N-PX 1 npx.htm The North Country Funds N-PX4:47 PM 8/20/2004

                                                                                 

                                                             

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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- 10123

                        

The North Country Funds

________________________________________________________________________

(Exact name of registrant as specified in charter)



150 Motor Parkway, Hauppauge, New York 11788

  (Address of principal executive offices)             

                   (Zip code)


Emile R. Molineaux, General Counsel

Gemini Fund Services, LLC

The Hauppauge Corporate Center

150 Motor Parkway

Hauppauge, New York 11788

________________________________________________________________________

(Name and address of agent for service)


Registrant's telephone number, including area code: (631) 470-2600



Date of fiscal year end:  November 30


Date of reporting period:  July 1, 2003 - June 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. 239.24and 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: (see attached table)


Appended hereto as Exhibit A and Exhibit B 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, 2004 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)

          THE NORTH COUNTRY FUNDS


By (Signature and Title)*

/S/ Michael J. Wagner

     Michael J. Wagner, President


Date August 20, 2004


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






           Item 1 Exhibit A1

Vote Summary Report

Apr 01, 2004 - Jun 30, 2004

 

The North Country  Funds – Equity Growth Fund

Investment Company Act file number:  811- 10123

 

Mtg

Company/

 

Mgmt

Vote

Record

 

Shares

Date/Type

Ballot Issues

Security

Rec

Cast

Date

Prpnent

Voted

 

04/23/04 - A

Abbott Laboratories *ABT*

002824100

02/25/04

29,500

 

1

Elect Directors

For

For

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Drug Pricing

Against

Against

 

ShrHoldr

 

4

Report on Political Contributions/Activities

Against

Against

 

ShrHoldr

 

5

Prohibit Awards to Executives

Against

Against

 

ShrHoldr

 

6

Report on Operational Imact of HIV/AIDS, TB, and Malaria Pandemic

Against

Against

 

ShrHoldr

 
 

04/30/04 - A

Alcoa Inc. *AA*

013817101

02/02/04

35,000

 

1

Elect Directors

For

For

 

Mgmt

 

2

Approve Omnibus Stock Plan

For

For

 

Mgmt

 

3

Report on Pay Disparity

Against

Against

 

ShrHoldr

 

4

Submit Severance Agreement (Change-in-Control) to Shareholder Vote

Against

Against

 

ShrHoldr

 
 

04/26/04 - A

American Express Co. *AXP*

025816109

02/27/04

40,000

 

1

Elect Directors

For

Split

 

Mgmt

 

1.1

Elect Director Daniel F. Akerson --- For

    
 

1.2

Elect Director Charlene Barshefsky --- For

    
 

1.3

Elect Director William G. Bowen --- For

    
 

1.4

Elect Director Ursula M. Burns --- For

    
 

1.5

Elect Director Kenneth I. Chenault --- For

    
 

1.6

Elect Director Peter R. Dolan --- For

    
 

1.7

Elect Director Vernon E. Jordan, Jr. --- Withhold

    
 

1.8

Elect Director Jan Leschly --- For

    
 

1.9

Elect Director Richard A. McGinn --- For

    
 

1.10

Elect Director Edward D. Miller --- For

    
 

1.11

Elect Director Frank P. Popoff --- For

    
 

1.12

Elect Director Robert D. Walter --- For

    
 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Establish Term Limits for Directors

Against

Against

 

ShrHoldr

 

4

Report on Political Contributions/Activities

Against

Against

 

ShrHoldr

 
 

05/19/04 - A

American International Group, Inc. *AIG*

026874107

03/26/04

24,500

 

1

Elect Directors

For

For

 

Mgmt

 

2

Approve Executive Incentive Bonus Plan

For

For

 

Mgmt

 

3

Approve Non-Employee Director Stock Option Plan

For

For

 

Mgmt

 

4

Ratify Auditors

For

For

 

Mgmt

 

5

Report on Political Contributions/Activities

Against

Against

 

ShrHoldr

 

6

Divest from Tobacco Equities

Against

Against

 

ShrHoldr

 

7

Link Executive Compensation to Predatory Lending

Against

Against

 

ShrHoldr

 
 

05/13/04 - A

Amgen, Inc. *AMGN*

031162100

03/19/04

23,000

 

1

Elect Directors

For

Split

 

Mgmt

 

1.1

Elect Director Frank J. Biondi, Jr. --- For

    
 

1.2

Elect Director Jerry D. Choate --- Withhold

    
 

