     For       For         Management
3     Adopt Director stock option plan    For       For         Management


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ARKANSAS BEST CORPORATION

Ticker:        ABFS                Security ID:     040790107
Meeting Date:  April 27, 2004      Meeting Type:    Annual
Record Date:   February 27, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors

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BJ'S WHOLESALE

Ticker:        BJ                  Security ID:     05548J106
Meeting Date:  May 20, 2004        Meeting Type:    Annual
Record Date:   April 5, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Amend omnibus stock option plan     For       For         Management
3     Ratify appointment of independent   For       For         Management
      auditors

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BORGWARNER INC.

Ticker:        BWA                 Security ID:     099724106
Meeting Date:  April 21, 2004      Meeting Type:    Annual
Record Date:   March 5, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt incentive stock option plan   For       For         Management
3     Approve authorized common stock     For       For         Management
      increase
4     Ratify appointment of independent   For       For         Management
      auditors

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CABLE DESIGN TECHNOLOGIES CORP

Ticker:        CDT                 Security ID:     126924109
Meeting Date:  December 9, 2003    Meeting Type:    Annual
Record Date:   October 22, 2003

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors

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CHURCH & DWIGHT

Ticker:        CHD                 Security ID:     171340102
Meeting Date:  May 6, 2004         Meeting Type:    Annual
Record Date:   March 12, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors

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CLAIRE'S STORES, INC.

Ticker:        CLE                 Security ID:     179584107
Meeting Date:  June 23, 2004       Meeting Type:    Annual
Record Date:   April 30, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Norther Irelenad                    Against   Against     Shareholder

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CLARCOR INC.

Ticker:        CLC                 Security ID:     179895107
Meeting Date:  March 22, 2004      Meeting Type:    Annual
Record Date:   February 4, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt stock purchase plan           For       For         Management

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CONMED CORPORATION

Ticker:        CNMD                Security ID:     207410101
Meeting Date:  May 18, 2004        Meeting Type:    Annual
Record Date:   March 31, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Amend long term incentive plan      For       For         Management

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DENTSPLY INTERNATIONAL

Ticker:        XRAY                Security ID:     249030107
Meeting Date:  May 10, 2004        Meeting Type:    Annual
Record Date:   March 25, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors

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GEORGIA GULF CORPORATION

Ticker:        GGC                 Security ID:     373200203
Meeting Date:  May 18, 2004        Meeting Type:    Annual
Record Date:   March 29, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Incentive stock options             For       For         Management
4     Stock bonus plan                    For       For         Management

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GRANITE CONSTRUCTION INCORPORATED

Ticker:        GVA                 Security ID:     387328107
Meeting Date:  May 24, 2004        Meeting Type:    Annual
Record Date:   March 26, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Incentive stock options             For       Against     Management
3     Corporate governance                Against   Against     Shareholder
4     Ratify appointment of independent   For       For         Management
      auditors

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INSITUFORM TECHNOLOGIES, INC.

Ticker:        INSU                Security ID:     457667103
Meeting Date:  April 28, 2004      Meeting Type:    Annual
Record Date:   March 3, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management

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INTERNATIONAL RECTIFIER CORPORATION

Ticker:        IRF                 Security ID:     460254105
Meeting Date:  December 8, 2003    Meeting Type:    Annual
Record Date:   September 26, 2003

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Amend omnibus stock option plan     For       For         Management
3     Amend omnibus stock option plan     For       Against     Management
4     Ratify appointment of independent   For       For         Management
      auditors

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INTERNATIONAL RECTIFIER CORPORATION

Ticker:        IRF                 Security ID:     460254105
Meeting Date:  January 26, 2004    Meeting Type:    Special
Record Date:   December 19, 2003

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Approve authorized common stock     For       Against     Management
      increase

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JAKKS PACIFIC, INC.

Ticker:        JAKK                Security ID:     47012E106
Meeting Date:  September 3, 2003   Meeting Type:    Annual
Record Date:   July 8, 2003

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Transact other business             For       Against     Management

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LAFARGE NORTH AMERICA INC.

Ticker:        LAF                 Security ID:     505862102
Meeting Date:  May 4, 2004         Meeting Type:    Annual
Record Date:   February 20, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management

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LIBBEY INC.

