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 811-6727
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DOMINION FUNDS, INC.
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(Exact name of registrant as specified in charter)
1141 Custis Street
Alexandria, Virginia 22308
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(Address of principal executive offices) (Zip code)
Paul Dietrich
1141 Custis Street
Alexandria, Virginia 22308
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(Name and address of agent for service)
Registrant's telephone number, including area code: (800) 416-2053
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Date of fiscal year end: June 30, 2004
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Date of reporting period: 12 month period ended June 30, 2004
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ITEM 1. PROXY VOTING RECORD.
Disclose the following information for each matter relating to a portfolio
security considered at any shareholder meeting held during the period covered by
the report and with respect to which the registrant was entitled to vote:
(a) The name of the issuer of the portfolio security;
(b) The exchange ticker symbol of the portfolio security;
(c) The Council on Uniform Securities Identification Procedures ("CUSIP")
number for the portfolio security;
(d) The shareholder meeting date;
(e) A brief identification of the matter voted on;
(f) Whether the matter was proposed by the issuer or by a security holder;
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(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.
(A) ISSUER Allied Capital Corp
(B) SYMBOL ALD
(C) CUSIP 01903Q108
(D) DATE 5/12/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect director nominees For For
Issuer Ratify the selection of certified public accountants For For
Issuer Approval of the non-qualified deferred compensation plan For For
Issuer Approval of amendment to stock option plan For For
(A) ISSUER Anadarko Petroleum
(B) SYMBOL APCKP
(C) CUSIP 032511107
(D) DATE 5/6/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect director nominees For For
Issuer Ratify the selection of certified public accountants For For
Issuer Amendment to annual incentive bonus plan For For
Stockholder Climate change Against Against
(A) ISSUER Axcelis Technologies, Inc.
(B) SYMBOL ACLS
(C) CUSIP 054540109
(D) DATE 4/29/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect director nominees For For
Issuer Ratify the selection of certified public accountants For For
(A) ISSUER Biomet, Inc.
(B) SYMBOL BMET
(C) CUSIP 090613100
(D) DATE 9/27/03
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect director nominees For For
Issuer Ratify the selection of certified public accountants For For
(A) ISSUER Boston Scientific Corporation
(B) SYMBOL BSX
(C) CUSIP 101137107
(D) DATE 5/11/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect director nominees For For
Issuer Ratify the selection of certified public accountants For For
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(A) ISSUER Caremark RX, Inc.
(B) SYMBOL CMX
(C) CUSIP 141705103
(D) DATE 3/22/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Amendment to certificate of incorporation--common For For
Issuer Issuance of common stock pursuant to merger agreement For For
Issuer Amendment to certificate of incorporation--preferred For For
Issuer Approve incentive stock plan For For
Issuer Adjourn if necessary For For
(A) ISSUER Charter One Financial, Inc.
(B) SYMBOL CF
(C) CUSIP 160903100
(D) DATE 4/21/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect director nominees For For
Issuer Approve amendments to stock option plan For For
Issuer Ratify the selection of certified public accountants For For
(A) ISSUER EMC Corporation
(B) SYMBOL EMCM
(C) CUSIP 268648102
(D) DATE 5/5/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect director nominees For For
Issuer Approve amendments to stock option plan For For
Issuer Ratify the selection of audit committee For For
Issuer Approve amendments to stock purchase plan For For
Stockholder Proposal relating to executive compensation Against Against
(A) ISSUER First Data Corporation
(B) SYMBOL FDC
(C) CUSIP 319963104
(D) DATE 5/19/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect director nominees For For
Issuer Ratify the selection of certified public accountants For For
(A) ISSUER Flagstar Bancorp.
(B) SYMBOL FBC
(C) CUSIP 337930101
(D) DATE 6/1/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect director nominees For For
(A) ISSUER Flextronics International Ltd.
(B) SYMBOL FLEX
(C) CUSIP Y2573F102
(D) DATE 9/30/03
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Reelect and reappoint directors For For
Issuer Ratify the selection of certified public accountants For For
Issuer Authorize share issuances For For
Issuer Approve cash compensation to directors For For
Issuer Approve renewal of share mandate For For
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(A) ISSUER Fremont General Corporation
(B) SYMBOL FMT
(C) CUSIP 357288109
(D) DATE 5/20/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect director nominees For For
Issuer Approve officer bonus plan For For
Issuer Approve long term incentive compensation plan For For
Issuer Approve supplemental retirement plan For For
Issuer Ratify the selection of certified public accountants For For
(A) ISSUER Fresh Del Monte Produce, Inc.
(B) SYMBOL FDP
(C) CUSIP G36738105
(D) DATE 4/28/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect director nominees For For
Issuer Approve 2003 financial statements For For
Issuer Approve dividend payment For For
Issuer Ratify the selection of certified public accountants For For
(A) ISSUER Greenpoint Financial Corp.
(B) SYMBOL GPT
(C) CUSIP 395384100
(D) DATE 4/30/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect director nominees For For
Issuer Ratify the selection of certified public accountants For For
(A) ISSUER H&R Block
(B) SYMBOL HRB
(C) CUSIP 093671105
(D) DATE 9/10/03
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect director nominees For For
Issuer Ratify the selection of certified public accountants For For
Issuer Approval of amendment to exec. compensation plan For For
(A) ISSUER Helen of Troy
(B) SYMBOL HELE
(C) CUSIP G4388N106
(D) DATE 8/26/03
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect director nominees For For
Issuer Approve amendment of ltd. '98 stock option For For
Issuer Approval of amendment to '97 cash bonus perf. plan For For
Issuer Ratify CPA for 2004 For For
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(A) ISSUER Indymac Bancorp, Inc.
