N-PX/A 1 electric2.htm

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 811-09523

Electric City Funds, Inc.

(Exact name of registrant as specified in charter)

1292 Gower Road

Glenville, NY 12302

(Address of principal executive offices)

(Zip code)

Electric City Funds, Inc.

1292 Gower Road

Glenville, NY 12302

(Name and address of agent for service)

Registrant's telephone number, including area code: (518) 370-0289

Date of fiscal year end: August 31

Date of reporting period: June 30, 2006

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 (Sections 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 notes.

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. Section 3507.

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;

(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.

Electric City Value Fund

ALEXANDER & BALDWIN

	Ticker Symbol:ALEX	Cusip Number:014482103
	Record Date: 2/17/2006	Meeting Date: 4/27/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

ratify the appointment of deloitte & touche as the auditors of the corp

For

Issuer

For

With

AMVESCAP PLC

	Ticker Symbol:AVZ	Cusip Number:03235E100
	Record Date: 3/21/2006	Meeting Date: 4/27/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

recieve and adopt the accounts and the reports of the directors and auditors thereon

For

Issuer

For

With

receive and adopt the report of the board of remuneration

For

Issuer

For

With

declare a final dividend

For

Issuer

For

With

elect martin l flanagan as a director of the company

For

Issuer

For

With

elect j thomas presby as a director of the company

For

Issuer

For

With

re-appoint ernst & young as auditors and to authorize teh audit committee to fix thier remuneration

For

Issuer

For

With

authorize the directors to allot shares pursuant to section 80 of the companies act 1985

For

Issuer

For

With

disapply statutory pre emption rights pursuant to section 95 of the companies act 1985

For

Issuer

For

With

renew the companys authority to make market purchases of its own ordinary shares

For

Issuer

For

With

approve the amendments of the articles of association

For

Issuer

For

With

AMVESCAP PLC

	Ticker Symbol:AVZ	Cusip Number:03235E100
	Record Date: 10/12/2005	Meeting Date: 11/1/2005

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

extraordinary general meeting

For

Issuer

N/A

special class meeting

For

Issuer

N/A

ASHLAND

	Ticker Symbol:ASH	Cusip Number:044209104
	Record Date: 11/21/2005	Meeting Date: 1/26/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

ratification of ernst & young as independent auditors for fiscal 2006

For

Issuer

For

With

approval of the 2006 ashland inc, incentive plan

Against

Issuer

For

Against

BANK OF AMERICA CORP

	Ticker Symbol:BAC	Cusip Number:060505104
	Record Date: 3/3/2006	Meeting Date: 4/26/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

independent registered public accounting

For

Issuer

For

With

adopt an amendment to the 2003 key associate stock plan

For

Issuer

For

With

political contribution

Against

Stockholder

Against

With

majority voting in director elections

Against

Stockholder

Against

With

independent board chairman

Against

Stockholder

Against

With

equal employment opportunity policy

Against

Stockholder

Against

With

BERSHIRE HATHAWAY

	Ticker Symbol:BRK	Cusip Number:084670207
	Record Date: 3/8/2006	Meeting Date: 5/6/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

CITIGROUP INC

	Ticker Symbol:C	Cusip Number:172967101
	Record Date: 2/24/2006	Meeting Date: 4/18/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

ratify the selection of kpmg as citigroups independent registered public accounting firm for 2006

For

Issuer

For

With

amend article fourth of the restated certificate of incorporation

For

Issuer

For

With

amend article eighth of restated certificate of incorporation

For

Issuer

For

With

amend article ninth of the restated certificate of incorporation

For

Issuer

For

With

stockholder proposal requesting no future new stock option grants and no renewal or repricing of current stock options

Against

Stockholder

Against

With

requesting a report on political contributions

Against

Stockholder

Against

With

requesting a report on charitable contributions

Against

Stockholder

Against

With

requesting adoption of a policy regarding performance based equity compensation for senior executives

