FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF
REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-21407
Nuveen Diversified Dividend & Income Fund
(Exact name of registrant as specified in charter)
333 West Wacker Drive, Chicago, Illinois 60606
(Address of principal executive offices) (Zip Code)
Jessica R. Droeger - Vice President and Secretary
(Name and address of agent for service)
Registrant’s telephone number, including area code: 312-917-7700
Date of fiscal year-end: December 31
Date of reporting period: June 30, 2004
Vote Summary Report
Jul 01, 2003 - Jun 30, 2004
Nuveen Diversified Dividend and Income Fund
| | | | | | | | | | | | | | | | |
Mtg Date/Type
| | Company/ Ballot Issues
| | Security
| | Mgmt Rec
| | Vote Cast
| | Record Date
| | Prpnent
| | Shares Voted
|
06/10/04 - A | | Albertson’s Inc. *ABS* | | 013104104 | | | | | | 04/14/04 | | | | 135,000 |
| | 1 | | Elect Directors | | For | | Split | | | | Mgmt | | |
| | 1.1 | | Elect Director Pamela G. Bailey — For | | | | | | | | | | |
| | 1.2 | | Elect Director Teresa Beck — Withhold | | | | | | | | | | |
| | 1.3 | | Elect Director Beth M. Pritchard — For | | | | | | | | | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Approve Omnibus Stock Plan | | For | | For | | | | Mgmt | | |
| | 4 | | Require a Majority Vote for the Election of Directors | | Against | | Against | | | | ShrHoldr | | |
| | 5 | | Amend Vote Requirements to Amend Articles/Bylaws/Charter | | Against | | For | | | | ShrHoldr | | |
| | 6 | | Submit Severance Agreement (Change-in-Control) to Shareholder Vote | | Against | | For | | | | ShrHoldr | | |
| | 7 | | Declassify the Board of Directors | | Against | | For | | | | ShrHoldr | | |
| | | | | | | |
04/29/04 - A | | Altria Group, Inc. *MO* | | 02209S103 | | | | | | 03/08/04 | | | | 76,200 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Report on Product Warnings for Pregnant Women | | Against | | Against | | | | ShrHoldr | | |
| | 4 | | Report on Health Risks Associated with Cigarette Filters | | Against | | Against | | | | ShrHoldr | | |
| | 5 | | Political Contributions/Activities | | Against | | Against | | | | ShrHoldr | | |
| | 6 | | Cease Use of Light and Ultra Light in Cigarette Marketing | | Against | | Against | | | | ShrHoldr | | |
| | 7 | | Place Canadian Style Warnings on Cigarette Packaging | | Against | | Against | | | | ShrHoldr | | |
| | 8 | | Separate Chairman and CEO Positions | | Against | | For | | | | ShrHoldr | | |
| | | | | | | |
05/21/04 - A | | Aon Corp. *AOC* | | 037389103 | | | | | | 03/24/04 | | | | 165,000 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 1.1 | | Elect Director Patrick G. Ryan — For | | | | | | | | | | |
| | 1.2 | | Elect Director Edgar D. Jannotta — For | | | | | | | | | | |
| | 1.3 | | Elect Director Jan Kalff — For | | | | | | | | | | |
| | 1.4 | | Elect Director Lester B. Knight — For | | | | | | | | | | |
| | 1.5 | | Elect Director J. Michael Losh — For | | | | | | | | | | |
| | 1.6 | | Elect Director R. Eden Martin — For | | | | | | | | | | |
| | 1.7 | | Elect Director Andrew J. McKenna — For | | | | | | | | | | |
| | 1.8 | | Elect Director Robert S. Morrison — For | | | | | | | | | | |
Page 1
Vote Summary Report
Jul 01, 2003 - Jun 30, 2004
Nuveen Diversified Dividend and Income Fund
| | | | | | | | | | | | | | | | |
Mtg Date/Type
| | Company/ Ballot Issues
| | Security
| | Mgmt Rec
| | Vote Cast
| | Record Date
| | Prpnent
| | Shares Voted
|
| | 1.9 | | Elect Director Richard C. Notebaert — For | | | | | | | | | | |
| | 1.10 | | Elect Director Michael D. O’Halleran — For | | | | | | | | | | |
| | 1.11 | | Elect Director John W. Rogers, Jr. — For | | | | | | | | | | |
| | 1.12 | | Elect Director Gloria Santona — For | | | | | | | | | | |
| | 1.13 | | Elect Director Carolyn Y. Woo — For | | | | | | | | | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | | | | | | |
03/17/04 - S | | Bank of America Corp. *BAC* | | 060505104 | | | | | | 01/26/04 | | | | 34,600 |
| | 1 | | Approve Merger Agreement | | For | | For | | | | Mgmt | | |
| | 2 | | Amend Omnibus Stock Plan | | For | | For | | | | Mgmt | | |
| | 3 | | Increase Authorized Common Stock | | For | | For | | | | Mgmt | | |
| | 4 | | Adjourn Meeting | | For | | Against | | | | Mgmt | | |
| | | | | | | |
05/26/04 - A | | Bank of America Corp. *BAC* | | 060505104 | | | | | | 04/07/04 | | | | 34,600 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 1.1 | | Elect Director William Barnet, III — For | | | | | | | | | | |
| | 1.2 | | Elect Director Charles W. Coker — For | | | | | | | | | | |
| | 1.3 | | Elect Director John T. Collins — For | | | | | | | | | | |
| | 1.4 | | Elect Director Gary L. Countryman — For | | | | | | | | | | |
| | 1.5 | | Elect Director Paul Fulton — For | | | | | | | | | | |
| | 1.6 | | Elect Director Charles K. Gifford — For | | | | | | | | | | |
| | 1.7 | | Elect Director Donald E. Guinn — For | | | | | | | | | | |
| | 1.8 | | Elect Director James H. Hance, Jr. — For | | | | | | | | | | |
| | 1.9 | | Elect Director Kenneth D. Lewis — For | | | | | | | | | | |
| | 1.10 | | Elect Director Walter E. Massey — For | | | | | | | | | | |
| | 1.11 | | Elect Director Thomas J. May — For | | | | | | | | | | |
| | 1.12 | | Elect Director C. Steven McMillan — For | | | | | | | | | | |
| | 1.13 | | Elect Director Eugene M. McQuade — For | | | | | | | | | | |
| | 1.14 | | Elect Director Patricia E. Mitchell — For | | | | | | | | | | |
| | 1.15 | | Elect Director Edward L. Romero — For | | | | | | | | | | |
| | 1.16 | | Elect Director Thomas M. Ryan — For | | | | | | | | | | |
| | 1.17 | | Elect Director O. Temple Sloan, Jr. — For | | | | | | | | | | |
| | 1.18 | | Elect Director Meredith R. Spangler — For | | | | | | | | | | |
| | 1.19 | | Elect Director Jackie M. Ward — For | | | | | | | | | | |