(B) SYMBOL NDE
(C) CUSIP 456607100
(D) DATE 4/28/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect Director nominees For For
Issuer Approval of incentive plan as amended For For
Issuer Ratification of appointment of CPA's For For
(A) ISSUER IPC Holdings
(B) SYMBOL IPCR
(C) CUSIP G4933P101
(D) DATE 6/11/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect Director nominees For For
Issuer Ratification of appointment of CPA's For For
(A) ISSUER King Pharmaceuticals, Inc.
(B) SYMBOL KG
(C) CUSIP 495582108
(D) DATE 11/4/03
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect Director nominees For For
Issuer Ratification of appointment of CPA's for 2003 For For
(A) ISSUER Lowe's Companies, Inc.
(B) SYMBOL LOW
(C) CUSIP 548661107
(D) DATE 5/28/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect Director nominees For For
Issuer Ratification of appointment of CPA's for 2004 For For
(A) ISSUER MBNA Corporation
(B) SYMBOL KRB
(C) CUSIP 55262L100
(D) DATE 5/3/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect Director nominees For For
Issuer Ratification of appointment of CPA's for 2004 For For
Stockholder Proposal (Item 3 in proxy) Against Against
Stockholder Proposal (Item 4 in proxy) Against Against
(A) ISSUER MCG Capital Corporation
(B) SYMBOL MCGC
(C) CUSIP 58047P107
(D) DATE 5/19/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect Director nominees For For
Issuer Ratification of appointment of CPA's year ending 12/31/04 For For
(A) ISSUER Morgan Stanley
(B) SYMBOL MSILF
(C) CUSIP 617446448
(D) DATE 4/20/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect Director nominees For For
Issuer Ratification of appointment of CPA's For For
Shareholder Proposal to declassify the Board of Directors Against Against
Shareholder Proposal to require approval of golden parachute agrmnts. Against Against
Shareholder Proposal to disclose political contributions Against Against
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(A) ISSUER Northern Dynasty Minerals Ltd.
(B) SYMBOL NDMLF
(C) CUSIP 66510M204
(D) DATE 6/23/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect Director nominees For For
Issuer Fixing size of Bd. Of Dir. To 9 to 12 For For
lssuer Appoint CPA For For
Issuer Alter notice to provide unltd. shares; allow director revoke For For
Issuer Authorize Board to conclude transactions For For
Issuer Amended share option plan with TSX Venture Exch. For For
(A) ISSUER Polymedica Corporation
(B) SYMBOL PLMD
(C) CUSIP 731738100
(D) DATE 08/08/03
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect Director nominees For For
Issuer Ratify selection of CPA For For
(A) ISSUER Regis Corporation
(B) SYMBOL RGS
(C) CUSIP 758932107
(D) DATE 10/30/03
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect Director nominees For For
(A) ISSUER Ruby Tuesday, Inc.
(B) SYMBOL RI
(C) CUSIP 781182100
(D) DATE 10/07/03
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect Director nominees For For
Issuer Approve Company's 2003 Stock Incentive Plan For For
Shareholder Request Board issue risk rpt. in food products Against Against
(A) ISSUER Sonicwall, Inc.
(B) SYMBOL SNWL
(C) CUSIP 835470105
(D) DATE 12/12/03
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect Director nominees For For
Issuer Amendment to Bylaws re: number of Bd. Members For For
Issuer Amendment to 1999 Employee stock purchase plan For For
Issuer Ratification of selection of CPA For For
Issuer Authorize proxies to vote on other business For For
(A) ISSUER Sovereign Bancorp, Inc.
(B) SYMBOL SOV
(C) CUSIP 845905108
(D) DATE 04/22/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect Director nominees For For
Issuer Approve amendment to increase shares of common stock For For
Issuer Approve stock incentive plan For For
Issuer Ratification of selection of CPA For For
Issuer Approve bonus recognition and retention program For For
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(A) ISSUER Stage Stores, Inc.
(B) SYMBOL STGS
(C) CUSIP 85254C305
(D) DATE 06/03/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect Director nominees For For
Issuer Approval of executive officer performance For For
Issuer Approval of 2001 equity incentive plan For For
Issuer Ratification of selection of CPA For For
(A) ISSUER Texas Capital Bancshares, Inc.
(B) SYMBOL TCBI
(C) CUSIP 88224Q107
(D) DATE 05/18/04
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect Director nominees For For
(A) ISSUER World Acceptance Corp.
(B) SYMBOL WRLD
(C) CUSIP 981419104
(D) DATE 08/06/03
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect Director nominees For For
Issuer Ratification of selection of CPA For For
(A) ISSUER Zoran Corp.
(B) SYMBOL ZRAN
(C) CUSIP 98975F101
(D) DATE 08/08/03
(F) BY (E) PROPOSAL (H) VOTE (I) MRV
Issuer Elect Director nominees For For
Issuer Approve issuance of Zoran For For
Issuer Approve amendment to increase shares of Zoran For For
Issuer Ratification of selection of CPA For For
Issuer Approve amendment to Zoran stock purchase plan For For
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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.
Dominion Funds, Inc.
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(Registrant)
By /S/ Paul Dietrich
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Paul Dietrich, President and
principal executive officer
Date August 31, 2004
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