PROXY STATEMENT
MANOR INVESTMENT FUNDS, INC. MALVERN,PA 19355
610-722-0900
Enclosed herewith are Notice of an Annual Meeting of Shareholders
of Manor Investment Funds, Inc. (the "Fund"), and a proxy form
solicited by the Board of Directors of the Fund. This proxy
material was first mailed on September 20, 2000.
The proxy may be revoked at any time before it is exercised
either by written notice to the Fund or by submitting another
proxy. In addition, any shareholder may vote in person at the
meeting as he/she chooses overriding any previously filed
proxies. You are requested to place your instructions on the
enclosed proxy and then sign, date and return it. The cost of
soliciting proxies will be borne by your Fund.
There is one class of capital stock of the Fund, all of which
have equal voting rights. On September 14, 2000, the date of
record, there were 390,216.581 shares outstanding, held by
shareholders entitled to notice of and to vote at the meeting.
In all matters each share has one vote.
ELECTION OF DIRECTORS
There are seven (7) nominees listed below who have consented to
serve as directors, if elected, until the next Annual Meeting of
Shareholders or until their successors are elected and qualified.
Nominees for Election of Directors of Manor Investment Funds,
Inc.
Name&Age Fund Director Principal Shares held % of
Office Since Occupation as of 9/14 Class
Daniel A. President* 1995 President 26,373.448 (1)6.8%
Morris Morris Capital
Age: 46 Advisors, Inc.
Bruce Secretary* 1995 Attorney 5,307.036 (2) 1.4%
Laverty Valocchi,
Age: 39 Fischer &
Gerlach
Edward Erlichman 1995 President
Age: 45 Kara Aerospace
Richard Kund 1995 Director of New 329.855 0.1%
Age: 43 Business Dev.
Professional
Detailing, Inc.
James McFadden 1995 VP Credit Admin. 2,381.812 (3)0.6%
Age: 53 MBNA Corp.
Fred Myers 1995 Certified Public 12,547.898(4)3.2%
Age: 48 Accountant
Myers &
Associates
Alan Weintraub 1995 Consultant 3,615.377 0.9%
Age: 44 The Gartner
Group
* Directors of the Fund defined as "interested
persons" in the Investment Company Act of 1940. Mr. Morris is an
"interested person" due to his position with the Fund's
Investment Adviser. All other Fund officers are also "interested
persons".
(1) Includes shares held in joint tenancy with his wife, Anne,
and her IRA.
(2) Includes shares held in joint tenancy with his wife,
Kimberly, and her IRA.
(3) Includes shares held in his IRA, and the accounts of his
wife, Marguerite.
(4) Includes shares held in joint tenancy with his wife, Deborah,
and her IRA, and in his corporate profit sharing plan.
(5) Includes shares held in joint tenancy with his wife, Abbey.
Shareholders have one vote for each share they own for each of
seven directors of their choice. All proxies returned to the
Fund, except those specifically marked to withhold authority will
be cast for the nominees listed above. A majority of the votes
cast, when a quorum is present, will be required to elect each
director.
BOARD MEETINGS AND COMMITTEES
For 1999 the officers and directors as a group attended 70.8% of
all board meetings. Mr. James McFadden serves as Chairman of the
Audit Committee for the Board of Directors. Mr. Daniel A. Morris
serves as President and Mr. Bruce Laverty serves as Secretary of
the Fund. The Board of Directors elects officers for a term of
one year. The Board of Directors serves without remuneration.
The officers and directors of the Fund, as a group, own
50,555.426 shares, 13.0% of shares outstanding, beneficially,
directly or indirectly. There is no other class of stock.
BROKERAGE
The Fund requires all brokers to effect transactions in portfolio
securities in such a manner as to get prompt execution of the
orders at the most favorable price. Where consistent with best
price and execution, and in light of its limited resources, the
Fund will deal with primary market makers in placing over-the
counter portfolio orders.