1.3

Elect Director Frank C. Herringer --- For

    
 

1.4

Elect Director Gilbert S. Omenn --- For

    
 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Prepare Glass Ceiling Report

Against

Against

 

ShrHoldr

 

4

Expense Stock Options

Against

For

 

ShrHoldr

 
 

04/28/04 - A

Anheuser-Busch Companies, Inc. *BUD*

035229103

03/01/04

22,200

 

1

Elect Directors

For

For

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 
 

05/06/04 - A

Apache Corp. *APA*

037411105

03/17/04

31,000

 

1

Elect Directors

For

Split

 

Mgmt

 

1.1

Elect Director Eugene C. Fiedorek --- For

    
 

1.2

Elect Director Patricia Albjerg Graham --- For

    
 

1.3

Elect Director F. H. Merelli --- Withhold

    
 

1.4

Elect Director Raymond Plank --- For

    
 

2

Report on Greenhouse Gas Emissions

Against

For

 

ShrHoldr

 
 

05/06/04 - A

Avon Products, Inc. *AVP*

054303102

03/15/04

21,250

 

1

Elect Directors

For

Withhold

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Increase Authorized Common Stock

For

For

 

Mgmt

 

4

Declassify the Board of Directors

Against

For

 

ShrHoldr

 

5

Report on Feasibility of Removing Parabens from Company Products

Against

Against

 

ShrHoldr

 

6

Report on Feasibility of Removing Dibutyl Phthalate from Company Products

Against

Against

 

ShrHoldr

 
 

06/24/04 - A

Best Buy Co., Inc. *BBY*

086516101

04/26/04

20,000

 

1

Elect Directors

For

For

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Approve Omnibus Stock Plan

For

For

 

Mgmt

 
 

04/21/04 - A

Burlington Resources Inc. *BR*

122014103

02/23/04

24,000

 

1

Elect Directors

For

Split

 

Mgmt

 

1.1

Elect Director Barbara T. Alexander --- For

    
 

1.2

Elect Director Reuben V. Anderson --- For

    
 

1.3

Elect Director Laird I. Grant --- For

    
 

1.4

Elect Director Robert J. Harding --- For

    
 

1.5

Elect Director John T. LaMacchia --- For

    
 

1.6

Elect Director Randy L. Limbacher --- For

    
 

1.7

Elect Director James F. McDonald --- For

    
 

1.8

Elect Director Kenneth W. Orce --- Withhold

    
 

1.9

Elect Director Donald M. Roberts --- For

    
 

1.10

Elect Director James A. Runde --- For

    
 

1.11

Elect Director John F. Schwarz --- For

    
 

1.12

Elect Director Walter Scott, Jr. --- Withhold

    
 

1.13

Elect Director Bobby S. Shackouls --- For

    
 

1.14

Elect Director Steven J. Shapiro --- For

    
 

1.15

Elect Director William E. Wade, Jr. --- For

    
 

2

Approve Increase in Common Stock and a Stock Split

For

For

 

Mgmt

 

3

Ratify Auditors

For

For

 

Mgmt

 
 

05/04/04 - A

Danaher Corp. *DHR*

235851102

03/10/04

24,950

 

1

Elect Directors

For

For

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Amend Stock Option Plan

For

For

 

Mgmt

 

4

Develop Charter Language on Board Diversity

Against

Against

 

ShrHoldr

 
 

04/23/04 - A

Dominion Resources, Inc. *D*

25746U109

02/27/04

8,000

 

1

Elect Directors

For

For

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Submit Executive Compensation to Vote

Against

Against

 

ShrHoldr

 
 

04/28/04 - A

E.I. Du Pont De Nemours & Co. *DD*

263534109

03/09/04

7,000

 

1

Elect Directors

For

For

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Report on Executive Ties to Government

Against

Against

 

ShrHoldr

 

4

Adopt and Report on a Code of Corporate Conduct

Against

Against

 

ShrHoldr

 

5

Limit Executive Compensation

Against

Against

 

ShrHoldr

 
 

05/07/04 - A

Ecolab, Inc. *ECL*

278865100

03/16/04

32,000

 

1

Elect Directors

For

For

 

Mgmt

 

2

Amend Executive Incentive Bonus Plan

For

For

 

Mgmt

 

3

Approve Employee Stock Purchase Plan

For

For

 

Mgmt

 

4

Ratify Auditors

For

For

 

Mgmt

 
 