Page 2
Vote Summary Report
Jul 01, 2003 - Jun 30, 2004
Nuveen Diversified Dividend and Income Fund
| | | | | | | | | | | | | | | | |
Mtg Date/Type
| | Company/ Ballot Issues
| | Security
| | Mgmt Rec
| | Vote Cast
| | Record Date
| | Prpnent
| | Shares Voted
|
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Change Date of Annual Meeting | | Against | | Against | | | | ShrHoldr | | |
| | 4 | | Adopt Nomination Procedures for the Board | | Against | | Against | | | | ShrHoldr | | |
| | 5 | | Charitable Contributions | | Against | | Against | | | | ShrHoldr | | |
| | 6 | | Establish Independent Committee to Review Mutual Fund Policy | | Against | | Against | | | | ShrHoldr | | |
| | 7 | | Adopt Standards Regarding Privacy and Information Security | | Against | | Against | | | | ShrHoldr | | |
| | | | | | | |
04/28/04 - A | | ChevronTexaco Corp. *CVX* | | 166764100 | | | | | | 03/01/04 | | | | 32,300 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Adopt Shareholder Rights Plan (Poison Pill) Policy | | For | | For | | | | Mgmt | | |
| | 4 | | Amend Omnibus Stock Plan | | For | | For | | | | Mgmt | | |
| | 5 | | Report on Operational Impact of HIV/AIDS, TB, and Malaria Pandemic | | Against | | For | | | | ShrHoldr | | |
| | 6 | | Report on Political Contributions/Activities | | Against | | For | | | | ShrHoldr | | |
| | 7 | | Require Affirmative Vote of a Majority of the Shares to Elect Directors | | Against | | Against | | | | ShrHoldr | | |
| | 8 | | Report on Health and Environmental Initiatives in Ecuador | | Against | | For | | | | ShrHoldr | | |
| | 9 | | Report on Renewable Energy | | Against | | For | | | | ShrHoldr | | |
| | | | | | | |
05/05/04 - A | | ConocoPhillips *COP* | | 20825C104 | | | | | | 03/10/04 | | | | 63,200 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 1.1 | | Elect Director David L. Boren — For | | | | | | | | | | |
| | 1.2 | | Elect Director James E. Copeland, Jr. — For | | | | | | | | | | |
| | 1.3 | | Elect Director Kenneth M. Duberstein — For | | | | | | | | | | |
| | 1.4 | | Elect Director Ruth R. Harkin — For | | | | | | | | | | |
| | 1.5 | | Elect Director William R. Rhodes — For | | | | | | | | | | |
| | 1.6 | | Elect Director J. Stapleton Roy — For | | | | | | | | | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Approve Omnibus Stock Plan | | For | | For | | | | Mgmt | | |
| | 4 | | Limit Executive Compensation | | Against | | Against | | | | ShrHoldr | | |
| | 5 | | Limit Executive Compensation | | Against | | Against | | | | ShrHoldr | | |
| | 6 | | Report on Drilling in the Arctic National Wildlife Refuge | | Against | | Against | | | | ShrHoldr | | |
Page 3
Vote Summary Report
Jul 01, 2003 - Jun 30, 2004
Nuveen Diversified Dividend and Income Fund
| | | | | | | | | | | | | | | | |
Mtg Date/Type
| | Company/ Ballot Issues
| | Security
| | Mgmt Rec
| | Vote Cast
| | Record Date
| | Prpnent
| | Shares Voted
|
| | | | | | | |
05/06/04 - A | | Delphi Corp. *DPH* | | 247126105 | | | | | | 03/08/04 | | | | 245,600 |
| | 1 | | Elect Directors | | For | | Withhold | | | | Mgmt | | |
| | 1.1 | | Elect Director Oscar de Paula Bernardes Neto — Withhold | | | | | | | | | | |
| | 1.2 | | Elect Director Dr. Bernd Gottschalk — Withhold | | | | | | | | | | |
| | 1.3 | | Elect Director John D. Opie — Withhold | | | | | | | | | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Approve Executive Incentive Bonus Plan | | For | | For | | | | Mgmt | | |
| | 4 | | Approve Omnibus Stock Plan | | For | | For | | | | Mgmt | | |
| | 5 | | Submit Shareholder Rights Plan (Poison Pill) to Shareholder Vote | | Against | | For | | | | ShrHoldr | | |
| | 6 | | Declassify the Board of Directors | | Against | | For | | | | ShrHoldr | | |
| | 7 | | Amend Workplace Code of Conduct | | Against | | For | | | | ShrHoldr | | |
| | | | | | | |
04/29/04 - A | | DTE Energy Co. *DTE* | | 233331107 | | | | | | 03/01/04 | | | | 85,300 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 1.1 | | Elect Director Anthony F. Earley, Jr. — For | | | | | | | | | | |
| | 1.2 | | Elect Director Allan D. Gilmour — For | | | | | | | | | | |
| | 1.3 | | Elect Director Frank M. Hennessey — For | | | | | | | | | | |
| | 1.4 | | Elect Director Gail J. McGovern — For | | | | | | | | | | |
| | 1.5 | | Elect Director Josue Robles, Jr. — For | | | | | | | | | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | | | | | | |
05/25/04 - A | | Fannie Mae *FNM* | | 313586109 | | | | | | 04/06/04 | | | | 61,600 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 1.1 | | Elect Director Stephen B. Ashley — For | | | | | | | | | | |
| | 1.2 | | Elect Director Kenneth M. Duberstein — For | | | | | | | | | | |
| | 1.3 | | Elect Director Thomas P. Gerrity — For | | | | | | | | | | |
| | 1.4 | | Elect Director Timothy Howard — For | | | | | | | | | | |
| | 1.5 | | Elect Director Ann Korologos — For | | | | | | | | | | |
| | 1.6 | | Elect Director Frederic V. Malek — For | | | | | | | | | | |
| | 1.7 | | Elect Director Donald B. Marron — For | | | | | | | | | | |
| | 1.8 | | Elect Director Daniel H. Mudd — For | | | | | | | | | | |
| | 1.9 | | Elect Director Anne M. Mulcahy — For | | | | | | | | | | |
| | 1.10 | | Elect Director Joe K. Pickett — For | | | | | | | | | | |
Page 4
Vote Summary Report
Jul 01, 2003 - Jun 30, 2004
Nuveen Diversified Dividend and Income Fund
| | | | | | | | | | | | | | | | |
Mtg Date/Type
| | Company/ Ballot Issues
| | Security
| | Mgmt Rec
| | Vote Cast
| | Record Date
| | Prpnent
| | Shares Voted
|
| | | | | | | |
| | 1.11 | | Elect Director Leslie Rahl — For | | | | | | | | | | |
| | 1.12 | | Elect Director Franklin D. Raines — For | | | | | | | | | | |
| | 1.13 | | Elect Director H. Patrick Swygert — For | | | | | | | | | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Amend Employee Stock Purchase Plan | | For | | For | | | | Mgmt | | |