Ticker:        LBY                 Security ID:     529898108
Meeting Date:  May 6, 2004         Meeting Type:    Annual
Record Date:   March 17, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Amend omnibus stock option plan     For       For         Management

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MACK-CALI REALTY CORPORATION

Ticker:        CLI                 Security ID:     554489104
Meeting Date:  May 20, 2004        Meeting Type:    Annual
Record Date:   April 6, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Incentive stock options             For       For         Management
4     Corporate governance                Against   Against     Shareholder

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MIM CORPORATION

Ticker:        MIMS                Security ID:     553044108
Meeting Date:  May 25, 2004        Meeting Type:    Annual
Record Date:   April 2, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors

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NEWIELD EXPLORATION COMPANY

Ticker:        NFX                 Security ID:     651290108
Meeting Date:  May 6, 2004         Meeting Type:    Annual
Record Date:   March 19, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt omnibus stock option plan     For       For         Management
3     Approve authorized common stock     For       For         Management
      increase
4     Ratify appointment of independent   For       For         Management
      auditors

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OUTBACK STEAKHOUSE, INC.

Ticker:        OSI                 Security ID:     689899102
Meeting Date:  April 21, 2004      Meeting Type:    Annual
Record Date:   February 27, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Amend stock option plan             For       For         Management
3     Transact other business             For       For         Management

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OWENS & MINOR, INC.

Ticker:        OMI                 Security ID:     690732102
Meeting Date:  May 25, 2004        Meeting Type:    Annual
Record Date:   March 3, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors

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PIEDMONT NATURAL GAS COMPANY, INC.

Ticker:        PNY                 Security ID:     720186105
Meeting Date:  February 27, 2004   Meeting Type:    Annual
Record Date:   January 9, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors

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POLYMEDICA CORPORATION

Ticker:        PLMD                Security ID:     731738100
Meeting Date:  September 26, 2003  Meeting Type:    Annual
Record Date:   August 8, 2003

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors

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PROTECTIVE LIFE CORPORATION

Ticker:        PL                  Security ID:     743674103
Meeting Date:  May 4, 2004         Meeting Type:    Annual
Record Date:   February 20, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt non-employee director plan    For       For         Management
3     Ratify appointment of independent   For       For         Management
      auditors

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QUESTAR CORPORATION

Ticker:        STR                 Security ID:     748356102
Meeting Date:  May 18, 2004        Meeting Type:    Annual
Record Date:   March 22, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt incentive stock option plan   For       For         Management

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RC2 CORPORATION

Ticker:        RCRC                Security ID:     749388106
Meeting Date:  May 7, 2004         Meeting Type:    Annual
Record Date:   March 22, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors

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RPM INTERNATIONAL INC.

Ticker:        RPM                 Security ID:     749685103
Meeting Date:  October 10, 2003    Meeting Type:    Annual
Record Date:   August 15, 2003

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt omnibus stock option plan     For       For         Management

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ROADWAY CORPORATION

Ticker:        ROAD                Security ID:     769742107
Meeting Date:  December 9, 2003    Meeting Type:    Special
Record Date:   October 16, 2003

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Approve merger agreement            For       For         Management
2     Approve motion to adjourn meeting   For       For         Managmeent

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SCOTTISH RE GROUP LIMITED

Ticker:        SCT                 Security ID:     G7885T104
Meeting Date:  May 5, 2004         Meeting Type:    Annual
Record Date:   March 10, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt omnibus stock option plan     For       For         Management
3     Ratify appointment of independent   For       For         Management
      auditors

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SHOPKO STORES, INC.

Ticker:        SKO                 Security ID:     824911101
Meeting Date:  May 26, 2004        Meeting Type:    Annual
Record Date:   April 2, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt incentive stock option plan   For       For         Management
3     Ratify appointment of independent   For       For         Management
      auditors

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SPINNAKER EXPLORATION COMPANY

Ticker:        SKE                 Security ID:     84855W10
Meeting Date:  May 5, 2004         Meeting Type:    Annual
Record Date:   March 12, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors

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SUPERIOR INDUSTRIES INTERNATIONAL

Ticker:        SUP                 Security ID:     868168105
Meeting Date:  May 10, 2004        Meeting Type:    Annual
Record Date:   March 29, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt/amend executive incentive     For       For         Management
      bonus plan
3     Adopt/amend executive incentive     For       For         Management
      bonus plan

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TECHNITROL, INC.