Against

Stockholder

Against

With

reimbursement of expenses incurred by a stockholder in a contested election of directors

Against

Stockholder

Against

With

requesting that the chairman of the board have no mangagement duties, titles or responsibilies

Against

Stockholder

Against

With

requesting the recoupment of management bonuses in the event of a restatement of earnings

Against

Stockholder

Against

With

COMMUNITY BANK SYSTEM

	Ticker Symbol:CBU	Cusip Number:203607106
	Record Date: 3/30/2006	Meeting Date: 5/16/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

DECORATOR INDUSTRIES

	Ticker Symbol:DII	Cusip Number:243631207
	Record Date: 4/5/2006	Meeting Date: 5/24/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

approval of 2006 incentive stock option plan

For

Issuer

For

With

EDGAR ONLINE

	Ticker Symbol:EDGR	Cusip Number:279765101
	Record Date: 4/21/2006	Meeting Date: 5/31/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

appointment of bdo seidman as the independent public accounting firm of the company for the fiscal year ending december 31, 2006

For

Issuer

For

With

accordance with the discretion of the proxy holders to act upon all matters incident to the conduct of the meeting and upon other matters as may properly come before teh meeting

For

Issuer

For

With

ELECTRIC & GAS TECHNOLOGY

	Ticker Symbol:ELGT	Cusip Number:284853306
	Record Date: 2/15/2006	Meeting Date: 3/31/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

ratify the appointment of turner, stone & company as the companys independent auditors for the fiscal year ending july 31, 2006

For

Issuer

For

With

GENERAL ELECTRIC

	Ticker Symbol:GE	Cusip Number:369604103
	Record Date: 2/27/2006	Meeting Date: 4/26/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

ratification of selection of independent auditor

For

Issuer

For

With

cumulative voting

Against

Stockholder

Against

With

curb over extended directors

Against

Stockholder

Against

With

one director from the ranks of retirees

Against

Stockholder

Against

With

independent board chairman

Against

Stockholder

Against

With

director election majority vote standard

Against

Stockholder

Against

With

report on global warming science

Against

Stockholder

Against

With

LANDEC CORPORATION

	Ticker Symbol:LNDC	Cusip Number:514766104
	Record Date: 8/26/2005	Meeting Date: 10/14/2005

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors recommend

For

Issuer

For

With

approve the companys 2005 stock incentive plan

Against

Issuer

For

Against

ratify the appointment of ernst & young as the companys independent registered public accounting firm for fiscal year ending may 28,2006

For

Issuer

For

With

LIZ CLAIBORNE

	Ticker Symbol:LIZ	Cusip Number:539320101
	Record Date: 3/20/2006	Meeting Date: 5/18/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

appointment of deloitte & touche as independent auditors for fiscal 2006

For

Issuer

For

With

stockholder proposal as described in proxy statment

Against

Stockholder

Against

With

MARATHON OIL CORP

	Ticker Symbol:MRO	Cusip Number:565849106
	Record Date: 2/27/2006	Meeting Date: 4/26/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

ratification of pricewaterhouse as independent auditors for 2006

For

Issuer

For

With

amend the restated certificate of incorporation to declassify the board of directors

For

Issuer

For

With

amend the restated certificate of incorporation to revise the purpose clause, eliminate the series a junior preferred stock adn make other technical changes

For

Issuer

For

With

elect directors by a majority vote

Against

Stockholder

Against

With

simple majority vote of stockholders

Against

Stockholder

Against

With

MICROSOFT CORPORATION

	Ticker Symbol:MSFT	Cusip Number:594918104
	Record Date: 9/9/2005	Meeting Date: 11/9/2005

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

ratification of the selection of deloitte & touche llp as the companys independent auditor

For

Issuer

For

With

MOVADO GROUP

	Ticker Symbol:MOV	Cusip Number:624580106
	Record Date: 5/12/2006	Meeting Date: 6/15/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

approve the selection by the audit committee of the board of directors of pricewaterhouse as independent public accountants for the company for the fiscal year ending january 31, 2007

