N-PX 1 conestoganpx0804.htm UNITED STATES

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 811-21120


Conestoga Funds

(Exact name of registrant as specified in charter)


Five Tower Bridge

300 Barr Harbor Drive, Suite 560

West Conshohocken, PA 19428

(Address of principal executive offices)

 (Zip code)


Conestoga Funds

Five Tower Bridge

300 Barr Harbor Drive, Suite 560

West Conshohocken, PA 19428


(Name and address of agent for service)



Registrant's telephone number, including area code: (800) 320-7790


Date of fiscal year end: September 30


Date of reporting period: 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 (§§ 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. § 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.




Conestoga Small Cap Fund

AMERICAN SAFETY INSURANCE HLDGS

Ticker Symbol:ASI Cusip Number: G02995101
Record Date: 5/10/2004 Meeting Date: 6/24/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 VOTE FOR THE FOLLOWING NOMINEES: WILLIAM O. MAULDIN, JR. AND JEROME D. WEAVER FOR ISSUER FOR WITH
2 ELECTION OF FRANK D. LACKNER TO SERVE AS DIRECTOR UNTIL THE 2006 MEETING. FOR ISSUER FOR WITH
3 TO RATIFY THE AUDIT COMMITTEE'S REAPPOINTMENT OF KPMG AS INDEPENDENT PUBLIC ACCOUNTANTS FOR THE YEAR ENDING DECEMBER 31, 2004 FOR ISSUER FOR WITH

AVOCENT CORPORATION

Ticker Symbol:AVCT Cusip Number: 053893103
Record Date: 6/10/2004 Meeting Date: 6/10/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 VOT FOR ELECTION OF THE FOLLOWING NOMINEES: WILLIAM H. MCALEER, DAVID P. VIEAU, DOYLE C. WEEKS FOR ISSUER FOR WITH
2 RATIFY THE APPT. OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING 12-31-2004 FOR ISSUER FOR WITH

BOSTON PRIVATE FINANCIAL HOLDINGS INC.

Ticker Symbol:BPFH Cusip Number: 101119105
Record Date: 3/3/2004 Meeting Date: 4/29/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 APPROVE A NEW 2004 STOCK OPTION AND INCENTIVE PLAN FOR OFFICERS, EMPLOYEES, NONEMPLOYEE DIRECTORS AND OTHER KEY PERSONS OF THE COMPANY AND ITS SUBSIDIARIES. FOR ISSUER FOR WITH
3 APPROVE THE BOSTON PRIVATE FINANL HOLDINGS ANNUAL EXECUTIVE INCENTIVE PLAN. FOR ISSUER FOR WITH

CARBO CERAMICS INC.

Ticker Symbol:CRR Cusip Number: 140781105
Record Date: 2/13/2004 Meeting Date: 4/13/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 RATIFY THE APPOINTMENT OF ERNST & YOUNG CPAS AS INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING 12/31/2004. FOR ISSUER FOR WITH
3 RATIFY AND APPROVE THE 2004 CARBO CERAMICS INC. LONG-TERM INCENTIVE PLAN. FOR ISSUER FOR WITH

COMPUTER NETWORK TECHNOLOGY CORP.

Ticker Symbol:CMNT Cusip Number: 204925101
Record Date: 4/28/2004 Meeting Date: 6/23/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 ELECTION OF THE FOLLOWING NOMINEES: THOMAS G. HUDSON, PATRICK W. GROSS, ERWIN A KELEN, JOHN A RLLWAGEN, LAWRENCE A. MCLERNON, KATHLEEN B. EARLEY,BRUCE J. RYAN AND DR. RENATO A. DIPENTIMA FOR ISSUER FOR WITH
2 RATIFY AND APPROVE THE APPT. OF KPMG LLP AS INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING JANUARY 31, 2005 FOR ISSUER FOR WITH

COMPUTER PROGRAMS AND SYSTEMS, INC.