05/26/04 - A

Exxon Mobil Corp. *XOM*

30231G102

04/05/04

31,000

 

1

Elect Directors

For

For

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Approve Non-Employee Director Restricted Stock Plan

For

For

 

Mgmt

 

4

Affirm Political Nonpartisanship

Against

Against

 

ShrHoldr

 

5

Report on Political Contributions/Activities

Against

Against

 

ShrHoldr

 

6

Report on Equatorial Guinea

Against

Against

 

ShrHoldr

 

7

Separate Chairman and CEO Positions

Against

For

 

ShrHoldr

 

8

Prohibit Awards to Executives

Against

Against

 

ShrHoldr

 

9

Report on Stock Option Distribution by Race and Gender

Against

Against

 

ShrHoldr

 

10

Amend EEO Statement to Include Reference to Sexual Orientation

Against

For

 

ShrHoldr

 

11

Report on Climate Change Research

Against

Against

 

ShrHoldr

 
 

04/20/04 - A

Fastenal Co. *FAST*

311900104

02/23/04

24,000

 

1

Elect Directors

For

Split

 

Mgmt

 

1.1

Elect Director Robert A. Kierlin --- Withhold

    
 

1.2

Elect Director Stephen M. Slaggie --- Withhold

    
 

1.3

Elect Director Michael M. Gostomski --- For

    
 

1.4

Elect Director John D. Remick --- For

    
 

1.5

Elect Director Henry K. McConnon --- For

    
 

1.6

Elect Director Robert A. Hansen --- For

    
 

1.7

Elect Director Willard D. Oberton --- Withhold

    
 

1.8

Elect Director Michael J. Dolan --- For

    
 

1.9

Elect Director Reyne K. Wisecup --- Withhold

    
 

2

Ratify Auditors

For

For

 

Mgmt

 
 

05/19/04 - A

First Data Corp. *FDC*

319963104

03/22/04

30,000

 

1

Elect Directors

For

For

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 
 

05/04/04 - A

Gannett Co., Inc. *GCI*

364730101

03/05/04

17,300

 

1

Elect Directors

For

For

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Amend Omnibus Stock Plan

For

For

 

Mgmt

 

4

Limit Executive Compensation

Against

Against

 

ShrHoldr

 
 

04/28/04 - A

General Electric Co. *GE*

369604103

03/01/04

44,000

 

1

Elect Directors

For

Split

 

Mgmt

 

1.1

Elect Director James I. Cash, Jr. --- For

    
 

1.2

Elect Director Dennis D. Dammerman --- For

    
 

1.3

Elect Director Ann M. Fudge --- For

    
 

1.4

Elect Director Claudio X. Gonzalez --- Withhold

    
 

1.5

Elect Director Jeffrey R. Immelt --- For

    
 

1.6

Elect Director Andrea Jung --- For

    
 

1.7

Elect Director Alan G. Lafley --- For

    
 

1.8

Elect Director Kenneth G. Langone --- For

    
 

1.9

Elect Director Ralph S. Larsen --- For

    
 

1.10

Elect Director Rochelle B. Lazarus --- For

    
 

1.11

Elect Director Sam Nunn --- For

    
 

1.12

Elect Director Roger S. Penske --- For

    
 

1.13

Elect Director Robert J. Swieringa --- For

    
 

1.14

Elect Director Douglas A. Warner III --- For

    
 

1.15

Elect Director Robert C. Wright --- For

    
 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Amend Omnibus Stock Plan

For

For

 

Mgmt

 

4

Provide for Cumulative Voting

Against

Against

 

ShrHoldr

 

5

Eliminate Animal Testing

Against

Against

 

ShrHoldr

 

6

Report on Nuclear Fuel Storage Risks

Against

Against

 

ShrHoldr

 

7

Report on PCB Clean-up

Against

For

 

ShrHoldr

 

8

Report on Foreign Outsourcing

Against

Against

 

ShrHoldr

 

9

Prepare Sustainability Report

Against

Against

 

ShrHoldr

 

10

Limit Composition of Management Development and Compensation Committee to Independent Directors

Against

Against

 

ShrHoldr

 

11

Report on Pay Disparity

Against

Against

 

ShrHoldr

 

12

Limit Awards to Executives

Against

Against

 

ShrHoldr

 

13

Limit Board Service for Other Companies

Against

For

 

ShrHoldr

 

14

Separate Chairman and CEO Positions

Against

Against

 