| | 4 | | Provide for Cumulative Voting | | Against | | For | | | | ShrHoldr | | |
| | | | | | | |
05/18/04 - A | | FirstEnergy Corporation *FE* | | 337932107 | | | | | | 03/23/04 | | | | 65,000 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 1.1 | | Elect Director Paul T. Addison — For | | | | | | | | | | |
| | 1.2 | | Elect Director Ernest J. Novak, Jr. — For | | | | | | | | | | |
| | 1.3 | | Elect Director John M. Pietruski — For | | | | | | | | | | |
| | 1.4 | | Elect Director Catherine A. Rein — For | | | | | | | | | | |
| | 1.5 | | Elect Director Robert C. Savage — For | | | | | | | | | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Declassify the Board of Directors | | For | | For | | | | Mgmt | | |
| | 4 | | Reduce Supermajority Vote Requirement | | For | | For | | | | Mgmt | | |
| | 5 | | Approve Deferred Compensation Plan | | For | | For | | | | Mgmt | | |
| | 6 | | Approve Deferred Compensation Plan | | For | | For | | | | Mgmt | | |
| | 7 | | Expense Stock Options | | Against | | For | | | | ShrHoldr | | |
| | 8 | | Submit Shareholder Rights Plan (Poison Pill) to Shareholder Vote | | Against | | For | | | | ShrHoldr | | |
| | 9 | | Report on Political Contributions/Activities | | Against | | Against | | | | ShrHoldr | | |
| | 10 | | Submit Severance Agreement (Change-in-Control) to Shareholder Vote | | Against | | For | | | | ShrHoldr | | |
| | | | | | | |
04/28/04 - A | | IndyMac Bancorp, Inc. *NDE* | | 456607100 | | | | | | 03/01/04 | | | | 94,100 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 1.1 | | Elect Director Michael W. Perry — For | | | | | | | | | | |
| | 1.2 | | Elect Director Louis E. Caldera — For | | | | | | | | | | |
| | 1.3 | | Elect Director Lyle E. Gramley — For | | | | | | | | | | |
| | 1.4 | | Elect Director Hugh M. Grant — For | | | | | | | | | | |
| | 1.5 | | Elect Director Patrick C. Haden — For | | | | | | | | | | |
| | 1.6 | | Elect Director Terrance G. Hodel — For | | | | | | | | | | |
| | 1.7 | | Elect Director Robert L. Hunt II — For | | | | | | | | | | |
| | 1.8 | | Elect Director James R. Ukropina — For | | | | | | | | | | |
| | 2 | | Amend Omnibus Stock Plan | | For | | For | | | | Mgmt | | |
Page 5
Vote Summary Report
Jul 01, 2003 - Jun 30, 2004
Nuveen Diversified Dividend and Income Fund
| | | | | | | | | | | | | | | | |
Mtg Date/Type
| | Company/ Ballot Issues
| | Security
| | Mgmt Rec
| | Vote Cast
| | Record Date
| | Prpnent
| | Shares Voted
|
| | | | | | | |
| | 3 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | | | | | | |
05/11/04 - A | | International Paper Co. *IP* | | 460146103 | | | | | | 03/17/04 | | | | 55,500 |
| | 1 | | Elect Directors | | For | | Split | | | | Mgmt | | |
| | 1.1 | | Elect Director Martha F. Brooks — For | | | | | | | | | | |
| | 1.2 | | Elect Director James A. Henderson — For | | | | | | | | | | |
| | 1.3 | | Elect Director Robert D. Kennedy — For | | | | | | | | | | |
| | 1.4 | | Elect Director W. Craig McClelland — Withhold | | | | | | | | | | |
| | 1.5 | | Elect Director Robert M. Amen — For | | | | | | | | | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Amend Omnibus Stock Plan | | For | | For | | | | Mgmt | | |
| | 4 | | Amend Omnibus Stock Plan | | For | | For | | | | Mgmt | | |
| | 5 | | Limit Executive Compensation | | Against | | Against | | | | ShrHoldr | | |
| | | | | | | |
05/25/04 - A | | JP Morgan Chase & Co. *JPM* | | 46625H100 | | | | | | 04/02/04 | | | | 85,000 |
| | 1 | | Approve Merger Agreement | | For | | For | | | | Mgmt | | |
| | 2 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 3 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 4 | | Amend Executive Incentive Bonus Plan | | For | | For | | | | Mgmt | | |
| | 5 | | Adjourn Meeting | | For | | Against | | | | Mgmt | | |
| | 6 | | Establish Term Limits for Directors | | Against | | Against | | | | ShrHoldr | | |
| | 7 | | Charitable Contributions | | Against | | Against | | | | ShrHoldr | | |
| | 8 | | Political Contributions | | Against | | Against | | | | ShrHoldr | | |
| | 9 | | Separate Chairman and CEO Positions | | Against | | For | | | | ShrHoldr | | |
| | 10 | | Provide Adequate Disclosure for over the counter Derivatives | | Against | | Against | | | | ShrHoldr | | |
| | 11 | | Auditor Independence | | Against | | Against | | | | ShrHoldr | | |
| | 12 | | Submit Non-Employee Director Compensation to Vote | | Against | | Against | | | | ShrHoldr | | |
| | 13 | | Report on Pay Disparity | | Against | | Against | | | | ShrHoldr | | |
| | | | | | | |
05/11/04 - A | | Kerr-McGee Corp. *KMG* | | 492386107 | | | | | | 03/12/04 | | | | 63,500 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 1.1 | | Elect Director William E. Bradford — For | | | | | | | | | | |
| | 1.2 | | Elect Director Luke R. Corbett — For | | | | | | | | | | |
| | 1.3 | | Elect Director David C Genever-Watling — For | | | | | | | | | | |
| | 1.4 | | Elect Director Farah M. Walters — For | | | | | | | | | | |
Page 6
Vote Summary Report
Jul 01, 2003 - Jun 30, 2004
Nuveen Diversified Dividend and Income Fund
| | | | | | | | | | | | | | | | |
Mtg Date/Type
| | Company/ Ballot Issues
| | Security
| | Mgmt Rec
| | Vote Cast
| | Record Date
| | Prpnent
| | Shares Voted
|
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Establishment of an Office of the Board of Directors | | Against | | For | | | | ShrHoldr | | |
| | | | | | | |
06/25/04 - S | | Kerr-McGee Corp. *KMG* | | 492386107 | | | | | | 05/20/04 | | | | 80,000 |
| | 1 | | Approve Merger Agreement | | For | | For | | | | Mgmt | | |
| | | | | | | |
04/29/04 - A | | Kimberly-Clark Corp. *KMB* | | 494368103 | | | | | | 03/01/04 | | | | 48,000 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 1.1 | | Elect Director Pastora San Juan Cafferty — For | | | | | | | | | | |