Ticker Symbol:CPSI Cusip Number: 205306103
Record Date: 3/31/2004 Meeting Date: 5/13/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 RATIFY THE APPT. OF ERNST & YOUNG AS INDEPENDENT AUDITORS AS DESCRIBED IN THE ACCOMPANYING PROXY STATEMENT. FOR ISSUER FOR WITH

CUNO, INC.

Ticker Symbol:CUNO Cusip Number: 126583103
Record Date: 1/21/2004 Meeting Date: 3/4/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINES FOR ISSUER FOR WITH
2 REAPPROVE PERFORMANCE GOALS IN THE EXECUTIVE MANAGEMENT FOR ISSUER FOR WITH
3 RATIFY SELECTION OF PRICEWATERHOUSECOOPERS AS INDEPENDENT AUDITORS FOR ISSUER FOR WITH

CURTISS WRIGHT CORP.

Ticker Symbol:CW Cusip Number: 231561101
Record Date: 3/3/2004 Meeting Date: 4/23/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 APPROVE THE APPT. OF DELOITTE & TOUCHE AS INDEPENDENT PUBLIC ACCOUNTANTS OF THE CORPORATION. FOR ISSUER FOR WITH

DREXLER TECHONOLOGY CORP.

Ticker Symbol:DRXR Cusip Number: 261876106
Record Date: 8/21/2003 Meeting Date: 10/10/2003
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES FOR ISSUER FOR WITH
2 STOCKHOLDER'S PROPOSAL RELATED TO ENGAGING AN INVESTMENT BANKING FIRM AGAINST STOCKHOLDER AGAINST WITH

EVERGREEN RESOURCES, INC.

Ticker Symbol:EVG Cusip Number: 299900308
Record Date: 9/26/2003 Meeting Date: 11/20/2003
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 TO AMEND THE COMPANY'S AMENDED AND RESTATED ARTICLES OF INCORPORATION TO INCREASE THE NO. OF AUTHORIZED SHARES OF COMMON STOCK FROM 50,000,000 TO 100,000,000 SHARES. FOR ISSUER FOR WITH

EVERGREEN RESOURCES,INC.

Ticker Symbol:EVG Cusip Number: 299900308
Record Date: 3/12/2004 Meeting Date: 5/7/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 RATIFICATION OF THE APPT. OF BDO SEIDMAN AS INDEPENDENT AUDITORS FOR THE YEAR ENDING 12/31/2004. FOR ISSUER FOR WITH

FACTSET RESEARCH SYSTEMS, INC.

Ticker Symbol:FDS Cusip Number: 303075105
Record Date: 11/7/2003 Meeting Date: 1/8/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES FOR ISSUER FOR WITH
2 TO RATIFY THE SELECTION OF PRICE WATERHOUSE COOPERS AS THE INDEPENDENT ACCOUNTANTS FOR FISCAL 2004. FOR ISSUER FOR WITH

GENTEX CORP.

Ticker Symbol:GNTX Cusip Number: 371901109
Record Date: 3/19/2004 Meeting Date: 5/13/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 APPROVE THE GENTEX CORP. QUALILFIED STOCK OPTION PLAN. FOR ISSUER FOR WITH
3 AMEND THE ARTICLES OF INCORPORATION TO INCREASE THE AUTHORIZED SHARES OF COMMON STOCK. FOR ISSUER FOR WITH
4 RATIFY THE APPT. OF ERNST & YOUNG AS THE COMPANY'S AUDITORS FOR THE FISCAL YEAR ENDED 12/31/2004. FOR ISSUER FOR WITH

GRACO, INC.

Ticker Symbol:GGG Cusip Number: 384109104
Record Date: 2/23/2004 Meeting Date: 4/23/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 RATIFICATION OF APPT. OF DELOITTE & TOUCHE AS INDEPENDENT AUDITORS. FOR ISSUER FOR WITH

HUTCHINSON TECHNOLOGY INC.