ShrHoldr

 

15

Hire Advisor/Maximize Shareholder Value

Against

Against

 

ShrHoldr

 

16

Adopt a Retention Ratio for Executives and Directors

Against

Against

 

ShrHoldr

 

17

Require 70% to 80% Independent Board

Against

Against

 

ShrHoldr

 

18

Report on Political Contributions/Activities

Against

Against

 

ShrHoldr

 
 

05/18/04 - A

Guidant Corp. *GDT*

401698105

03/11/04

20,000

 

1

Elect Directors

For

For

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Expense Stock Options

Against

For

 

ShrHoldr

 
 

04/24/04 - A

Harley-Davidson, Inc. *HDI*

412822108

03/10/04

30,800

 

1

Elect Directors

For

For

 

Mgmt

 

2

Amend Executive Incentive Bonus Plan

For

For

 

Mgmt

 

3

Approve Omnibus Stock Plan

For

For

 

Mgmt

 

4

Ratify Auditors

For

For

 

Mgmt

 
 

05/19/04 - A

Intel Corp. *INTC*

458140100

03/22/04

38,500

 

1

Elect Directors

For

Split

 

Mgmt

 

1.1

Elect Director Craig R. Barrett --- For

    
 

1.2

Elect Director Charlene Barshefsky --- For

    
 

1.3

Elect Director E. John P. Browne --- For

    
 

1.4

Elect Director Andrew S. Grove --- For

    
 

1.5

Elect Director D. James Guzy --- Withhold

    
 

1.6

Elect Director Reed E. Hundt --- For

    
 

1.7

Elect Director Paul S. Otellini --- For

    
 

1.8

Elect Director David S. Pottruck --- For

    
 

1.9

Elect Director Jane E. Shaw --- For

    
 

1.10

Elect Director John L. Thornton --- For

    
 

1.11

Elect Director David B. Yoffie --- For

    
 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Approve Omnibus Stock Plan

For

For

 

Mgmt

 

4

Expense Stock Options

Against

For

 

ShrHoldr

 

5

Limit/Prohibit Awards to Executives

Against

For

 

ShrHoldr

 

6

Performance- Based/Indexed Options

Against

For

 

ShrHoldr

 
 

05/11/04 - A

ITT Industries, Inc. *ITT*

450911102

03/19/04

12,000

 

1

Ratify Auditors

For

For

 

Mgmt

 

2

Elect Directors

For

For

 

Mgmt

 
 

04/22/04 - A

Johnson & Johnson *JNJ*

478160104

02/24/04

20,000

 

1

Elect Directors

For

For

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Cease Charitable Contributions

Against

Against

 

ShrHoldr

 
 

05/28/04 - A

Lowe *LOW*

548661107

04/01/04

7,500

 

1

Elect Directors

For

Split

 

Mgmt

 

1.1

Elect Director Leonard L. Berry --- For

    
 

1.2

Elect Director Paul Fulton --- For

    
 

1.3

Elect Director Dawn E. Hudson --- Withhold

    
 

1.4

Elect Director Marshall O. Larsen --- For

    
 

1.5

Elect Director Robert A. Niblock --- For

    
 

1.6

Elect Director Stephen F. Page --- For

    
 

1.7

Elect Director O. Temple Sloan, Jr. --- For

    
 

1.8

Elect Director Robert L. Tillman --- For

    
 

2

Ratify Auditors

For

For

 

Mgmt

 
 

05/11/04 - A

Masco Corp. *MAS*

574599106

03/15/04

50,000

 

1

Elect Directors

For

For

 

Mgmt

 

2

Approve Executive Incentive Bonus Plan

For

For

 

Mgmt

 

3

Ratify Auditors

For

For

 

Mgmt

 
 

04/23/04 - A

Merrill Lynch & Co., Inc. *MER*

590188108

02/24/04

17,500

 

1

Elect Directors

For

For

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Restore or Provide for Cumulative Voting

Against

For

 

ShrHoldr

 

4

Separate Chairman and CEO Positions

Against

For

 

ShrHoldr

 
 

05/05/04 - A

PepsiCo, Inc. *PEP*

713448108

03/12/04

21,000

 

1

Elect Directors

For

For

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Approve Executive Incentive Bonus Plan

For

For

 

Mgmt

 

4

Report on Political Contributions/Activities

Against

Against

 

ShrHoldr

 

5

Report on Operational Impact of HIV/AIDS, TB, and Malaria Pandemic

Against

Against

 