| | 1.2 | | Elect Director Claudio X. Gonzalez — For | | | | | | | | | | |
| | 1.3 | | Elect Director Linda Johnson Rice — For | | | | | | | | | | |
| | 1.4 | | Elect Director Marc J. Shapiro — For | | | | | | | | | | |
| | 2 | | Amend Omnibus Stock Plan | | For | | For | | | | Mgmt | | |
| | 3 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 4 | | Submit Shareholder Rights Plan (Poison Pill) to Shareholder Vote | | Against | | For | | | | ShrHoldr | | |
| | | | | | | |
03/19/04 - A | | Korea Electric Power Corp | | 500631106 | | | | | | 12/31/03 | | | | 150,000 |
| | | | Meeting for Holders of ADRs | | | | | | | | | | |
| | 1 | | APPROVAL OF NON-CONSOLIDATED BALANCE SHEET, INCOME STATEMENT AND THE PROPOSED APPROPRIATION OF RETAINED EARNINGS IN RESPECT OF YEAR 2003, ALL PREPARED IN ACCORDANCE WITH KOREAN GENERALLY ACCEPTED ACCOUNTING PRINCIPLES ( GAAP ). | | For | | For | | | | Mgmt | | |
| | 2 | | SELECTION OF THE PRESIDENT OF KEPCO. | | For | | For | | | | Mgmt | | |
| | | | | | | |
05/11/04 - A | | Loews Corp. *LTR* | | 540424207 | | | | | | 03/15/04 | | | | 113,000 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 1.1 | | Elect Director Joseph L. Bower — For | | | | | | | | | | |
Page 7
Vote Summary Report
Jul 01, 2003 - Jun 30, 2004
Nuveen Diversified Dividend and Income Fund
| | | | | | | | | | | | | | | | |
Mtg Date/Type
| | Company/ Ballot Issues
| | Security
| | Mgmt Rec
| | Vote Cast
| | Record Date
| | Prpnent
| | Shares Voted
|
| | 1.2 | | Elect Director John Brademas — For | | | | | | | | | | |
| | 1.3 | | Elect Director Charles M. Diker — For | | | | | | | | | | |
| | 1.4 | | Elect Director Paul J. Fribourg — For | | | | | | | | | | |
| | 1.5 | | Elect Director Philip A. Laskawy — For | | | | | | | | | | |
| | 1.6 | | Elect Director Gloria R. Scott — For | | | | | | | | | | |
| | 1.7 | | Elect Director Andrew H. Tisch — For | | | | | | | | | | |
| | 1.8 | | Elect Director James S. Tisch — For | | | | | | | | | | |
| | 1.9 | | Elect Director Jonathan M. Tisch — For | | | | | | | | | | |
| | 1.10 | | Elect Director Preston R. Tisch — For | | | | | | | | | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Provide for Cumulative Voting | | Against | | Against | | | | ShrHoldr | | |
| | 4 | | Support Legislation and Make Public Statements on Environmental Tobacco Smoke | | Against | | For | | | | ShrHoldr | | |
| | 5 | | Cease Charitable Contributions | | Against | | Against | | | | ShrHoldr | | |
| | | | | | | |
06/09/04 - A | | MFA Mortgage Investments Inc *MFA* | | 55272X102 | | | | | | 04/12/04 | | | | 200,000 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 2 | | Amend Omnibus Stock Plan | | For | | For | | | | Mgmt | | |
| | 3 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | | | | | | |
05/04/04 - A | | Packaging Corporation of America *PKG* | | 695156109 | | | | | | 03/15/04 | | | | 106,300 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 1.1 | | Elect Director Henry F. Frigon — For | | | | | | | | | | |
| | 1.2 | | Elect Director Louis S. Holland — For | | | | | | | | | | |
| | 1.3 | | Elect Director Justin S. Huscher — For | | | | | | | | | | |
| | 1.4 | | Elect Director Samuel M. Mencoff — For | | | | | | | | | | |
| | 1.5 | | Elect Director Thomas S. Souleles — For | | | | | | | | | | |
| | 1.6 | | Elect Director Paul T. Stecko — For | | | | | | | | | | |
| | 1.7 | | Elect Director Rayford K. Williamson — For | | | | | | | | | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | | | | | | |
05/10/04 - A | | Pitney Bowes Inc. *PBI* | | 724479100 | | | | | | 03/12/04 | | | | 90,000 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Report on Political Contributions/Activities | | Against | | For | | | | ShrHoldr | | |
Page 8
Vote Summary Report
Jul 01, 2003 - Jun 30, 2004
Nuveen Diversified Dividend and Income Fund
| | | | | | | | | | | | | | | | |
Mtg Date/Type
| | Company/ Ballot Issues
| | Security
| | Mgmt Rec
| | Vote Cast
| | Record Date
| | Prpnent
| | Shares Voted
|
05/05/04 - A | | Raytheon Co. *RTN* | | 755111507 | | | | | | 03/08/04 | | | | 135,000 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 1.1 | | Elect Director John M. Deutch — For | | | | | | | | | | |
| | 1.2 | | Elect Director Michael C. Ruettgers — For | | | | | | | | | | |
| | 1.3 | | Elect Director William R. Spivey — For | | | | | | | | | | |
| | 1.4 | | Elect Director William H. Swanson — For | | | | | | | | | | |
| | 1.5 | | Elect Director Linda G. Stuntz — For | | | | | | | | | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Develop Ethical Criteria for Military Contracts | | Against | | Against | | | | ShrHoldr | | |
| | 4 | | Submit Shareholder Rights Plan (Poison Pill) to Shareholder Vote | | Against | | For | | | | ShrHoldr | | |
| | 5 | | Declassify the Board of Directors | | Against | | For | | | | ShrHoldr | | |
| | 6 | | Implement MacBride Principles | | Against | | Against | | | | ShrHoldr | | |
| | 7 | | Expense Stock Options | | Against | | For | | | | ShrHoldr | | |
| | 8 | | Submit Executive Pension Benefit to Vote | | Against | | For | | | | ShrHoldr | | |
| | 9 | | Limit Executive Compensation | | Against | | Against | | | | ShrHoldr | | |
| | | | | | | |
04/07/04 - A | | Rio Tinto Plc (Formerly Rtz Corp. Plc) | | 767204100 | | | | | | None | | | | 26,500 |
| | 1 | | Authorise Issuance of Equity or Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 34,470,000 | | For | | For | | | | Mgmt | | |
| | 2 | | Authorise Issuance of Equity or Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 6,890,000 | | For | | For | | | | Mgmt | | |
| | 3 | | Authorise 106.7 Million Rio Tinto plc Shares for Market Purchase | | For | | For | | | | Mgmt | | |