Ticker:        TNL                 Security ID:     878555101
Meeting Date:  May 19, 2004        Meeting Type:    Annual
Record Date:   March 5, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management

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TELEFLEX INCORPORATED

Ticker:        TFX                 Security ID:     879369106
Meeting Date:  April 30, 2004      Meeting Type:    Annual
Record Date:   March 2, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors

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WEST PHARMACEUTICAL SERVICES, INC.

Ticker:        WST                 Security ID:     955306105
Meeting Date:  May 4, 2004         Meeting Type:    Annual
Record Date:   March 25, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt omnibus stock option plan     For       Against     Management
3     Ratify appointment of independent   For       For         Management
      auditors

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XTO ENERGY INC.

Ticker:        XTO                 Security ID:     98385X106
Meeting Date:  May 18, 2004        Meeting Type:    Annual
Record Date:   March 31, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Approve authorized common stock     For       For         Management
      increase

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YELLOW ROADWAY CORPORATION

Ticker:        YELL                Security ID:     985577105
Meeting Date:  May 20, 2004        Meeting Type:    Annual
Record Date:   March 22, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt omnibus stock option plan     For       Against     Management
3     Ratify appointment of independent   For       For         Management
      auditors

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Viking Large-Cap Value Fund

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ALCOA

Ticker:        AA                  Security ID:     013817101
Meeting Date:  April 30, 2004      Meeting Type:    Annual
Record Date:   February 2, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt incentive stock option plan   For       For         Management
3A    Miscellaneous                       Against   Against     Shareholder
3B    Corporate governance                Against   Against     Shareholder

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AMERISOURCEBERGEN CORPORATION

Ticker:        ABC                 Security ID:     03073E105
Meeting Date:  March 5, 2004       Meeting Type:    Annual
Record Date:   January 12, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management

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ANADARKO PETROLEUM CORPORATION

Ticker:        APC                 Security ID:     032511107
Meeting Date:  May 6, 2004         Meeting Type:    Annual
Record Date:   March 8, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Amend incentive stock option plan   For       For         Management
3     Ratify appointment of independent   For       For         Management
      auditors
4     Environmental                       Against   Against     Shareholder

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APACHE CORPORATION

Ticker:        APA                 Security ID:     037411105
Meeting Date:  May 6, 2004         Meeting Type:    Annual
Record Date:   March 17, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Political/government                Against   Against     Shareholder

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BANK OF AMERICA CORPORATION

Ticker:        BAC                 Security ID:     060505104
Meeting Date:  May 26, 2004        Meeting Type:    Annual
Record Date:   April 7, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Miscellaneous                       Against   Against     Shareholder
4     Board of Directors                  Against   Against     Shareholder
5     Establish nominating committee      Against   Against     Shareholder
6     Miscellaneous                       Against   Against     Shareholder
7     Miscellaneous                       Against   Against     Shareholder

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CANADIAN PACIFIC CORPORATION

Ticker:        CP                  Security ID:     13645T100
Meeting Date:  April 20, 2004      Meeting Type:    Annual
Record Date:   March 9, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors

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CHEVRONTEXACO CORPORATION

Ticker:        CVX                 Security ID:     166764100
Meeting Date:  April 28, 2004      Meeting Type:    Annual
Record Date:   March 1, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Shareholder rights plan             For       For         Management
4     Adopt omnibus stock option plan     For       For         Managment
5     Miscellaneous                       Against   Against     Shareholder
6     Political/government                Against   Against     Shareholder
7     Board of Directors                  Against   Against     Shareholder
8     Miscellaneous                       Against   Against     Shareholder
9     Miscellaneous                       Against   Against     Shareholder

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CITIGROUP INC.

