UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-09261 --------------------------------------------- Foxby Corp. --------------------------------------------- (Exact name of registrant as specified in charter) 11 Hanover Square, 12th Floor, New York, NY 10005 -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Thomas B. Winmill, President Foxby Corp. 11 Hanover Square, 12th Floor New York, NY 10005 --------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: 1-212-344-6310 Date of fiscal year end: 12/31 Date of reporting period: 07/01/07 - 06/30/08 Item 1. Proxy Voting Record The information contained herein discloses 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; and (i) Whether the registrant cast its vote for or against management. ================================= FOXBY CORP. ================================== AKAMAI TECHNOLOGIES, INC. Ticker: AKAM Security ID: 00971T101 Meeting Date: MAY 20, 2008 Meeting Type: Annual Record Date: MAR 31, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director David W. Kenny For For Management 2 Elect Director Peter J. Kight For For Management 3 Elect Director Frederic V. Salerno For For Management 4 Ratify Auditors For For Management -------------------------------------------------------------------------------- BERKSHIRE HATHAWAY INC. Ticker: BRK.A Security ID: 084670207 Meeting Date: MAY 3, 2008 Meeting Type: Annual Record Date: MAR 5, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Warren E. Buffett For For Management 1.2 Elect Director Charles T. Munger For For Management 1.3 Elect Director Howard G. Buffett For For Management 1.4 Elect Director Susan L. Decker For For Management 1.5 Elect Director William H. Gates III For For Management 1.6 Elect Director David S. Gottesman For For Management 1.7 Elect Director Charlotte Guyman For For Management 1.8 Elect Director Donald R. Keough For For Management 1.9 Elect Director Thomas S. Murphy For For Management 1.10 Elect Director Ronald L. Olson For For Management 1.11 Elect Director Walter Scott, Jr. For For Management -------------------------------------------------------------------------------- BROWN & BROWN, INC. Ticker: BRO Security ID: 115236101 Meeting Date: APR 30, 2008 Meeting Type: Annual Record Date: MAR 3, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director J. Hyatt Brown For For Management 1.2 Elect Director Samuel P. Bell, III For For Management 1.3 Elect Director Hugh M. Brown For For Management 1.4 Elect Director J. Powell Brown For For Management 1.5 Elect Director Bradley Currey, Jr. For For Management 1.6 Elect Director Jim W. Henderson For For Management 1.7 Elect Director Theodore J. Hoepner For For Management 1.8 Elect Director Toni Jennings For For Management 1.9 Elect Director Wendell S. Reilly For For Management 1.10 Elect Director John R. Riedman For For Management 1.11 Elect Director Jan E. Smith For For Management 1.12 Elect Director Chilton D. Varner For For Management 2 Approve Nonqualified Employee Stock For For Management Purchase Plan -------------------------------------------------------------------------------- CHESAPEAKE ENERGY CORP. Ticker: CHK Security ID: 165167107 Meeting Date: JUN 6, 2008 Meeting Type: Annual Record Date: APR 14, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Aubrey K. McClendon For For Management 1.2 Elect Director Don Nickles For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management 4 Declassify the Board of Directors Against For Shareholder -------------------------------------------------------------------------------- DELL INC. Ticker: DELL Security ID: 24702R101 Meeting Date: DEC 4, 2007 Meeting Type: Annual Record Date: OCT 26, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Donald J. Carty For For Management 1.2 Elect Director Michael S. Dell For For Management 1.3 Elect Director William H. Gray, III For For Management 1.4 Elect Director Sallie L. Krawcheck For For Management 1.5 Elect Director Alan (A.G.) Lafley For For Management 1.6 Elect Director Judy C. Lewent For For Management 1.7 Elect Director Klaus S. Luft For For Management 