Ticker Symbol:HTCH Cusip Number: 448407106
Record Date: 12/16/2003 Meeting Date: 1/28/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES FOR ISSUER FOR WITH
2 RATIFICATION OF APPT. OF DELOITTE & TOUCHE AS INDEPENDENT PUBLIC ACCOUNTANTS FOR 2004 FISCAL YEAR. FOR ISSUER FOR WITH

ICU MEDICAL INC.

Ticker Symbol:ICUI Cusip Number: 44930g107
Record Date: 4/5/2004 Meeting Date: 5/26/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 RATIFY SELECTION OF DELOITE & TOUCHE AS AUDITORS FOR THE COMPANY. FOR ISSUER FOR WITH

INTEGRATED CIRCUIT SYSTEMS INC.

Ticker Symbol:ICST Cusip Number: 45811K208
Record Date: 9/15/2003 Meeting Date: 10/29/2003
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES FOR ISSUER FOR WITH

INTER-TEL INC.

Ticker Symbol:INTL Cusip Number: 458372109
Record Date: 3/5/2004 Meeting Date: 4/27/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 CONSIDER AND RATIFY THE APPT. OF ERNST & YOUNG AS THE COMPANY'S INDEPENDENT AUDITORS. FOR ISSUER FOR WITH
3 TRANSACT SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF. FOR ISSUER FOR WITH

KENSEY NASH CORP.

Ticker Symbol:KNSY Cusip Number: 490057106
Record Date: 10/17/2003 Meeting Date: 12/3/2003
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 APPROVE THE 4TH AMENDED AND RESTATED KENSY NASH CORP. EMP. INCENTIVE COMPENSATION PLAN. FOR ISSUER FOR WITH
3 RATIFY THE APPT. OF DELOITTE & TOUCHE AS THE INDEPENDENT AUDITORS OF THE COMPANY'S FINANCIAL STATEMENTS. FOR ISSUER FOR WITH

KENSEY NASH CORPORATION

Ticker Symbol:KNSY Cusip Number: 490057106
Record Date: 4/30/2004 Meeting Date: 6/28/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 APPROVE THE FOURTH AMENDED AND RESTATED KENSY NASH CORP. EMPLOYEE INCENTIV COMPENSATION PLAN. FOR ISSUER FOR WITH

KNIGHT TRANSPORTATION INC.

Ticker Symbol:KNGT Cusip Number: 499064103
Record Date: 3/22/2004 Meeting Date: 5/21/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH

LANDAUER INC.

Ticker Symbol:LDR Cusip Number: 51476k103
Record Date: 12/19/2003 Meeting Date: 2/4/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES FOR ISSUER FOR WITH
2 APPROVE PRICE WATERHOUSE COOPERS AS AUDITORS. FOR ISSUER FOR WITH

MATTHEWS INTERNATIONAL CORP.

Ticker Symbol:MATW Cusip Number: 577128101
Record Date: 12/31/2003 Meeting Date: 2/19/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES FOR ISSUER FOR WITH
2 RATIFY AND APPT. PRICE WATERHOUSE COOPERS AS INDEPENDENT AUDITORS TO AUDIT THE RECORDS OF COMPANY FOR FISCAL YEAR END SEPTEMBER 30, 2004 FOR ISSUER FOR WITH

MENTOR CORPORATION

Ticker Symbol:MNT Cusip Number: 587188103
Record Date: 7/14/2003 Meeting Date: 9/10/2003
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 APPROVE THE AMENDMENT OF COMPANY'S BYLAWS AS PREVIOUSLY AMENDED AND RESTATED, TO PROVIDE THAT THE NO. OF DIRECTORSSHALL BE ESTABLISHED BY RESOLUTION OF THE BOARD OF DIRECTORS. FOR ISSUER FOR WITH
3 RATIFY APPT. OF ERNST AND YOUNG AS INDEPENDENT AUDITORS OF THE COMPANY FOR THE FISCAL YEAR END MARCH 31, 2004 FOR ISSUER FOR WITH

OSHKOSH TRUC CORP.