Ticker:        C                   Security ID:     172967101
Meeting Date:  April 20, 2004      Meeting Type:    Annual
Record Date:   February 27, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Limit compensation                  Against   Against     Shareholder
4     Political/government                Against   Against     Shareholder
5     Declassify board                    Against   Against     Shareholder
6     Board of Directors                  Against   Against     Shareholder

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CONOCOPHILLIPS

Ticker:        COP                 Security ID:     20825C104
Meeting Date:  May 5, 2004         Meeting Type:    Annual
Record Date:   March 10, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Adopt omnibus stock option plan     For       For         Management
4     Corporate governance                Against   Against     Shareholder
5     Corporate governance                Against   Against     Shareholder
6     Environmental                       Against   Against     Shareholder

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CVS CORPORATION

Ticker:        CVS                 Security ID:     126650100
Meeting Date:  May 12, 2004        Meeting Type:    Annual
Record Date:   March 15, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Amend incentive stock option plan   For       For         Management
3     Ratify appointment of independent   For       For         Management
      auditors
4     Corporate governance                Against   Against     Shareholder

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DEAN FOODS COMPANY

Ticker:        DF                  Security ID:     242370104
Meeting Date:  May 18, 2004        Meeting Type:    Annual
Record Date:   March 26, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors

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DOMINION RESOURCES, INC.

Ticker:        D                   Security ID:     25746U109
Meeting Date:  April 23, 2004      Meeting Type:    Annual
Record Date:   February 27, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Reincorporate out of Delaware       Against   Against     Shareholder

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EMERSON ELECTRIC CO.

Ticker:        EMR                 Security ID:     291011104
Meeting Date:  February 3, 2004    Meeting Type:    Annual
Record Date:   November 24, 2003

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Amend incentive stock option plan   For       For         Management
3     Ratify appointment of independent   For       For         Management
      auditors

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THE HARTFORD FINANCIAL SVCS GROUP

Ticker:        HIG                 Security ID:     416515104
Meeting Date:  May 20, 2004        Meeting Type:    Annual
Record Date:   March 22, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Corporate governance                Against   Against     Shareholder

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HCA INC.

Ticker:        HCA                 Security ID:     404119109
Meeting Date:  May 27, 2004        Meeting Type:    Annual
Record Date:   April 1, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Amend stock purchase plan           For       For         Management

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HEALTH MANAGEMENT ASSOCIATES, INC.

Ticker:        HMA                 Security ID:     421933102
Meeting Date:  February 17, 2004   Meeting Type:    Annual
Record Date:   December 19, 2003

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management

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HONEYWELL INTERNATIONAL INC.

Ticker:        HON                 Security ID:     438516106
Meeting Date:  April 26, 2004      Meeting Type:    Annual
Record Date:   February 27, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Board of Directors                  Against   For         Shareholder
4     Proxy process/statement             Against   For         Shareholder
5     Put golden parachute to             Against   For         Shareholder
      shareholder vote
6     Eliminate preemptive rights         Against   Against     Shareholder
7     Adopt cumulative voting             Against   For         Shareholder

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INGERSOLL-RAND COMPANY LIMITED

Ticker:        IR                  Security ID:     G4776G101
Meeting Date:  June 2, 2004        Meeting Type:    Annual
Record Date:   April 2, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Amend incentive stock option plan   For       For         Management
3     Approve charter amendment           For       For         Management
4     Ratify appointment of independent   For       For         Management
      auditors
5     Board of Directors                  Against   Against     Shareholder
6     Reincorporate in other state        Against   Against     Shareholder
7     Board of Directors                  Against   Against     Shareholder

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ITT INDUSTRIES, INC.

Ticker:        ITT                 Security ID:     450911102
Meeting Date:  May 11, 2004        Meeting Type:    Annual
Record Date:   March 19, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
B     Ratify appointment of independent   For       For         Management
      auditors
A     Election of Directors               For       For         Management

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KIMBERLY-CLARK CORPORATION

Ticker:        KMB                 Security ID:     494368103
Meeting Date:  April 29, 2004      Meeting Type:    Annual
Record Date:   March 1, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Amend omnibus stock option plan     For       For         Management
3     Ratify appointment of independent   For       For         Management
      auditors
4     Miscellaneous                       Against   For         Shareholder

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THE KROGER CO.