1.8 Elect Director Thomas W. Luce, III For For Management 1.9 Elect Director Alex J. Mandl For For Management 1.10 Elect Director Michael A. Miles For For Management 1.11 Elect Director Samuel A. Nunn, Jr. For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Stock Retention/Holding Period Against For Shareholder 5 Declaration of Dividend Against Against Shareholder -------------------------------------------------------------------------------- DIGITAL REALTY TRUST INC. Ticker: DLR Security ID: 253868103 Meeting Date: MAY 5, 2008 Meeting Type: Annual Record Date: MAR 6, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard A. Magnuson For For Management 1.2 Elect Director Michael F. Foust For For Management 1.3 Elect Director Laurence A. Chapman For For Management 1.4 Elect Director Kathleen Earley For For Management 1.5 Elect Director Ruann F. Ernst, Ph.D. For For Management 1.6 Elect Director Dennis E. Singleton For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- ENCANA CORPORATION Ticker: ECA Security ID: 292505104 Meeting Date: APR 22, 2008 Meeting Type: Annual/Special Record Date: MAR 3, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Ralph S. Cunningham as Director For For Management 1.2 Elect Patrick D. Daniel as Director For For Management 1.3 Elect Ian W. Delaney as Director For For Management 1.4 Elect Randall K. Eresman as Director For For Management 1.5 Elect Claire S. Farley as Director For For Management 1.6 Elect Michael A. Grandin as Director For For Management 1.7 Elect Barry W. Harrison as Director For For Management 1.8 Elect Dale A. Lucas as Director For For Management 1.9 Elect Valerie A.A. Nielsen as Director For For Management 1.10 Elect David P. O'Brien as Director For For Management 1.11 Elect Jane L. Peverett as Director For For Management 1.12 Elect Allan P. Sawin as Director For For Management 1.13 Elect James M. Stanford as Director For For Management 1.14 Elect Wayne G. Thomson as Director For For Management 1.15 Elect Clayton H. Woitas as Director For For Management 2 Approve PricewaterhouseCoopers as For For Management Auditors and Authorize Board to Fix Their Remuneration 3 Amend Stock Option Plan For For Management 4 Report on Establishing a Strategy for Against Against Shareholder Incorporating Costs of Carbon into Long-Term Planning -------------------------------------------------------------------------------- HANSEN NATURAL CORP. Ticker: HANS Security ID: 411310105 Meeting Date: JUN 5, 2008 Meeting Type: Annual Record Date: APR 14, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Rodney C. Sacks For For Management 1.2 Elect Director Hilton H. Schlosberg For For Management 1.3 Elect Director Norman C. Epstein For For Management 1.4 Elect Director Benjamin M. Polk For For Management 1.5 Elect Director Sydney Selati For For Management 1.6 Elect Director Harold C. Taber, Jr. For For Management 1.7 Elect Director Mark S. Vidergauz For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- INTEL CORP. Ticker: INTC Security ID: 458140100 Meeting Date: MAY 21, 2008 Meeting Type: Annual Record Date: MAR 24, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Craig R. Barrett For For Management 2 Elect Director Charlene Barshefsky For For Management 3 Elect Director Carol A. Bartz For For Management 4 Elect Director Susan L. Decker For For Management 5 Elect Director Reed E. Hundt For For Management 6 Elect Director Paul S. Otellini For For Management 7 Elect Director James D. Plummer For For Management 8 Elect Director David S. Pottruck For For Management 9 Elect Director Jane E. Shaw For For Management 10 Elect Director John L. Thornton For For Management 11 Elect Director David B. Yoffie For For Management 12 Ratify Auditors For For Management 13 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Sustainability -------------------------------------------------------------------------------- MAGINDUSTRIES CORP. Ticker: MAAFF Security ID: 55917T102 Meeting Date: JUN 4, 2008 Meeting Type: Annual/Special Record Date: APR 15, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Ratify Ernst & Young