| | 4 | | Approve the Mining Companies Comparative Plan 2004 and the Rio Tinto Share Option Plan 2004 | | For | | For | | | | Mgmt | | |
| | 5 | | Elect Sir John Kerr as Director | | For | | For | | | | Mgmt | | |
| | 6 | | Re-elect Leigh Clifford as Director | | For | | For | | | | Mgmt | | |
| | 7 | | Re-elect Guy Elliott as Director | | For | | For | | | | Mgmt | | |
| | 8 | | Re-elect Sir Richard Sykes as Director | | For | | For | | | | Mgmt | | |
| | 9 | | Re-elect Sir Richard Giordano as Director | | For | | For | | | | Mgmt | | |
| | 10 | | Reappoint PricewaterhouseCoopers LLP as Auditors and Authorise Board to Fix Their Remuneration | | For | | For | | | | Mgmt | | |
| | 11 | | Approve Remuneration Report | | For | | For | | | | Mgmt | | |
| | 12 | | Accept Financial Statements and Statutory Reports | | For | | For | | | | Mgmt | | |
Page 9
Vote Summary Report
Jul 01, 2003 - Jun 30, 2004
Nuveen Diversified Dividend and Income Fund
| | | | | | | | | | | | | | | | |
Mtg Date/Type
| | Company/ Ballot Issues
| | Security
| | Mgmt Rec
| | Vote Cast
| | Record Date
| | Prpnent
| | Shares Voted
|
04/30/04 - A | | SBC Communications Inc. *SBC* | | 78387G103 | | | | | | 03/02/04 | | | | 155,500 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 1.1 | | Elect Director James E. Barnes — For | | | | | | | | | | |
| | 1.2 | | Elect Director James A. Henderson —For | | | | | | | | | | |
| | 1.3 | | Elect Director John B. McCoy — For | | | | | | | | | | |
| | 1.4 | | Elect Director S. Donley Ritchey — For | | | | | | | | | | |
| | 1.5 | | Elect Director Joyce M. Roche — For | | | | | | | | | | |
| | 1.6 | | Elect Director Patricia P. Upton — For | | | | | | | | | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Amend Bylaws | | For | | For | | | | Mgmt | | |
| | 4 | | Report on Political Contributions/Activities | | Against | | Against | | | | ShrHoldr | | |
| | 5 | | Change Size of Board of Directors | | Against | | Against | | | | ShrHoldr | | |
| | | | | | | |
04/20/04 - A | | Sprint Corp. *FON* | | 852061100 | | | | | | 02/20/04 | | | | 135,000 |
| | 1 | | Elect Directors | | For | | Split | | | | Mgmt | | |
| | 1.1 | | Elect Director Gordon M. Bethune — For | | | | | | | | | | |
| | 1.2 | | Elect Director E. Linn Draper, Jr. — For | | | | | | | | | | |
| | 1.3 | | Elect Director Deborah A. Henretta — For | | | | | | | | | | |
| | 1.4 | | Elect Director Linda Koch Lorimer — Withhold | | | | | | | | | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Performance - Based/Indexed Options | | Against | | For | | | | ShrHoldr | | |
| | 4 | | Limit Executive Compensation | | Against | | Against | | | | ShrHoldr | | |
| | 5 | | Separate Chairman and CEO Positions | | Against | | For | | | | ShrHoldr | | |
| | 6 | | Report on Foreign Outsourcing | | Against | | Against | | | | ShrHoldr | | |
| | | | | | | |
05/20/04 - A | | The Hartford Financial Services Group, Inc. *HIG* | | 416515104 | | | | | | 03/22/04 | | | | 20,000 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 1.1 | | Elect Director Ramani Ayer — For | | | | | | | | | | |
| | 1.2 | | Elect Director Ronald E. Ferguson — For | | | | | | | | | | |
| | 1.3 | | Elect Director Edward J. Kelly, III — For | | | | | | | | | | |
| | 1.4 | | Elect Director Paul G. Kirk, Jr. — For | | | | | | | | | | |
| | 1.5 | | Elect Director Thomas M. Marra — For | | | | | | | | | | |
| | 1.6 | | Elect Director Gail J. McGovern — For | | | | | | | | | | |
| | 1.7 | | Elect Director Robert W. Selander — For | | | | | | | | | | |
| | 1.8 | | Elect Director Charles B. Strauss — For | | | | | | | | | | |
Page 10
Vote Summary Report
Jul 01, 2003 - Jun 30, 2004
Nuveen Diversified Dividend and Income Fund
| | | | | | | | | | | | | | | | |
Mtg Date/Type
| | Company/ Ballot Issues
| | Security
| | Mgmt Rec
| | Vote Cast
| | Record Date
| | Prpnent
| | Shares Voted
|
| | 1.9 | | Elect Director H. Patrick Swygert — For | | | | | | | | | | |
| | 1.10 | | Elect Director Gordon I. Ulmer — For | | | | | | | | | | |
| | 1.11 | | Elect Director David K. Zwiener — For | | | | | | | | | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Limit Executive Compensation | | Against | | Against | | | | ShrHoldr | | |
| | | | | | | |
05/21/04 - A | | The May Department Stores Co. *MAY* | | 577778103 | | | | | | 04/02/04 | | | | 53,400 |
| | 1 | | Elect Directors | | For | | Withhold | | | | Mgmt | | |
| | 1.1 | | Elect Director Eugene S. Kahn — Withhold | | | | | | | | | | |
| | 1.2 | | Elect Director Helene L. Kaplan — Withhold | | | | | | | | | | |
| | 1.3 | | Elect Director James M. Kilts — Withhold | | | | | | | | | | |
| | 1.4 | | Elect Director Russell E. Palmer — Withhold | | | | | | | | | | |
| | 1.5 | | Elect Director William P. Stiritz — Withhold | | | | | | | | | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Amend Executive Incentive Bonus Plan | | For | | For | | | | Mgmt | | |
| | 4 | | Amend Omnibus Stock Plan | | For | | For | | | | Mgmt | | |
| | 5 | | Declassify the Board of Directors | | Against | | For | | | | ShrHoldr | | |
| | | | | | | |
05/14/04 - A | | Total S.A. (Formerly Total Fina Elf S.A ) | | 89151E109 | | | | | | 03/24/04 | | | | 30,000 |
| | | | Meeting for Holders of ADRs | | | | | | | | | | |
| | 1 | | APPROVAL OF CERTAIN REPORTS AND OF THE PARENT COMPANY S FINANCIAL STATEMENTS | | For | | For | | | | Mgmt | | |
| | 2 | | APPROVAL OF CONSOLIDATED FINANCIAL STATEMENTS | | For | | For | | | | Mgmt | | |
| | 3 | | ALLOCATION OF INCOME, APPROVAL OF THE DIVIDEND | | For | | For | | | | Mgmt | | |
| | 4 | | AGREEMENTS MENTIONED IN ARTICLE L. 225-38 OF THE FRENCH COMMERCIAL CODE | | For | | For | | | | Mgmt | | |
| | 5 | | AUTHORIZATION TO TRADE THE COMPANY S OWN SHARES | | For | | For | | | | Mgmt | | |