The Fund places all orders for purchase and sale of its portfolio
securities through its President who is answerable to the Board
of Directors. The President may select brokers who, in addition
to meeting the primary requirements of execution and price, have
furnished statistical or other factual information and services,
which, in the opinion of management, are helpful or necessary to
the Fund's normal operations. Those services may include economic
or industry studies, security analysis and reports, sales
literature and statistical services furnished either directly to
the Fund or to the Adviser. No effort is made in any given
circumstance to determine the value of these services or the
amount they might have reduced Adviser expenses.
Other than as set forth above, the Fund has no fixed policy,
formula, method or criteria which it uses in allocating brokerage
business to brokers furnishing these materials and services. For
the calendar year 1999 the Fund paid total brokerage commissions
of $4,319.00 to Charles Schwab & Co. No other brokerage
commissions were paid.
RATIFICATION OR REJECTION OF SELECTION OF AUDITORS
Your Board of Directors has selected, subject to shareholder
approval, Claude B. Granese, CPA to audit and certify financial
statements of the Fund for the year 2000. In connection with the
audit function, Claude B. Granese will review the Fund's Annual
Report to Shareholders and the Fund's filings with the Securities
and Exchange Commission.
The Board of Directors has adopted procedures to preapprove the
types of professional services for which the Fund may retain such
auditors. As part of the approval process, the Board of
Directors considers whether the performance of each professional
service is likely to affect the independence of Claude B.
Granese. Mr. Granese does not have any direct or material
indirect financial interest in the Fund. Mr. Granese has not
provided any non-auditing services to the Fund. Mr. Granese will
not be present at the meeting unless requested by a shareholder
(either in writing or by telephone) in advance of the meeting.
Such requests should be directed to the secretary of the Fund.
SHAREHOLDER PROPOSALS
The Fund expects to hold its next annual meeting in November
2001. Shareholder proposals may be presented at that meeting
provided they are received by the Fund not later than January 4,
2001 in accordance with Rule 14a-8 under the Securities &
Exchange Act of 1934 which sets forth certain requirements.
OTHER MATTERS
The Board of Directors knows of no other matters to be presented
at the meeting other than those mentioned above. Should other
business come before the meeting, the proxies will be voted in
accordance with the view of the Board of Directors.
ANNUAL MEETING OF SHAREHOLDERS - NOVEMBER 7, 2000
The annual meeting of MANOR INVESTMENT FUNDS, INC. will be held
on November 7, 2000 at the offices of the Fund at 15 Chester
Commons, Malvern, PA 19355 at 7:00 PM. The undersigned hereby
appoints Daniel A. Morris and or Bruce Laverty as proxies to
represent and to vote all shares of the undersigned at the
meeting, and all adjournments thereof, with all powers the
undersigned would possess if personally present. THE BOARD OF
DIRECTORS RECOMMENDS THAT YOU VOTE FOR ALL ITEMS.
SHARES REPRESENTED BY THIS PROXY WILL BE VOTED AS DIRECTED: IF
NO DIRECTION IS INDICATED AS TO A PROPOSAL, THE PROXIES SHALL
VOTE FOR SUCH PROPOSAL. THE PROXIES MAY VOTE AT THEIR DISCRETION
ON ANY OTHER MATTER WHICH MAY PROPERLY COME BEFORE THE MEETING.
1. Election of Directors
FOR ALL NOMINEES
WITHHOLD ALL NOMINEES
To withhold authority for specific nominees, strike a line
through their name(s).
Daniel A. Morris
Bruce Laverty
Fred Myers
Alan Weintraub
Richard Kund
Edward Erlichman
James McFadden
2.Proposal to ratify the selection of Claude B. Granese by the
Board of Directors as independent public accountant to audit
and certify financial statements of the Fund for the fiscal
year ending December 31, 2000.
FOR AGAINST ABSTAIN
Please mark, date, sign, and return the proxy promptly in the
enclosed envelope. For joint registrations, both parties
should sign.
Shareholder Signature Dated Shareholder Signature Dated
Daniel A. Morris Acct #: 0001
304 Albermarle Grove
West Chester, PA 19380 Shares Held: 3,050.580
Manor Investment Funds, Inc.
15 Chester Commons Malvern, PA 19355