ShrHoldr

 
 

04/22/04 - A

Pfizer Inc. *PFE*

717081103

02/27/04

44,500

 

1

Elect Directors

For

For

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Approve Omnibus Stock Plan

For

For

 

Mgmt

 

4

Report on Operational Impact of HIV/AIDS, TB, and Malaria Pandemic

Against

Against

 

ShrHoldr

 

5

Cease Political Contributions/Activities

Against

Against

 

ShrHoldr

 

6

Report on Political Contributions/Activities

Against

Against

 

ShrHoldr

 

7

Establish Term Limits for Directors

Against

Against

 

ShrHoldr

 

8

Report on Drug Pricing

Against

Against

 

ShrHoldr

 

9

Limit Awards to Executives

Against

Against

 

ShrHoldr

 

10

Amend Animal Testing Policy

Against

Against

 

ShrHoldr

 
 

04/27/04 - A

Praxair, Inc. *PX*

74005P104

03/01/04

21,000

 

1

Elect Directors

For

For

 

Mgmt

 

2

Amend Omnibus Stock Plan

For

For

 

Mgmt

 

3

Increase Authorized Common Stock

For

For

 

Mgmt

 

4

Approve Stockholder Protection Rights Agreement

For

For

 

Mgmt

 
 

05/26/04 - A

Southern Company *SO*

842587107

03/29/04

15,000

 

1

Elect Directors

For

For

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Approve Outside Director Stock in Lieu of Cash

For

For

 

Mgmt

 
 

06/17/04 - A

Staples, Inc. *SPLS*

855030102

04/19/04

35,000

 

1

Elect Directors

For

For

 

Mgmt

 

2

Approve Omnibus Stock Plan

For

For

 

Mgmt

 

3

Amend Employee Stock Purchase Plan

For

For

 

Mgmt

 

4

Amend Employee Stock Purchase Plan

For

For

 

Mgmt

 

5

Ratify Auditors

For

For

 

Mgmt

 

6

Submit Shareholder Rights Plan (Poison Pill) to Shareholder Vote

Against

Against

 

ShrHoldr

 

7

Submit Shareholder Rights Plan (Poison Pill) to Shareholder Vote

Against

For

 

ShrHoldr

 

8

Limit Executive Compensation

Against

Against

 

ShrHoldr

 

9

Prohibit Auditor from Providing Non-Audit Services

Against

Against

 

ShrHoldr

 
 

04/21/04 - A

State Street Corp. (Boston) *STT*

857477103

02/27/04

34,000

 

1

Elect Directors

For

For

 

Mgmt

 

2

Exempt Board of Directors from Massachusetts General Laws, Chapter 156B, Section 50A(a)

Against

For

 

ShrHoldr

 
 

05/19/04 - A

Target Corporation *TGT*

87612E106

03/22/04

22,500

 

1

Elect Directors

For

For

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Amend Omnibus Stock Plan

For

For

 

Mgmt

 
 

05/20/04 - A

The Hartford Financial Services Group, Inc. *HIG*

416515104

03/22/04

28,000

 

1

Elect Directors

For

For

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Limit Executive Compensation

Against

Against

 

ShrHoldr

 
 

04/14/04 - A

United Technologies Corp. *UTX*

913017109

02/17/04

22,500

 

1

Elect Directors

For

For

 

Mgmt

 

2

Ratify Auditors

For

For

 

Mgmt

 

3

Disclosure of Executive Compensation

Against

Against

 

ShrHoldr

 

4

Develop Ethical Criteria for Military Contracts

Against

Against

 

ShrHoldr

 

5

Performance-Based/Indexed Options

Against

For

 

ShrHoldr

 

6

Separate Chairman and CEO Positions

Against

For

 

ShrHoldr

 
 

06/04/04 - A

Wal-Mart Stores, Inc. *WMT*

931142103

04/05/04

17,500

 

1

Elect Directors

For

For

 

Mgmt

 

2

Approve Stock Option Plan

For

For

 

Mgmt

 

3

Approve Stock Option Plan

For

For

 

Mgmt

 

4

Amend Employee Stock Purchase Plan

For

For

 

Mgmt

 

5

Ratify Auditors

For

For

 

Mgmt

 

6

Separate Chairman and CEO Positions

Against

For

 

ShrHoldr

 

7

Prepare Sustainability Report

Against

For

 

ShrHoldr

 

