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 DOMINION FUNDS, INC. -------------------- (Exact name of registrant as specified in charter) 35955 Huntland Farm Road, Middleburg, VA 20117 ---------------------------------------------- (Address of principal executive offices) (Zip code) Paul Dietrich 35955 Huntland Farm Road, Middleburg, VA 20117 ---------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: (800) 416-2053 -------------- Date of fiscal year end: June 30, 2007 ------------- Date of reporting period: 12-month period ended June 30, 2007 ----------------------------------- Item 1. Proxy Voting Record. The following information relates to each mattert 0 0 relating to a portfolio security considered at any shareholder meeting held during the period covered by this 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; (g) Whether the registrant cast its vote on the matter; 1 (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 Deluxe Corporation (b) Symbol DLX (c) CUSIP 248019101 (d) Date 4/25/2007 (f) BY (e) Proposal (h) Vote (i) MRV Issuer A vote for election of the following... FOR FOR Issuer Ratification of the appointment of... FOR FOR (a) Issuer Owens-Illinois, Inc. (b) Symbol OI (c) CUSIP 690768403 (d) Date 5/9/2007 (f) BY (e) Proposal (h) Vote (i) MRV Issuer A vote for election of the following... FOR FOR Issuer Ratify the selection of Ernst & Young... FOR FOR (a) Issuer Arcelor Mittal (b) Symbol MT (c) CUSIP 03937E101 (d) Date 5/15/2007 (f) BY (e) Proposal (h) Vote (i) MRV Issuer Proposal to adopt the annual accounts for... FOR FOR Issuer Proposal to continue to continue to pay... FOR FOR Issuer Proposal to approve the management ... FOR FOR Issuer Proposal to approve the supervision... FOR FOR Issuer Proposal to ratify the decision of the board.. FOR FOR Issuer Proposal to designate Mrs. Usha Mittal as... FOR FOR Issuer Proposal to re-appoint Deloitte Accountants.. FOR FOR Issuer Proposal to change the remuneration of... FOR FOR Issuer Proposal to designate the board of directors... FOR FOR Issuer Proposal to extend the authority of the... FOR FOR Issuer Proposal to extend the authority of the ... FOR FOR (a) Issuer On Semiconductor Corporation (b) Symbol ONNN (c) CUSIP 682189105 (d) Date 5/16/2007 (f) BY (e) Proposal (h) Vote (i) MRV Issuer A vote for election of the following... FOR FOR Issuer To ratify Pricewaterhousecoopers LLP ... FOR FOR 2 (a) Issuer Oneok, Inc. (b) Symbol OKE (c) CUSIP 682680103 (d) Date 5/17/2007 (f) BY (e) Proposal (h) Vote (i) MRV Issuer A vote for election of the following... FOR FOR Issuer A shareholder proposal relating to the... AGAINST FOR (a) Issuer Teletech Holdings, Inc. (b) Symbol TTEC (c) CUSIP 879939106 (d) Date 6/1/2007 (f) BY (e) Proposal (h) Vote (i) MRV (g) NOT VOTED (a) Issuer Amkor Technology, Inc. (b) Symbol AMKR (c) CUSIP 031652100 (d) Date 8/6/2007 (f) BY (e) Proposal (h) Vote (i) MRV Issuer Elect Director's Nominees FOR FOR Issuer Approve the 2007 Executive Incentive... FOR FOR Issuer Approve the 2007 Equity Incentive... FOR FOR Issuer Approve the ratification of the... FOR FOR (a) Issuer Northern Dynasty Minerals Ltd. (b) Symbol NAK (c) CUSIP 66510M204 (d) Date 6/7/2007 (f) BY (e) Proposal (h) Vote (i) MRV Issuer A vote for election of the following... FOR FOR Issuer To appoint De Visser Gray, chartered ... FOR FOR Issuer To consider and if thought fit, approve... FOR FOR Issuer To consider and if thought fit, approve ... FOR FOR (a) Issuer Arcelor Mittal (b) Symbol MT (c) CUSIP 03937E101 (d) Date 6/12/2007 (f) BY (e) Proposal (h) Vote (i) MRV Issuer Proposal to adopt the annual accounts for... FOR FOR Issuer Proposal to continue to pay a quarterly... FOR FOR Issuer Proposal to approve the management... FOR FOR Issuer Proposal to approve the supervision... FOR FOR Issuer Proposal to ratify the decision of the... FOR FOR Issuer Proposal to designate Mrs. Usha Mittal... FOR FOR Issuer Proposal to re-appoint Deloitte ... FOR FOR Issuer Proposal to change the remuneration of ... FOR FOR Issuer Proposal to designate the Board of ... FOR FOR Issuer Proposal to extend the authority of the ... FOR FOR Issuer Proposal to extend the authority of the... FOR FOR 3 (a) Issuer Siliconware Precision Industries Co. Ltd. (b) Symbol SPIL (c) CUSIP 827084864 (d) Date 6/13/2007 (f) BY (e) Proposal (h) Vote (i) MRV Issuer Adoption by the meeting of FY 2006... FOR FOR Issuer Adoption by the meeting of FY 2006... FOR FOR Issuer Proposal for FY 2006 issue of new shares... FOR FOR Issuer Approval by the meeting to the proposed... FOR FOR Issuer Approval by the meeting to release the ... FOR FOR Issuer Approval by the meeting to release the... FOR FOR (a) Issuer Carmax, Inc. (b) Symbol KMX (c) CUSIP 143130102 (d) Date 6/26/2007 (f) BY (e) Proposal (h) Vote (i) MRV (g) NOT VOTED 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. - -------------------- (Registrant) By /S/ Paul Dietrich ----------------- Paul Dietrich, President and principal executive officer Date August 29, 2007 ---------------------- 4