M Fund, Inc.
Form: N-SAR June 30, 2000
Attachment- Item 77C
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Matters submitted to a vote of security holders
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A special meeting of the fund's shareholders was held on April 11, 2000. The
results of votes taken among shareholders on proposals before them are
reported below.
Proposal 1
To adopt an amended Investment Advisory Agreement between the Company and the
Adviser, with respect to Brandes International Equity Fund, changing the
management fee of the Fund.
# of % of
Shares Voted Shares Voted
In Favor 3,041,805.024 92.535%
Against 245,377.698 7.465%
Total 3,287,182.722 100%
Proposal 2
To adopt an amended Investment Advisory Agreement between the Company and the
Adviser, with respect to Enhanced U.S. Equity Fund, changing the management
fee of the Fund.
# of % of
Shares Voted Shares Voted
In Favor 1,088,085.825 97.688%
Against 21,960.530 1.972%
Abstaining 3,789.690 .340%
Total 1,113,836.045 100%
Proposal 3
To change the fundamental investment policy of Enhanced U.S. Equity Fund with
regard to purchasing securities on margin.
# of % of
Shares Voted Shares Voted
In Favor 4,398,793.686 100%
