At a special meeting of Harbor Funds shareholders held on December 14, 2010, shareholders approved a proposal to elect the following three nominees to the Board of Trustees of Harbor Funds:

Mr. Ball and Mr. Hack served on the Board of Trustees by appointment prior to the special meeting but had not been elected by shareholders. Ms. Dean did not previously serve on the Board of Trustees. As a result of this special meeting, all Trustees currently serving on the Board of Trustees have been elected by shareholders.

A limited number of appointments to the Board are permitted without a shareholder vote to minimize the frequency with which mutual fund shareholders are asked to incur the expense associated with contacting shareholders and administering a proxy vote. The nominations for election to the Board were an important part of a plan undertaken by the Board several years ago. The purpose of the plan was to add trustees periodically in order to broaden the skills represented on the Board and to plan for retirements expected to occur pursuant to a retirement policy adopted by the Board in August 1999.