8

Report on Stock Option Distribution by Race and Gender

Against

For

 

ShrHoldr

 

9

Report on Genetically Modified Organisms (GMO)

Against

Against

 

ShrHoldr

 

10

Prepare Diversity Report

Against

For

 

ShrHoldr

 

11

Submit Executive Compensation to Vote

Against

For

 

ShrHoldr

 
 

04/27/04 - A

Wells Fargo & Company *WFC*

949746101

03/09/04

24,500

 

1

Elect Directors

For

Split

 

Mgmt

 

1.1

Elect Director J.A. Blanchard III --- For

    
 

1.2

Elect Director Susan E. Engel --- For

    
 

1.3

Elect Director Enrique Hernandez, Jr. --- For

    
 

1.4

Elect Director Robert L. Joss --- For

    
 

1.5

Elect Director Reatha Clark King --- For

    
 

1.6

Elect Director Richard M. Kovacevich --- For

    
 

1.7

Elect Director Richard D. McCormick --- For

    
 

1.8

Elect Director Cynthia H. Milligan --- For

    
 

1.9

Elect Director Philip J. Quigley --- For

    
 

1.10

Elect Director Donald B. Rice --- Withhold

    
 

1.11

Elect Director Judith M. Runstad --- Withhold

    
 

1.12

Elect Director Stephen W. Sanger --- For

    
 

1.13

Elect Director Susan G. Swenson --- For

    
 

1.14

Elect Director Michael W. Wright --- Withhold

    
 

2

Approve Retirement Plan

For

For

 

Mgmt

 

3

Ratify Auditors

For

For

 

Mgmt

 

4

Expense Stock Options

Against

For

 

ShrHoldr

 

5

Limit Executive Compensation

Against

Against

 

ShrHoldr

 

6

Link Executive Compensation to Social Issues

Against

Against

 

ShrHoldr

 

7

Report on Political Contributions/Activities

Against

Against

 

ShrHoldr

 
 

05/21/04 - A

Yahoo!, Inc. *YHOO*

984332106

03/25/04

30,000

 

1

Elect Directors

For

Withhold

 

Mgmt

 

2

Amend Employee Stock Purchase Plan

For

For

 

Mgmt

 

3

Ratify Auditors

For

For

 

Mgmt

 

4

Expense Stock Options

Against

For

 

ShrHoldr

 
 

05/10/04 - A

Zimmer Holdings Inc *ZMH*

98956P102

03/15/04

20,500

 

1

Elect Directors

For

Withhold

 

Mgmt

 

2

Submit Shareholder Rights Plan (Poison Pill) to Shareholder Vote

Against

For

 

ShrHoldr

 

3

Ratify Auditors

Against

For

 

ShrHoldr

 
 





              

Vote Summary Report

Jan 01, 2004 - Mar 31, 2004

 

The North Country Funds

 

Mtg

Company/

 

Mgmt

Vote

Record

 

Shares

Date/Type

Ballot Issues

Security

Rec

Cast

Date

Prpnent

Voted

 

01/15/04 - A

Family Dollar Stores, Inc. *FDO*

307000109

11/24/03

42,000

 

1

Elect Directors

For

For

 

MGMT

 

2

Approve Non-Employee Director Stock Option Plan

For

For

 

MGMT

 

3

Ratify Auditors

For

For

 

MGMT

 
 

03/23/04 - A

Fifth Third Bancorp *FITB*

316773100

01/30/04

16,800

 

1

Elect Directors

For

For

 

MGMT

 

2

Approve Omnibus Stock Plan

For

For

 

MGMT

 

3

Ratify Auditors

For

For

 

MGMT

 

4

Adopt Sexual Orientation Non-Discrimination Policy

None

For

 

ShrHoldr

 
 

03/17/04 - A

Hewlett-Packard Co. *HPQ*

428236103

01/20/04

74,000

 

1

Elect Directors

For

Split

 

MGMT

 

1.1

Elect Director L.T. Babbio, Jr. --- For

    
 

1.2

Elect Director P.C. Dunn --- For

    
 

1.3

Elect Director C.S. Fiorina --- For

    
 

1.4

Elect Director R.A. Hackborn --- For

    
 

1.5

Elect Director G.A. Keyworth II --- For

    
 

1.6

Elect Director R.E. Knowling, Jr. --- For

    
 

1.7

Elect Director S.M. Litvack --- Withhold

    
 

1.8

Elect Director R.L. Ryan --- For

    
 

