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                                  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       811-21701
                                   __________________________________________


                                Destination Funds
_____________________________________________________________________________
               Exact name of registrant as specified in charter)


                              Three Ygnacio Center
                        2001 North Main Street, Suite 270
                         Walnut Creek, California 94596

                    (Address of Principal Executive Offices)
_____________________________________________________________________________
                    (Address of principal executive offices)

                                 Wade R. Bridge
                           Ultimus Fund Solutions, LLC
                         225 Pictoria Drive, Suite 450
                             Cincinnati, Ohio 45246
 _____________________________________________________________________________
                     (Name and address of agent for service)



Registrant's Telephone Number, including Area Code: (925) 935-2900
                                                    _______________
Date of fiscal year end:    June 30
                          ____________________

Date of reporting period:  July 1, 2004 - June 30, 2005
                          ______________________________


Form N-PX is to be used by a registered  management  investment  company,  other
than a small business  investment company registered on Form N-5 (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.





ITEM 1. PROXY VOTING RECORD:

Appended  hereto as Exhibit A is the following  information  indicating for each
matter  relating to a portfolio  security owned by the Registrant  considered at
any  shareholder  meeting held during the twelve month period ended June 30 with
respect to which the Registrant was entitled to vote:

          (a)  The name of the issuer of the portfolio security;

          (b)  The exchange ticker symbol of the portfolio security;

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

          (d)  The shareholder meeting date;

          (e)  A brief identification of the matter voted on;

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

          (g)  Whether the Registrant cast its vote on the matter;

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

          (i)  Whether the Registrant cast its vote for or against management.





                                   SIGNATURES

                           [See General Instruction F]

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)                 Destination Funds
             -------------------------------------------------------------------

By (Signature and Title)*      /s/ Michael A. Yoshikami
                          ------------------------------------------------------
                               Michael A. Yoshikami, President

Date  August 29, 2005
     ------------------

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





EXHIBIT A


                                                   DESTINATION FUNDS

                                             DESTINATION SELECT EQUITY FUND
                                          -------------------------------------

                                                   PROXY VOTING RECORD
                                              July 1, 2004 - June 30, 2005



    (A)              (B)      (C)         (D)                (E)                          (F)         (G)      (H)         (I)
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                                                           FOR/
                                       MEETING                                           ISSUER                VOTE       AGAINST
ISSUER             TICKER    CUSIP      DATE        DESCRIPTION OF VOTE                  or SH       VOTED?    CAST        MGMT
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                                  
- ------------------------------------------------------------------------------------------------------------------------------------


                 The DESTINATION SELECT EQUITY FUND is a new fund and did not go effective until June 1, 2005.
                 During the period June 1, 2005 through June 30, 2005, the Fund did not receive or vote any proxies.