Ticker:        KR                  Security ID:     501044101
Meeting Date:  June 24, 2004       Meeting Type:    Annual
Record Date:   April 26, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Board of Directors                  Against   Against     Shareholder
4     Corporate governance                Against   Against     Shareholder
5     Corporate governance                Against   Against     Shareholder

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MASCO CORPORATION

Ticker:        MAS                 Security ID:     574599106
Meeting Date:  May 11, 2004        Meeting Type:    Annual
Record Date:   March 15, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt omnibus stock option plan     For       For         Management
3     Ratify appointment of independent   For       For         Management
      auditors

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MBIA INC.

Ticker:        MBI                 Security ID:     55262C100
Meeting Date:  May 6, 2004         Meeting Type:    Annual
Record Date:   March 18, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors

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MERRILL LYNCH & CO., INC.

Ticker:        MER                 Security ID:     590188108
Meeting Date:  April 23, 2004      Meeting Type:    Annual
Record Date:   February 24, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Adopt cumulative voting             Against   Against     Shareholder
4     Board of Directors                  Against   Against     Shareholder

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MORGAN STANLEY

Ticker:        MWD                 Security ID:     617446448
Meeting Date:  April 20, 2004      Meeting Type:    Annual
Record Date:   February 20, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Report on employees earning over    Against   Against     Shareholder
      $100,000
4     Put golden parachute to             Against   Against     Shareholder
      shareholder vote
5     Miscellaneous                       Against   Against     Shareholder

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NATIONAL CITY CORPORATION

Ticker:        NCC                 Security ID:     635405103
Meeting Date:  April 27, 2004      Meeting Type:    Annual
Record Date:   March 5, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt omnibus stock option plan     For       For         Management
3     Adopt omnibus stock option plan     For       For         Management
4     Ratify appointment of independent   For       For         Management
      auditors

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PARTNERRE LTD

Ticker:        PRE                 Security ID:     G6852T105
Meeting Date:  May 13, 2004        Meeting Type:    Annual
Record Date:   March 19, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Fix number of Directors             For       For         Management
3     Approve charter amendment           For       For         Management
4     Amend incentive stock option plan   For       For         Management
      to increase shares
5     Ratify appointment of independent   For       For         Management
      auditors
6     Transact other business             For       For         Management

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PFIZER INC.

Ticker:        PFE                 Security ID:     717081103
Meeting Date:  April 22, 2004      Meeting Type:    Annual
Record Date:   February 27, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Adopt stock option plan             For       For         Management
4     Health issues                       Against   Against     Shareholder
5     Political/government                Against   Against     Shareholder
6     Political/government                Against   Against     Shareholder
7     Board of Directors                  Against   Against     Shareholder
8     Miscellaneous                       Against   Against     Shareholder
9     Form shareholder advisory committee Against   Against     Shareholder
10    Health issues                       Against   Against     Shareholder

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

MASCO CORPORATION

Ticker:        MAS                 Security ID:     574599106
Meeting Date:  May 11, 2004        Meeting Type:    Annual
Record Date:   March 15, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt omnibus stock option plan     For       For         Management
3     Ratify appointment of independent   For       For         Management
      auditors

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PUBLIC SERVICE ENTERPRISE GROUP INC.

Ticker:        PEG                 Security ID:     744573106
Meeting Date:  April 20, 2004      Meeting Type:    Annual
Record Date:   February 20, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt incentive stock option plan   For       For         Management
3     Ratify appointment of independent   For       For         Management
      auditors
4     Allow shareholders to nominate      Against   Against     Shareholder
      directors

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RIO TINTO PLC

Ticker:        RTP                 Security ID:     767204100
Meeting Date:  April 7, 2004       Meeting Type:    Annual
Record Date:   March 1, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Change stock exchange listing       For       For         Management
2     Change stock exchange listing       For       For         Management
3     Change stock exchange listing       For       For         Management
4     Change stock exchange listing       For       Aginst      Management
5     Change stock exchange listing       For       For         Management
6     Change stock exchange listing       For       For         Management
7     Change stock exchange listing       For       For         Management
8     Change stock exchange listing       For       For         Management
9     Change stock exchange listing       For       For         Management
10    Change stock exchange listing       For       For         Management
11    Change stock exchange listing       For       Against     Management
12    Change stock exchange listing       For       For         Management

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SBC COMMUNICATIONS

Ticker:        SBC                 Security ID:     78387G103
Meeting Date:  April 30, 2004      Meeting Type:    Annual
Record Date:   March 2, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt incentive stock option plan   For       For         Management
3A    Miscellaneous                       Against   Against     Shareholder
3B    Corporate governance                Against   Against     Shareholder

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SEALED AIR CORPORATION

Ticker:        SEE                 Security ID:     81211K100
Meeting Date:  May 5, 2004         Meeting Type:    Annual
Record Date:   March 8, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors

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TRIAD HOSPITALS, INC.

