Item 77C. Submission of matters to a vote of security holders.
A special meeting of shareholders of the Rushmore Fund, Inc. (the "Fund") was
held on June 1, 2000. The Meeting was held to (1) elect the Board of Trustees
of the Fund; (2) approve a new investment advisory contract; and (3) ratify the
selection of independent auditors.
The following numbers of votes were cast with respect to the stated matters:
(1) Election of Board
For Withold Authority
Daniel L. O'Connor 717,888 17,148
Richard J. Garvey 717,583 17,453
Louis T. Donatelli 718,455 16,581
Bruce R. Ellis 718,455 16,581
Jeffrey R. Ellis 718,455 16,581
F. David Fowler 718,150 16,886
Patrick F. Noonan 718,455 16,581
Michael A. Willner 718,455 16,581
(2) New investment advisory contract
For Against Abstain
675,066 22,161 37,809
(3) Appointment of Deloitte & Touche LLP as independent auditors
For Against Abstain
717,204 5,301 12,531