LLP as Auditors For For Management 2 Elect Bryan Benitz,William B. Burton, For For Management Stephane A. Rigny, Gerard Munera, Victor Wells, Gary E. German, Richard John Linnell and Moustapha Niasse as Directors 3 Approve Stock Option Plan For For Management 4 Approve Shareholder Rights Plan For For Management -------------------------------------------------------------------------------- METROGAS S.A. Ticker: MGS Security ID: 591673207 Meeting Date: APR 30, 2008 Meeting Type: Annual Record Date: MAR 27, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Designate Two Shareholders to Sign For Did Not Management Minutes of Meeting Vote 2 Accept Financial Statements and Statutory For Did Not Management Reports for Fiscal Year Ended Dec. 31, Vote 2007 3 Approve Allocation of Income for Fiscal For Did Not Management Year Ended Dec. 31, 2007 Vote 4 Approve Discharge of Management and For Did Not Management Internal Statutory Auditors for Fiscal Vote Year Ended Dec. 31, 2007 5 Approve Remuneration of Directors and For Did Not Management Internal Statutory Auditors for Fiscal Vote Year Ended Dec. 31, 2007 6 Approve Remuneration of Auditors for For Did Not Management Fiscal Year Ended Dec. 31, 2007 Vote 7 Elect Four Directors and Their Alternates For Did Not Management for Class B Shares Vote 8 Elect One Member to Internal Statutory For Did Not Management Auditors Committee and Alternate for Vote Class B Shares 9 Elect External Auditors for Fiscal Year For Did Not Management 2008 Vote 10 Approve Budget of Audit Committee For Did Not Management Vote -------------------------------------------------------------------------------- NGK INSULATORS LTD. Ticker: 5333 Security ID: J49076110 Meeting Date: JUN 27, 2008 Meeting Type: Annual Record Date: MAR 31, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Allocation of Income, with a For For Management Final Dividend of JY 11 2.1 Elect Director For For Management 2.2 Elect Director For For Management 2.3 Elect Director For For Management 2.4 Elect Director For For Management 2.5 Elect Director For For Management 2.6 Elect Director For For Management 2.7 Elect Director For For Management 2.8 Elect Director For For Management 2.9 Elect Director For For Management 2.10 Elect Director For For Management 2.11 Elect Director For For Management 2.12 Elect Director For Against Management 2.13 Elect Director For For Management 3 Appoint Internal Statutory Auditor For Against Management -------------------------------------------------------------------------------- PATTERSON COS INC. Ticker: PDCO Security ID: 703395103 Meeting Date: SEP 10, 2007 Meeting Type: Annual Record Date: JUL 13, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John D. Buck For For Management 1.2 Elect Director Peter L. Frechette For For Management 1.3 Elect Director Charles Reich For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management -------------------------------------------------------------------------------- REUNION GOLD CORP. Ticker: RGD Security ID: 76131P106 Meeting Date: SEP 14, 2007 Meeting Type: Annual/Special Record Date: AUG 3, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Loraine Altenweg For For Management 1.2 Elect Director Leanne M. Baker For For Management 1.3 Elect Director James A. Crombie For For Management 1.4 Elect Director David A. Fennell For For Management 1.5 Elect Director Vijay N.J. Kirpalani For For Management 1.6 Elect Director D. Bruce McLeod For For Management 1.7 Elect Director Peter B. Nixon For For Management 2 Approve Raymond, Chabot, Grant, Thornton For For Management LLP as Auditors and Authorize Board to Fix Remuneration of Auditors 3 Approval & Ratification of Rolling 10% For For Management Stock Option Plan -------------------------------------------------------------------------------- RIVERBED TECHNOLOGY, INC. Ticker: RVBD Security ID: 768573107 Meeting Date: MAY 29, 2008 Meeting Type: Annual Record Date: APR 16, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael R. Kourey For For Management 1.2 Elect Director Steven McCanne, Ph.D. For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- SAFECO