| | 6 | | AUTHORIZATION FOR THE BOARD OF DIRECTORS TO ISSUE DEBT SECURITIES AND/OR PERPETUAL SUBORDINATED NOTES FOR A MAXIMUM NOMINAL AMOUNT OF 10 BILLION EUROS | | For | | For | | | | Mgmt | | |
| | 7 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 8 | | APPOINTMENT OF DANIEL BOEUF AS A DIRECTOR REPRESENTING EMPLOYEE SHAREHOLDERS IN | | For | | For | | | | Mgmt | | |
Page 11
Vote Summary Report
Jul 01, 2003 - Jun 30, 2004
Nuveen Diversified Dividend and Income Fund
| | | | | | | | | | | | | | | | |
Mtg Date/Type
| | Company/ Ballot Issues
| | Security
| | Mgmt Rec
| | Vote Cast
| | Record Date
| | Prpnent
| | Shares Voted
|
| | | | APPLICATION OF ARTICLE 11 OF THE ARTICLES OF INCORPORATION | | | | | | | | | | |
| | 9 | | APPOINTMENT OF PHILIPPE MARCHANDISE AS A DIRECTOR REPRESENTING EMPLOYEE SHAREHOLDERS IN APPLICATION OF ARTICLE 11 OF THE ARTICLES OF INCORPORATION | | Against | | Against | | | | Mgmt | | |
| | 10 | | APPOINTMENT OF CYRIL MOUCHE AS A DIRECTOR REPRESENTING EMPLOYEE SHAREHOLDERS IN APPLICATION OF ARTICLE 11 OF THE ARTICLES OF INCORPORATION | | Against | | Against | | | | Mgmt | | |
| | 11 | | APPOINTMENT OF ALAN CRAMER AS A DIRECTOR REPRESENTING EMPLOYEE SHAREHOLDERS IN APPLICATION OF ARTICLE 11 OF THE ARTICLES OF INCORPORATION | | Against | | Against | | | | Mgmt | | |
| | 12 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 13 | | RENEWAL OF STATUTORY AUDITORS | | For | | For | | | | Mgmt | | |
| | 14 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 15 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 16 | | DETERMINATION OF THE TOTAL AMOUNT OF DIRECTORS COMPENSATION | | For | | For | | | | Mgmt | | |
| | 17 | | AUTHORIZATION TO AWARD OPTIONS TO SUBSCRIBE FOR OR PURCHASE STOCK OF THE COMPANY IN FAVOUR OF THE MANAGEMENT AND KEY EMPLOYEES OF THE GROUP | | For | | For | | | | Mgmt | | |
| | 18 | | AUTHORIZATION FOR ISSUING CONVERTIBLE OR OTHER EQUITY SECURITIES | | For | | For | | | | Mgmt | | |
| | 19 | | AUTHORIZATION TO USE THE ABOVE DELEGATION WITHOUT MAINTENANCE OF PREFERENTIAL SUBSCRIPTION RIGHTS, BUT WITH AN OPTION TO GRANT A PRIORITY PERIOD | | For | | For | | | | Mgmt | | |
| | 20 | | CAPITAL INCREASE RESERVED FOR EMPLOYEES | | For | | For | | | | Mgmt | | |
| | | | | | | |
03/19/04 - S | | Travelers Property Casualty Corp. | | 89420G109 | | | | | | 02/06/04 | | | | 140,000 |
| | 1 | | Approve Merger Agreement | | For | | For | | | | Mgmt | | |
Page 12
Vote Summary Report
Jul 01, 2003 - Jun 30, 2004
Nuveen Diversified Dividend and Income Fund
| | | | | | | | | | | | | | | | |
Mtg Date/Type
| | Company/ Ballot Issues
| | Security
| | Mgmt Rec
| | Vote Cast
| | Record Date
| | Prpnent
| | Shares Voted
|
05/24/04 - A | | Unocal Corp. *UCL* | | 915289102 | | | | | | 03/25/04 | | | | 49,500 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Approve Omnibus Stock Plan | | For | | For | | | | Mgmt | | |
| | 4 | | Approve Deferred Compensation Plan | | For | | For | | | | Mgmt | | |
| | 5 | | Separate Chairman and CEO Positions | | Against | | Against | | | | ShrHoldr | | |
| | 6 | | Limit Awards to Executives | | Against | | Against | | | | ShrHoldr | | |
| | 7 | | Establish Other Board Committee | | Against | | For | | | | ShrHoldr | | |
| | 8 | | Report on Greenhouse Gas Emissions | | Against | | Against | | | | ShrHoldr | | |
| | | | | | | |
04/28/04 - A | | Verizon Communications *VZ* | | 92343V104 | | | | | | 03/01/04 | | | | 110,600 |
| | 1 | | Elect Directors | | For | | For | | | | Mgmt | | |
| | 2 | | Ratify Auditors | | For | | For | | | | Mgmt | | |
| | 3 | | Restore or Provide for Cumulative Voting | | Against | | For | | | | ShrHoldr | | |
| | 4 | | Require Majority of Independent Directors on Board | | Against | | Against | | | | ShrHoldr | | |
| | 5 | | Separate Chairman and CEO Positions | | Against | | For | | | | ShrHoldr | | |
| | 6 | | Submit Shareholder Rights Plan (Poison Pill) to Shareholder Vote | | Against | | Against | | | | ShrHoldr | | |
| | 7 | | Submit Executive Compensation to Vote | | Against | | For | | | | ShrHoldr | | |
| | 8 | | Prohibit Awards to Executives | | Against | | Against | | | | ShrHoldr | | |
| | 9 | | Report on Stock Option Distribution by Race and Gender | | Against | | Against | | | | ShrHoldr | | |
| | 10 | | Report on Political Contributions/Activities | | Against | | Against | | | | ShrHoldr | | |
| | 11 | | Cease Charitable Contributions | | Against | | Against | | | | ShrHoldr | | |
Page 13
Proxy Voting Summary—July 1, 2003—June 30, 2004
Nuveen Diversified Dividend and Income Fund (JDD)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Security Name
| | Ticker
| | Cusip
| | Meeting Date
| | Proposal 1
| | Mgmt. Recom. 1
| | Vote 1
| | Proposal 2
| | Mgmt. Recom. 2
| | Vote 2
| | Proposal 3
| | Mgmt. Recom. 3
| | Vote 3
| | Proposal 4
| | Mgmt. Recom. 4
| | Vote 4
| | Share- holder Proposal
| | Voted (Y/N)
|
Amli Residential Properties Trust | | AML | | 001735109 | | 04/26/2004 | | Elect Directors John E. Allen, Adam S. Metz, Philip N. Tague | | For | | For | | Reappointment of KPMG as auditors | | For | | For | | | | | | | | | | | | | | | | Y |
| | | | | | | | | | | | | | | | | |
Apartment Investment and Management Company (AIMCO) | | AIV | | 03748R101 | | 04/30/2004 | | Elect Directors Terry Considine, Peter K. Kompaniez, James N. Bailey, Richard S. Ellwood, J. Landis Martin and Thomas L. Rhodes | | For | | For | | Ratify selection of Ernst & Young LLP to serve as auditors | | For | | For | | Approve sale of high performance units | | For | | For | | Urge approval of certain executive severance arrangements | | Against | | Against | | 4 | | Y |
Proxy Voting Summary—July 1, 2003—June 30, 2004
Nuveen Diversified Dividend and Income Fund (JDD)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Security Name
| | Ticker
| | Cusip
| | Meeting Date
| | Proposal 1
| | Mgmt. Recom. 1