Ticker Symbol:OSK Cusip Number: 688239201
Record Date: 12/10/2003 Meeting Date: 2/3/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH

POLARIS IND. INC.

Ticker Symbol:PII Cusip Number: 731068102
Record Date: 2/23/2004 Meeting Date: 4/22/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 APPROVAL OF THE POLARIS IND. SENIOR EXECUTIVE ANNUAL INCENTIVE COMPENSATION PLAN. FOR ISSUER FOR WITH
3 APPROVAL OF THE POLARIS IND. LONG TERM INCENTIVE PLAN. FOR ISSUER FOR WITH
4 APPROVAL OF AMENDMENTS TO THE POLARIS IND. 1995 STOCK OPTION PLAN. FOR ISSUER FOR WITH
5 UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENTS THEREOF. FOR ISSUER FOR WITH

POLARIS INDUSTRIES INC.

Ticker Symbol:PII Cusip Number: 731068102
Record Date: 2/23/2004 Meeting Date: 4/22/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 APPROVAL OF THE POLARIS IND. SENIOR EXECUTIVE ANNUAL INCENTIVE PLAN. FOR ISSUER FOR WITH
3 APPROVAL OF THE POLARIS IND. LONG TERM INCENTIVE PLAN. FOR ISSUER FOR WITH
4 APPROVAL OF AMENDMENTS TO THE POLARIS IND. 1995 STOCK OPTION PLAN. FOR ISSUER FOR WITH
5 UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENTS THEREOF. FOR ISSUER FOR WITH

RAVEN INDUSTRIES, INC.

Ticker Symbol:RAVN Cusip Number: 754212108
Record Date: 4/7/2004 Meeting Date: 5/26/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH

RENAISSANCE LEARNING INC.

Ticker Symbol:RLRN Cusip Number: 75968l105
Record Date: 2/27/2004 Meeting Date: 4/21/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH

RUBY TUESDAY INC.

Ticker Symbol:RI Cusip Number: 781182100
Record Date: 8/12/2003 Meeting Date: 10/7/2003
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 APPROVE COMPANY'S STOCK INCENTIVE PLAN. FOR ISSUER FOR WITH
3 SHAREHOLER PROPOSAL REQUESTING BOARD OF DIRECTORS REVIEW COMPANY'S PLICIES AND ISSUE A REPORT ON THE RISKS, FINANCIAL COSTS AND BENEFITS, AND NVIRONMENTAL IMPACTS OF CONTINUED USE OF GENETICALLY ENGINEERED INGREDIENTS IN THE COMPANY'S FOOD PRODUCTS. AGAINST STOCKHOLDER AGAINST WITH

SCHOOL SPECIALTY INC.

Ticker Symbol:SCHS Cusip Number: 807863105
Record Date: 7/7/2003 Meeting Date: 8/26/2003
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 RATIFY DELOITTE & TOUCHE AS SCHOOL SPECIALTY'S INDENPENDE AUDITORS FOR FISCAL 2004. FOR ISSUER FOR WITH

SCP POOL CORP.

Ticker Symbol:POOL Cusip Number: 784028102
Record Date: 3/12/2004 Meeting Date: 5/6/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 APPROVAL OF AN AMENDMENT TO THE COMPANY'S AMENDED CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF THE COMPANY'S COMMON STOCK FROM 40,000,000 TO 100,000,000. FOR ISSUER FOR WITH
3 APPROVAL OF AN AMENDMENT TO THE COMPANY'S 2002 LONG-TERM INCENTIVE PLAN TO INCREASE THE MAXIMUM NUMBER OF SHARES OF THE COMPANY'S COMMON STOCK AUTHORIZED FOR ISSUANCE THEREUNDER FROM 1,050,000 TO 1,800,000 SHARES. FOR ISSUER FOR WITH
4 RATIFICATION OF THE RETENTION OF ERNST & YOUNG AS THE COMPANY'S INDEPENDENT AUDITORS. FOR ISSUER FOR WITH

SIMPSON MANUFACTURING CO., INC.