For

Issuer

For

With

approve amendment and restatement of the companys executive performance plan, originally established february 1, 2001

For

Issuer

For

With

NATIONAL GRID

	Ticker Symbol:NGG	Cusip Number:636274300
	Record Date: 7/24/2006	Meeting Date: 6/12/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

recieve annual report and accounts

For

Issuer

For

With

decalae a final dividend

For

Issuer

For

With

re-elect sir john parker

For

Issuer

For

With

re-elect steve lucas

For

Issuer

For

With

re-elect nick winser

For

Issuer

For

With

re-elect ken harvey

For

Issuer

For

With

re-elect stephen pettit

For

Issuer

For

With

re-elect george rose

For

Issuer

For

With

re-elect steve holliday

For

Issuer

For

With

reappoint pricewaterhosue auditors and set their remuneration

For

Issuer

For

With

approve the directors remuneration report

For

Issuer

For

With

authorise the directors to issue ordinary shares

For

Issuer

For

With

disaplly pre-emption rights

For

Issuer

For

With

authorise the directors to purchase the company ordinary shares

For

Issuer

For

With

authorise the directors to purchase teh companys b shares

For

Issuer

For

With

NATIONAL GRID TRANSCO PLC

	Ticker Symbol:NGG	Cusip Number:636274102
	Record Date: 6/6/2005	Meeting Date: 7/25/2005

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

receive annual report and accounts

For

Issuer

For

With

declare a final dividend

For

Issuer

For

With

reappoint pricewaterhouse as auditors and set thier remuneration

For

Issuer

For

With

approve the directors remuneration report

For

Issuer

For

With

a10

change the name of the company to national grid

For

Issuer

For

With

a11

amend the memorandum of association

For

Issuer

For

With

a12

adopt new articles of association

For

Issuer

For

With

approve the return of cash

For

Issuer

For

With

authorise the directors to allot shares

For

Issuer

For

With

dis apply pre emptions rights

For

Issuer

For

With

authorise company to purchase its own shares

For

Issuer

For

With

amend the articles of association

For

Issuer

For

With

PARTNERS TRUST FINANCIAL GROUP

	Ticker Symbol:PRTP	Cusip Number:70213F102
	Record Date: 3/8/2006	Meeting Date: 4/26/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

appointment by the board of directors of kpmg as independent registered public accounting firm for the company for the fiscal year ending december 31, 2006

For

Issuer

For

With

ROCKFORD

	Ticker Symbol:ROFO	Cusip Number:77316P101
	Record Date: 3/13/2006	Meeting Date: 5/1/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

approve rockford 2005 stock option plan

Against

Issuer

For

Against

appointment of ernst & young as rockfords indenpendent registered public accounting firm

For

Issuer

For

With

SCHERING-PLOUGH CORP

	Ticker Symbol:SGP	Cusip Number:806605101
	Record Date: 3/20/2006	Meeting Date: 5/19/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

designation of deloitte & touche to audit the books and accounts for 2006

For

Issuer

For

With

approve amendments to governing instruments to provide for the annual elections of directors

For

Issuer

For

With

approve the directors compensation plan

For

Issuer

For

With

approve teh 2006 stock incentive plan

For

Issuer

For

With

majority vote on standard for the election of directors in certificate on incorporation

Against

Stockholder

Against

With

majority vote on the greatest numbre of governance issues practivable

Against

Stockholder

Against

With

STEINER LEISURE

	Ticker Symbol:STNR	Cusip Number:P8744Y102
	Record Date: 4/21/2006	Meeting Date: 6/15/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

approval of 2006 non-empolee directors restricted share plan

For

Issuer

For

With

appointment of ernst & young as independent auditors for 2006 fiscal year

For

Issuer

For

With

TD BANKNORTH INC

	Ticker Symbol:BNK	Cusip Number:87235A101
	Record Date: 12/2/2005	Meeting Date: 1/11/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

approve and adopt an agreement and plan of merger, as of july 11, 2005, among td banknorth, hudson united, and solely with respect to article x of the agreement, the toronto-dominion bank and the transactions contemplated thereby