1.9

Elect Director L.S. Salhany --- For

    
 

2

Ratify Auditors

For

For

 

MGMT

 

3

Approve Omnibus Stock Plan

For

For

 

MGMT

 

4

Expense Stock Options

Against

For

 

ShrHoldr

 
 
 

03/30/04 - A

Starbucks Corp. *SBUX*

855244109

01/26/04

20,000

 

1

Elect Directors

For

For

 

MGMT

 

2

Ratify Auditors

For

For

 

MGMT

 
 

03/31/04 - A

The Goldman Sachs Group, Inc. *GS*

38141G104

02/02/04

17,500

 

1

Elect Directors

For

For

 

MGMT

 

2

Ratify Auditors

For

For

 

MGMT

 

3

Declassify the Board of Directors

Against

For

 

ShrHoldr

 
 

03/19/04 - S

Travelers Property Casualty Corp. *TPK*    

89420G406

02/06/04

80,822

 

1

Approve Merger Agreement

For

For

 

MGMT

 
 

01/14/04 - A

Walgreen Co. *WAG*

931422109

11/17/03

29,500

 

1

Elect Directors

For

For

 

MGMT

 

2

Approve Non-Employee Director Omnibus Stock Plan

For

Against

 

MGMT

 
 




          

Vote Summary Report

Oct 01, 2003 – Dec 31, 2003

 

The North Country Funds – 0000380

 

Mtg

Company/

 

Mgmt

Vote

Record

 

Shares

Date/Type

Ballot Issues

Security

Rec

Cast

Date

Prpnent

Voted

 

12/18/03 - S

Apache Corp. *APA*

037411105

10/29/03

18,500

 

1

Increase Authorized Common Stock

For

For

 

MGMT

 
 

11/13/03 - A

Brinker International, Inc. *EAT*

109641100

09/15/03

32,000

 

1

Elect Directors

For

Split

 

MGMT

 

1.1

Elect Director Ronald A. McDougall --- For

   
 

1.2

Elect Director Douglas H. Brooks --- For

   
 

1.3

Elect Director Dan W. Cook, III --- For

   
 

1.4

Elect Director Robert M. Gates --- For

   
 

1.5

Elect Director Marvin J. Girouard --- Withhold

   
 

1.6

Elect Director Ronald Kirk --- Withhold

   
 

1.7

Elect Director George R. Mrkonic --- For

   
 

1.8

Elect Director Erle Nye --- For

   
 

1.9

Elect Director James E. Oesterreicher --- Withhold

   
 

1.10

Elect Director Cece Smith --- Withhold

   
 

1.11

Elect Director Roger T. Staubach --- For

   
 

2

Ratify Auditors

For

Against

 

MGMT

  

Shareholder Proposal

   
 

3

Report on the Impact of Genetically Engineered Products

Against

Against

 

ShrHoldr

 
 

11/05/03 - A

Cardinal Health, Inc. *CAH*

14149Y108

09/08/03

28,000

 

1

Elect Directors

For

For

 

MGMT

 
 

11/11/03 - A

Cisco Systems, Inc. *CSCO*

17275R102

09/12/03

97,000

 

1

Elect Directors

For

For

 

MGMT

 

2

Amend Employee Stock Purchase Plan

For

For

 

MGMT

 

3

Ratify Auditors

For

For

 

MGMT

  

Shareholder Proposals

   
 

4

Report on Company Products Used by the Government to Monitor the Internet

Against

Against

 

ShrHoldr

 

5

Report on Pay Disparity

Against

Against

 

ShrHoldr

 
 

10/28/03 - S

First Data Corp. *FDC*

319963104

09/08/03

30,000

 

1

Approve Merger Agreement

For

For

 

MGMT

 
 

10/30/03 - A

Intuit, Inc. *INTU*

461202103

09/02/03

27,000

 

1

Elect Directors

For

For

 

MGMT

 

2

Amend Employee Stock Purchase Plan

For

For

 

MGMT

 

3

Ratify Auditors

For

For

 

MGMT

 
 

11/05/03 - A

Linear Technology Corp. *LLTC*

535678106

09/08/03

14,000

 

1

Elect Directors

For

Split

 

MGMT

 

1.1

Elect Director Robert H. Swanson, Jr. --- Withhold

   
 

1.2

Elect Director David S. Lee --- For

   
 

1.3

Elect Director Leo T. McCarthy --- For

   
 

1.4

Elect Director Richard M. Moley --- For

   
 