Ticker:        TRI                 Security ID:     89579K109
Meeting Date:  May 25, 2004        Meeting Type:    Annual
Record Date:   April 8, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Amend long term incentive plan      For       For         Management

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UNILEVER N.V.

Ticker:        UN                  Security ID:     904784709
Meeting Date:  May 12, 2004        Meeting Type:    Annual
Record Date:   March 24, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
2     Miscellaneous corporate governance  For       For         Management
3     Approve previous board's actions    For       For         Management
4     Articles of association             For       For         Management
5,6   Election of Directors               For       For         Management
7     Approve renumeration of Directors   For       For         Management
8     Ratify appointment of independent   For       For         Management
      auditors
9     Articles of association             For       For         Management
10    Authorize Directors to repurchase   For       For         Management
      shares
11    Articles of association             For       For         Management

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UNION PACIFIC CORPORATION

Ticker:        UNP                 Security ID:     907818108
Meeting Date:  April 16, 2004      Meeting Type:    Annual
Record Date:   February 6, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Adopt incentive stock option plan   For       For         Management
3     Ratify appointment of independent   For       For         Management
      auditors
4     Limit compensation                  Against   Against     Shareholder
5     Political/government                Against   Against     Shareholder

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U.S. BANCORP

Ticker:        USB                 Security ID:     902973106
Meeting Date:  April 20, 2004      Meeting Type:    Annual
Record Date:   February 26, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Corporate governance                Against   Against     Shareholder
4     Corporate governance                Against   Against     Shareholder
5     Corporate governance                Against   Against     Shareholder

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VERIZON COMMUNICATIONS INC.

Ticker:        VZ                  Security ID:     92343V104
Meeting Date:  April 28, 2004      Meeting Type:    Annual
Record Date:   March 1, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Adopt cumulative voting             Against   For         Shareholder
4     Limit compensation                  Against   For         Shareholder
5     Proxy process/statement             Against   Against     Shareholder
6     Rescind or allow shareholder to     Against   For         Shareholder
      ratify poison pill
7     Proxy process/statement             Against   Against     Shareholder
8     Stock transfer agreement            Against   Against     Shareholder
9     Miscellaneous compensation plans    Against   Against     Shareholder
10    Proxy process/statement             Against   Against     Shareholder
11    Proxy process/statement             Against   Against     Shareholder

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

THE WALT DISNEY COMPANY

Ticker:        DIS                 Security ID:     254687106
Meeting Date:  March 3, 2004       Meeting Type:    Annual
Record Date:   January 16, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Human rights related                Against   Against     Shareholder
4     Human rights related                Against   Against     Shareholder
5     Business/investment                 Against   Against     Shareholder

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WASHINGTON MUTUAL

Ticker:        WM                  Security ID:     939322103
Meeting Date:  April 20, 2004      Meeting Type:    Annual
Record Date:   February 27, 2004

#     Proposal                            Mgt Rec   Vote Cast   Sponsor
1     Election of Directors               For       For         Management
2     Ratify appointment of independent   For       For         Management
      auditors
3     Corporate governance                Against   Against     Shareholder

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Viking Tax-Free Fund for Montana

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The Viking Tax-Free Fund for Montana did not hold any portfolio securities
With respect to which the Fund was entitled to vote during the period from
July 1, 2003 through June 30, 2004.

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Viking Tax-Free Fund for North Dakota

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

The Viking Tax-Free Fund for North Dakota did not hold any portfolio securities
With respect to which the Fund was entitled to vote during the period from
July 1, 2003 through June 30, 2004.

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

                                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) Viking Mutual Funds
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By (Signature and Title)* /s/ Douglas P. Miller, Vice President
                          ------------------------------------------------------
Date August 17, 2004
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