For

Issuer

For

With

TD BANKNORTH INC

	Ticker Symbol:BNK	Cusip Number:872
	Record Date: 3/17/2006	Meeting Date: 5/9/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

ratify appointment of ernst & young to td northbank independent registered public accounting firm for the year ending december 31, 2006

For

Issuer

For

With

TEJON RANCH CO

	Ticker Symbol:TRC	Cusip Number:879080109
	Record Date: 3/17/2006	Meeting Date: 5/9/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

THE ALLSTATE CORP

	Ticker Symbol:ALL	Cusip Number:020002101
	Record Date: 3/17/2006	Meeting Date: 5/16/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

appointment of deloitte & touche as independent auditors for 2006

For

Issuer

For

With

approval of amended and restated 2001 equity incentive plan

For

Issuer

For

With

approval of 2006 equity compensation plan for non-employee directors

For

Issuer

For

With

provide for director election majority vote standard

Against

Stockholder

Against

With

provide for simple majority vote

Against

Stockholder

Against

With

THE HOME DEPOT

	Ticker Symbol:HD	Cusip Number:437076102
	Record Date: 3/28/2006	Meeting Date: 5/25/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

shareholde proposal political contributions

Against

Stockholder

Against

With

shareholde proposal governing documents

Against

Stockholder

Against

With

shareholder proposal political nonpartisanship

Against

Stockholder

Against

With

directors

For

Issuer

For

With

appointment of kpmg as independent registered public accounting firm for fiscal 2006

For

Issuer

For

With

shareholder proposal committee report

Against

Stockholder

Against

With

shareholder proposal employment diversity report disclosure

Against

Stockholder

Against

With

shareholder proposal chairman and ceo

Against

Stockholder

Against

With

shareholder proposal method of voting for directors

Against

Stockholder

Against

With

shareholder proposal retirement benefits

Against

Stockholder

Against

With

TYCO INTERNATIONAL

	Ticker Symbol:TYC	Cusip Number:902124106
	Record Date: 1/9/2006	Meeting Date: 3/9/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

set maximum number of directors at 12

For

Issuer

For

With

authorization for the board of directors to appoint an additional director to fill the vacancy proposed to be created on the board

For

Issuer

For

With

reappointment of deloitte & touche as independent auditors and authorization for the audit committee of the board of directors to set the auditors remuneration

For

Issuer

For

With

VALASSIS COMMUNICATIONS INC

	Ticker Symbol:VCI	Cusip Number:918866104
	Record Date: 3/20/2006	Meeting Date: 5/9/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

reapprove our amended and restated senior executives annual bonus plan to satisy certain interal revenue code requirements

For

Issuer

For

With

ratify the appointment of deloitte & touche as the companys independent auditos for the fiscal year ending decemer 31, 2006

For

Issuer

For

With

WASHINGTON MUTUAL

	Ticker Symbol:WM	Cusip Number:939322103
	Record Date: 2/24/2006	Meeting Date: 4/18/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

directors

For

Issuer

For

With

appointmetn of deloitte & touche as the companys independent auditors for 2006

For

Issuer

For

With

approve washington mutual amended and restated 2003 equity incentive plan , including an increase in the number of shares that may be subject to awards made thereunder

For

Issuer

For

With

approve washington mutual executive incentive compensation plan

For

Issuer

For

With

articles of incorporation to declassify the board of directors and establish annual elections for all comany directors commencing with 2007 annual meeting rather than the current staggered three-year terms

For

Issuer

For

With

relating to disclosure of the companys political contributions

For

Stockholder

For

With

* Management Recommended Vote

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.

Electric City Funds, Inc.

By /s/James W. Denney

* James W. Denney

President and Treasurer

Date: August 31, 2006

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