1.5

Elect Director Thomas S. Volpe --- For

   
 

2

Ratify Auditors

For

For

 

MGMT

 
 

11/11/03 - A

Microsoft Corp. *MSFT*

594918104

09/12/03

50,000

 

1

Elect Directors

For

Split

 

MGMT

 

1.1

Elect Director William H. Gates, III --- For

   
 

1.2

Elect Director Steven A. Ballmer --- For

   
 

1.3

Elect Director James I. Cash, Jr., Ph.D. --- For

   
 

1.4

Elect Director Raymond V. Gilmartin --- For

   
 

1.5

Elect Director Ann McLaughlin Korologos --- For

   
 

1.6

Elect Director David F. Marquardt --- For

   
 

1.7

Elect Director Charles H. Noski --- For

   
 

1.8

Elect Director Dr. Helmut Panke --- For

   
 

1.9

Elect Director Wm. G. Reed, Jr. --- For

   
 

1.10

Elect Director Jon A. Shirley --- Withhold

   
 

2

Amend Omnibus Stock Plan

For

For

 

MGMT

 

3

Amend Non-Employee Director Stock Option Plan

For

For

 

MGMT

  

Shareholder Proposal

   
 

4

Refrain from Giving Charitable Contributions

Against

Against

 

ShrHoldr

 
 

10/14/03 - A

The Procter & Gamble Company *PG*

742718109

08/01/03

11,250

 

1

Elect Directors

For

For

 

MGMT

 

2

Ratify Auditors

For

For

 

MGMT

 

3

Approve Non-Employee Director Omnibus Stock Plan

For

Against

 

MGMT

  

Shareholder Proposals

   
 

4

Declassify the Board of Directors

Against

For

 

ShrHoldr

 

5

Label Genetically Engineered Foods

Against

Against

 

ShrHoldr

 
 



          

Vote Summary Report

Jul 01, 2003 - Sep 30, 2003

 

The North Country Funds – 0000380

 

Mtg

Company/

 

Mgmt

Vote

Record

 

Shares

Date/Type

Ballot Issues

Security

Rec

Cast

Date

Prpnent

Voted

 

08/11/03 - A

Forest Laboratories, Inc. *FRX*

345838106

06/20/03

23,000

 

1

Elect Directors

For

Split

 

MGMT

 

1.1

Elect Director Howard Solomon --- Withhold

   
 

1.2

Elect Director William J. Candee, III --- For

   
 

1.3

Elect Director George S. Cohan --- For

   
 

1.4

Elect Director Dan L. Goldwasser --- For

   
 

1.5

Elect Director Lester B. Salans, M.D. --- For

   
 

1.6

Elect Director Kenneth E. Goodman --- Withhold

   
 

1.7

Elect Director Phillip M. Satow --- Withhold

   
 

2

Increase Authorized Common Stock

For

Against

 

MGMT

 

3

Ratify Auditors

For

For

 

MGMT

 
 

09/22/03 - A

General Mills, Inc. *GIS*

370334104

07/24/03

7,700

 

1

Elect Directors

For

For

 

MGMT

 

2

Ratify Auditors

For

For

 

MGMT

 

3

Approve Omnibus Stock Plan

For

For

 

MGMT

 
 

08/28/03 - A

Medtronic, Inc. *MDT*

585055106

07/03/03

27,700

 

1

Elect Directors

For

For

 

MGMT

 

2

Ratify Auditors

For

For

 

MGMT

 

3

Approve Omnibus Stock Plan

For

For

 

MGMT

 

4

Approve Executive Incentive Bonus Plan

For

For

 

MGMT

 
 

07/22/03 - S

Zimmer Holdings Inc *ZMH*

98956P102

06/16/03

20,000

 

1

Issue Shares in Connection with an Acquisition

For

For

 

MGMT

 
 


 



THE NORTH COUNTRY FUNDS: INTERMEDIATE BOND FUND

   Item 1 Exhibit A2

Investment Company Act file number:  811- 10123

     

July 1, 2003 - June 30, 2004

       

 

        

 

 

 

N-PX Form Requirements

 

 

 

(a) Issuer's Name

(b) Exchange Ticker Symbol

(c)"CUSIP" #

(d) Shareholder Meeting Date

(e) Matter Identification

(f) Proposal Type

(g) Voted

(h) Vote Cast

(i) For or Against Management

NA

NA

NA

NA

NA

NA

NA

NA

NA