| | Vote 1
| | Proposal 2
| | Mgmt. Recom. 2
| | Vote 2
| | Proposal 3
| | Mgmt. Recom. 3
| | Vote 3
| | Proposal 4
| | Mgmt. Recom. 4
| | Vote 4
| | Share- holder Proposal
| | Voted (Y/N)
|
Archstone-Smith Trust | | ASN | | 039583109 | | 05/20/2004 | | Elect Directors Ernest A. Gerardi, Jr., Ruth Ann M. Gillis, Ned S. Holmes & Scot Sellers | | For | | For | | Ratification of appointment of KPMG as auditors | | For | | For | | Shareholder Proposal regarding severance agreements | | Against | | Against | | | | | | | | 3 | | Y |
| | | | | | | | | | | | | | | | | |
Arden Realty, Inc. | | ARI | | 039793104 | | 05/11/2004 | | Elect Directors Lelise E. Bider, Steven C. Good & Alan I. Rothenberg | | For | | For | | Shareholder Proposal regarding severance agreements | | Against | | Against | | | | | | | | | | | | | | 2 | | Y |
Proxy Voting Summary—July 1, 2003—June 30, 2004
Nuveen Diversified Dividend and Income Fund (JDD)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Security Name
| | Ticker
| | Cusip
| | Meeting Date
| | Proposal 1
| | Mgmt. Recom. 1
| | Vote 1
| | Proposal 2
| | Mgmt. Recom. 2
| | Vote 2
| | Proposal 3
| | Mgmt. Recom. 3
| | Vote 3
| | Proposal 4
| | Mgmt. Recom. 4
| | Vote 4
| | Share- holder Proposal
| | Voted (Y/N)
|
AvalonBay Communities | | AVB | | 053484101 | | 05/05/2004 | | Elect Directors Bryce Blair, Bruce A. Choate, John J. Healy, Jr., Gilbert M. Meyer, Charles D. Peebler, Jr., Lance R. Primis, Allan D. Schuster & Amy P. Williams | | For | | For | | Stockholder Input on Poison Pills | | Against | | Against | | | | | | | | | | | | | | 2 | | Y |
Proxy Voting Summary—July 1, 2003—June 30, 2004
Nuveen Diversified Dividend and Income Fund (JDD)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Security Name
| | Ticker
| | Cusip
| | Meeting Date
| | Proposal 1
| | Mgmt. Recom. 1
| | Vote 1
| | Proposal 2
| | Mgmt. Recom. 2
| | Vote 2
| | Proposal 3
| | Mgmt. Recom. 3
| | Vote 3
| | Proposal 4
| | Mgmt. Recom. 4
| | Vote 4
| | Share- holder Proposal
| | Voted (Y/N)
|
Brandywine Realty Trust | | BDN | | 105368203 | | 05/03/2004 | | Elect Directors Walter D'Alessio, Pike Aloian, Donald E. Axinn, Robert C. Larson, Anthony A. Nichols, Sr., Charles P. Pizzi & Gerard H. Sweeney | | For | | For | | Shareholder proposal regarding severance agreements | | Against | | Against | | | | | | | | | | | | | | 2 | | Y |
Proxy Voting Summary—July 1, 2003—June 30, 2004
Nuveen Diversified Dividend and Income Fund (JDD)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Security Name
| | Ticker
| | Cusip
| | Meeting Date
| | Proposal 1
| | Mgmt. Recom. 1
| | Vote 1
| | Proposal 2
| | Mgmt. Recom. 2
| | Vote 2
| | Proposal 3
| | Mgmt. Recom. 3
| | Vote 3
| | Proposal 4
| | Mgmt. Recom. 4
| | Vote 4
| | Share- holder Proposal
| | Voted (Y/N)
|
Camden Property Trust | | CPT | | 133131102 | | 05/05/2004 | | Elect Directors Richard J. Campo, William R. Cooper, George A. Hrdlicka, Scott S. Ingraham, Lewis A. Levey, Keith Oden, Gardner Parker & Steven A. Webster | | For | | For | | | | | | | | | | | | | | | | | | | | | | Y |
Proxy Voting Summary—July 1, 2003—June 30, 2004
Nuveen Diversified Dividend and Income Fund (JDD)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Security Name
| | Ticker
| | Cusip
| | Meeting Date
| | Proposal 1
| | Mgmt. Recom. 1
| | Vote 1
| | Proposal 2
| | Mgmt. Recom. 2
| | Vote 2
| | Proposal 3
| | Mgmt. Recom. 3
| | Vote 3
| | Proposal 4
| | Mgmt. Recom. 4
| | Vote 4
| | Share- holder Proposal
| | Voted (Y/N)
|
Cedar Shopping Centers, Inc. | | CDR | | 150602209 | | 06/15/2004 | | Elect Directors James J. Burns, Richard Homburg, Everett B. Miller III, Leo S. Ullman, Brenda J. Walker & Roger M. Widmann | | | | | | Approve 2004 stock incentive plan | | | | | | Ratify selection of Ernst & Young LLP to serve as auditors | | | | | | | | | | | | | | N |
| | | | | | | | | | | | | | | | | |
Federal Realty Investment Trust | | FRT | | 313747206 | | 05/05/2004 | | Elect Directors David W. Faeder & Kristin Gamble | | For | | For | | Amendment of the Trust’s Declaration of Trust to change permissible size of the Board | | For | | For | | Amendment of the Trust's Declaration of Trust to decrease vote requirement to remove a Trustee with or without cause | | For | | For | | Ratification of appointment of Grant Thornton as auditors | | For | | For | | | | Y |
Proxy Voting Summary—July 1, 2003—June 30, 2004
Nuveen Diversified Dividend and Income Fund (JDD)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Security Name
| | Ticker
| | Cusip
| | Meeting Date
| | Proposal 1
| | Mgmt. Recom. 1
| | Vote 1
| | Proposal 2
| | Mgmt. Recom. 2
| | Vote 2
| | Proposal 3
| | Mgmt. Recom. 3
| | Vote 3
| | Proposal 4
| | Mgmt. Recom. 4
| | Vote 4
| | Share- holder Proposal
| | Voted (Y/N)
|
First Industrial Realty Trust, Inc. | | FR | | 32054K103 | | 05/12/2004 | | Elect Directors Jay H. Shidler, J. Steven Wilson | | For | | For | | Ratification of appointment of PWC as auditors | | For | | For | | | | | | | | | | | | | | | | Y |
| | | | | | | | | | | | | | | | | |
Hersha Hospitality Trust | | HT | | 427825104 | | 05/27/2004 | | Elect Directors Thomas S. Capello, Donald J. Landry & William Lehr, Jr. | | For | | For | | Approval of 2004 Equity Incentive Plan | | For | | For | | | | | | | | | | | | | | | | Y |
| | | | | | | | | | | | | | | | | |
Highwoods Properties | | HIW | | 431284108 | | 05/18/2004 | | Elect Directors Edward J. Fritsch, Lawrence S. Kaplan, Glenn Orr, Jr., & William E. Graham, Jr. | | For | | For | | Ratify selection of Ernst & Young LLP to serve as auditors | | For | | | | | | | | | | | | | | | | | | Y |
| | | | | | | | | | | | | | | | | |
HRPT Properties Trust | | HRP | | 40426W101 | | 05/11/2004 | | Elect Director Patrick F. Donelan | | For | | For | | | | | | | | | | | | | | | | | | | | | | Y |
