Tech Data (TECD)

Item 4. Submission Of Matters To A Vote Of Security Holders

At the 2006 Annual Meeting of Shareholders held June 6, 2006, the shareholders approved the following items:

A proposal to approve the election of two directors, Kathy Misunas and Steven A. Raymund, with terms to expire in 2009. The vote upon such proposal was as follows:

Directors James M. Cracchiolo, Jeffery P. Howells, David M. Upton, Charles E. Adair, Maximilian Ardelt and John Y. Williams will continue in office for their respective terms.

A proposal to approve an amendment to the 2000 Equity Incentive Plan of Tech Data Corporation (the “Plan”) to increase the number of shares of common stock available for grant under the Plan from 6,500,000 to 9,500,000 shares, an increase of 3,000,000 shares of common stock. The amendment also increases the limits within the Plan of the amount of restricted stock and restricted stock units that may be issued from 200,000 to 800,000, and of performance grants that may be issued from 200,000 to 800,000. These limit increases do not affect the total number of common stock available for grant under the Plan. The vote upon such proposal was 36,907,386 in favor, 9,137,932 against and 331,669 abstained. Shares voted in abstentions had the effect of a vote against the amendment and broker non-votes were considered “not entitled to vote” on this proposal.

ITEM 4. Submission of Matters to a Vote of Security Holders

There have been no matters submitted to a vote of shareholders during the last quarter of the fiscal year ended January 31, 2006.

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PART II

Item 4. Submission Of Matters To A Vote Of Security Holders

At the 2005 Annual Meeting of Shareholders held June 7, 2005, the shareholders approved the following items:

A proposal to approve the election of three directors, James M. Cracchiolo, Jeffery P. Howells and David M. Upton, with terms to expire in 2008. The vote upon such proposal was as follows:

Directors Charles E. Adair, Maximilian Ardelt, John Y. Williams, Kathy Misunas and Steven A. Raymund will continue in office for their respective terms.

A proposal to approve an amendment to the 2000 Equity Incentive Plan of Tech Data Corporation to add provisions allowing for non-employee director participation. The vote upon such proposal was 42,542,543 in favor, 3,797,967 against and 404,819 abstained. Shares voted in abstentions had the effect of a vote against the amendment and broker non-votes were considered “not entitled to vote” on this proposal.

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