Ticker Symbol:SSD Cusip Number: 829073105
Record Date: 2/9/2004 Meeting Date: 4/7/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 APPROVAL OF THE AMENDMENT TO THE CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF SHARES OF COMMON STOCK AUTHORIZED FOR ISSUANCE FROM 40,000,000 TO 80,000,000. FOR ISSUER FOR WITH
3 RATIFICATION OF SELECTION OF PRICE WAATERHOUSE COOPERS AS INDEPENDENT ACCOUNTANTS. FOR ISSUER FOR WITH

SIMPSON MANUFACTURING CO., INC.

Ticker Symbol:SSD Cusip Number: 829073105
Record Date: 2/9/2004 Meeting Date: 4/7/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 APPROVAL OF THE AMENDMENT TO THE CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF SHARES OF COMMON STOCK AUTHORIZED FOR ISSUANCE FROM 40,000,000 TO 80,000,000. FOR ISSUER FOR WITH
3 RATIFICATION OF SELECTION OF PRICE WAATERHOUSE COOPERS AS INDEPENDENT ACCOUNTANTS. FOR ISSUER FOR WITH

STARTEK, INC.

Ticker Symbol:SRT Cusip Number: 85569c107
Record Date: 4/2/2004 Meeting Date: 5/7/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 AMEND THE STOCK OPTION PLAN TO INCREASE THE MAXIMUM NUMBER OF SHARES AVAILABLE FOR AWARD UNDER THE PLAN FROM 1,585,000 TO 1,835,000. FOR ISSUER FOR WITH
3 AMEND THE DIRECTOR STOCK OPTION PLAN TO INCREASE THE MAXIMUM NUMBER OF SHARES AVAILABLE FOR AWARD UNDER THE PLAN FROM 90,000 TO 140,000. FOR ISSUER FOR WITH
4 RATIFY THE SELECTION OF ERNST & YOUNG AS INDEPENDENT AUDITORS FOR THE COMPANY. FOR ISSUER FOR WITH

TECHNE CORP.

Ticker Symbol:TECH Cusip Number: 878377100
Record Date: 9/12/2003 Meeting Date: 10/23/2003
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 SET THE NUMBER OF DIRECTORS AT SEVEN. FOR ISSUER FOR WITH

THE REYNOLDS & REYNOLDS CO.

Ticker Symbol:REY Cusip Number: 761695105
Record Date: 12/17/2003 Meeting Date: 2/12/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 APPROVE THE 2004 REYSHARE PLUS PLAN. FOR ISSUER FOR WITH
3 APPROVE THE EXECUTIVE STOCK INCENTIVE PLAN. FOR ISSUER FOR WITH
4 RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE AS INDEPENDENT AUDITORS. FOR ISSUER FOR WITH

UNIFI INC.

Ticker Symbol:UFI Cusip Number: 904677101
Record Date: 9/12/2003 Meeting Date: 10/22/2003
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 ADOPT AND APPROVE THE AMENDMENT TO THE COMPANY'S RESTATED CERTIFICATE OF INCORPORATION TO DECREASE THE REQUIRED MINIMUM NO. OF DIRECTORS ON THE BOARD OF DIRECTORS FROM NINE TO SEVEN MEMBERS. FOR ISSUER FOR WITH

WINNEBAGO IND. INC.

Ticker Symbol:WGO Cusip Number: 974637100
Record Date: 5/2/1003 Meeting Date: 1/13/2004
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 FOR ALL NOMINEES. FOR ISSUER FOR WITH
2 APPROVAL OF WINNEBAGO IND. 2004 INCENTIVE COMPENSATION PLAN. FOR ISSUER 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.



Conestoga Funds


By /s/W. Christopher Maxwell

* W. Christopher Maxwell

Chairman and Chief Executive Officer


By /s/Robert M. Mitchell

* Robert M. Mitchell

Treasurer and Chief Financial Officer


Date: August 30, 2004


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