CORP. Ticker: SAF Security ID: 786429100 Meeting Date: MAY 7, 2008 Meeting Type: Annual Record Date: MAR 5, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Joseph W. Brown For For Management 1.2 Elect Director Kerry Killinger For For Management 1.3 Elect Director Gary F. Locke For For Management 1.4 Elect Director Gerardo I. Lopez For For Management 1.5 Elect Director Charles R. Rinehart For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- SURMODICS, INC. Ticker: SRDX Security ID: 868873100 Meeting Date: JAN 28, 2008 Meeting Type: Annual Record Date: DEC 7, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Fix Number of Directors at 10 For For Management 2.1 Elect Director Kenneth H. Keller For For Management 2.2 Elect Director Robert C. Buhrmaster For For Management -------------------------------------------------------------------------------- T. ROWE PRICE GROUP, INC. Ticker: TROW Security ID: 74144T108 Meeting Date: APR 10, 2008 Meeting Type: Annual Record Date: FEB 11, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Edward C. Bernard For For Management 2 Elect Director James T. Brady For For Management 3 Elect Director ) J. Alfred Broaddus, Jr. For For Management 4 Elect Director Donald B. Hebb, Jr. For For Management 5 Elect Director James A.C. Kennedy For For Management 6 Elect Director Brian C. Rogers For For Management 7 Elect Director Dr. Alfred Sommer For For Management 8 Elect Director Dwight S. Taylor For For Management 9 Elect Director Anne Marie Whittemore For For Management 10 Increase Authorized Common Stock For For Management 11 Ratify Auditors For For Management 12 Other Business For Against Management -------------------------------------------------------------------------------- TEXAS INSTRUMENTS, INC. Ticker: TXN Security ID: 882508104 Meeting Date: APR 17, 2008 Meeting Type: Annual Record Date: FEB 19, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director James R. Adams For For Management 2 Elect Director David L. Boren For For Management 3 Elect Director Daniel A. Carp For For Management 4 Elect Director Carrie S. Cox For For Management 5 Elect Director David R. Goode For For Management 6 Elect Director Pamela H. Patsley For For Management 7 Elect Director Wayne R. Sanders For For Management 8 Elect Director Ruth J. Simmons For For Management 9 Elect Director Richard K. Templeton For For Management 10 Elect Director Christine Todd Whitman For For Management 11 Ratify Auditors For For Management 12 Require Director Nominee Qualifications Against Against Shareholder -------------------------------------------------------------------------------- WEATHERFORD INTERNATIONAL LTD Ticker: WFT Security ID: G95089101 Meeting Date: JUN 2, 2008 Meeting Type: Annual Record Date: APR 9, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 ELECTION AS DIRECTOR: NICHOLAS F. BRADY For For Management 2 ELECTION AS DIRECTOR: WILLIAM E. MACAULAY For For Management 3 ELECTION AS DIRECTOR: DAVID J. BUTTERS For For Management 4 ELECTION AS DIRECTOR: ROBERT B. MILLARD For For Management 5 ELECTION AS DIRECTOR: BERNARD J. For For Management DUROC-DANNER 6 ELECTION AS DIRECTOR: ROBERT K. MOSES, For For Management JR. 7 ELECTION OF DIRECTOR: ROBERT A. RAYNE For For Management 8 Ratify Auditors For For Management -------------------------------------------------------------------------------- WORTHINGTON INDUSTRIES INC. Ticker: WOR Security ID: 981811102 Meeting Date: SEP 26, 2007 Meeting Type: Annual Record Date: AUG 1, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John R. Kasich For For Management 1.2 Elect Director John P. Mcconnell For For Management 1.3 Elect Director Mary Schiavo For For Management 2 Ratify Auditors For For Management 3 Amend EEO Statement to Include Reference Against For Shareholder to Sexual Orientation -------------------------------------------------------------------------------- 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. Foxby Corp. By: /s/ John F. Ramirez ---------------------------- John F. Ramirez, Chief Compliance Officer Date: August 27, 2008