Proxy Voting Summary—July 1, 2003—June 30, 2004
Nuveen Diversified Dividend and Income Fund (JDD)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Security Name
| | Ticker
| | Cusip
| | Meeting Date
| | Proposal 1
| | Mgmt. Recom. 1
| | Vote 1
| | Proposal 2
| | Mgmt. Recom. 2
| | Vote 2
| | Proposal 3
| | Mgmt. Recom. 3
| | Vote 3
| | Proposal 4
| | Mgmt. Recom. 4
| | Vote 4
| | Share- holder Proposal
| | Voted (Y/N)
|
Mack-Cali Realty Corporation | | CLI | | 554489104 | | 05/20/2004 | | Elect Directors Alan S. Bernikow, Martin D. Gruss, Vincent Tese & Roy Zuckerberg | | For | | For | | Ratification of appointment of PWC as auditors | | For | | For | | Approval and adoption of 2004 incentive stock plan | | For | | For | | Shareholder proposal related to disclosure of related party transactions | | Against | | Against | | 4 | | Y |
| | | | | | | | | | | | | | | | | |
Maguire Properties Inc. | | MPG | | 559775101 | | 06/03/2004 | | Elect Directors Robert F. Maguire III, Richard I. Gilchrist, Lawrence S. Kaplan, Caroline S. McBride, Andrea L. Van De Kamp & Walter Weisman | | For | | For | | Ratify appointment of KPMG as auditors | | For | | For | | | | | | | | | | | | | | | | Y |
Proxy Voting Summary—July 1, 2003—June 30, 2004
Nuveen Diversified Dividend and Income Fund (JDD)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Security Name
| | Ticker
| | Cusip
| | Meeting Date
| | Proposal 1
| | Mgmt. Recom. 1
| | Vote 1
| | Proposal 2
| | Mgmt. Recom. 2
| | Vote 2
| | Proposal 3
| | Mgmt. Recom. 3
| | Vote 3
| | Proposal 4
| | Mgmt. Recom. 4
| | Vote 4
| | Share- holder Proposal
| | Voted (Y/N)
|
Nationwide Health Properties, Inc. | | NHP | | 638620104 | | 04/16/2004 | | Elect Directors David R. Banks, Douglas M. Pasquale & Jack D. Samuelson | | For | | For | | | | | | | | | | | | | | | | | | | | | | Y |
| | | | | | | | | | | | | | | | | |
New Plan Excel Realty Trust | | NXL | | 648053106 | | 05/12/2004 | | Elect Directors Norman Gold, Nina Matis, William Newman & George Puskar | | For | | For | | | | | | | | | | | | | | | | | | | | | | Y |
| | | | | | | | | | | | | | | | | |
Post Properties Inc. | | PPS | | 737464107 | | 05/27/2004 | | Elect Directors Douglas Crocker II, Walter M. Deriso, Jr. & Nicholas B. Paumgarten | | For | | For | | Declassification of Board | | For | | For | | Shareholder proposal of approval of Director Compensation | | Against | | Against | | | | | | | | 3 | | Y |
Proxy Voting Summary—July 1, 2003—June 30, 2004
Nuveen Diversified Dividend and Income Fund (JDD)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Security Name
| | Ticker
| | Cusip
| | Meeting Date
| | Proposal 1
| | Mgmt. Recom. 1
| | Vote 1
| | Proposal 2
| | Mgmt. Recom. 2
| | Vote 2
| | Proposal 3
| | Mgmt. Recom. 3
| | Vote 3
| | Proposal 4
| | Mgmt. Recom. 4
| | Vote 4
| | Share- holder Proposal
| | Voted (Y/N)
|
Reckson Associates Realty Corp. | | RA | | 75621K106 | | 06/02/2004 | | Amend Articles of Incorporation related to eliminate classification of the Board of Directors | | For | | For | | Amend Articles of Incorporation to amend provision regarding stock ownership limit | | For | | For | | Elect Directors Peter Quick, Stanley Steinberg, John Ruffle, Elizabeth McCaul, Souglas Crocker II, Scott H. Rechler, Donald J. Rechler, Lewis Ranieri, Ronald Menaker | | For | | For | | Ratify selection of Ernst & Young LLP to serve as auditors | | For | | For | | | | Y |
| | | | | | | | | | | | | | | | | |
Senior Housing Properties | | SNH | | 81721M109 | | 05/11/2004 | | Elect Directors John L. Harrington & Gerard M. Martin | | For | | For | | | | | | | | | | | | | | | | | | | | | | Y |
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Proxy Voting Summary—July 1, 2003—June 30, 2004
Nuveen Diversified Dividend and Income Fund (JDD)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Security Name
| | Ticker
| | Cusip
| | Meeting Date
| | Proposal 1
| | Mgmt. Recom. 1
| | Vote 1
| | Proposal 2
| | Mgmt. Recom. 2
| | Vote 2
| | Proposal 3
| | Mgmt. Recom. 3
| | Vote 3
| | Proposal 4
| | Mgmt. Recom. 4
| | Vote 4
| | Share- holder Proposal
| | Voted (Y/N)
|
Shurguard Storage Center | | SHU | | 82567D104 | | 06/29/2004 | | Elect Directors A.K. Andrews, Charles K. Barbo, Howard P. Behar & Richard P. Fox | | For | | For | | Ratify appointment of PWC as auditors | | For | | For | | Approve 2004 Long- term Incentive Plan | | For | | For | | | | | | | | | | Y |
| | | | | | | | | | | | | | | | | |
Simon Property Group, Inc. | | SPG | | 828806109 | | 05/05/2004 | | Elect Directors Birch Bayh, Melvyn E. Bergstein, Linda Walker Bynoe, Karen N. Horn, William Miller, Albert Smith, Jr. & Pieter S. Van Den Berg | | For | | For | | Ratify selection of Ernst & Young LLP to serve as auditors | | For | | For | | Vote on Stockholder proposal | | Against | | Against | | | | | | | | 3 | | Y |
Proxy Voting Summary—July 1, 2003—June 30, 2004
Nuveen Diversified Dividend and Income Fund (JDD)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Security Name
| | Ticker
| | Cusip
| | Meeting Date
| | Proposal 1
| | Mgmt. Recom. 1
| | Vote 1
| | Proposal 2
| | Mgmt. Recom. 2
| | Vote 2
| | Proposal 3
| | Mgmt. Recom. 3
| | Vote 3
| | Proposal 4
| | Mgmt. Recom. 4
| | Vote 4
| | Share- holder Proposal
| | Voted (Y/N)
|
The Macerich Company | | MAC | | 554382101 | | 05/28/2004 | | Elect Directors Edward C. Coppola, Fred S. Hubbell, Diana M. Laing and Dr. William P. Sexton | | For | | For | | Ratification selection of PWC as auditors | | For | | For | | | | | | | | | | | | | | | | Y |
Proxy Voting Summary—July 1, 2003—June 30, 2004
Nuveen Diversified Dividend and Income Fund (JDD)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Security Name
| | Ticker
| | Cusip
| | Meeting Date
| | Proposal 1
| | Mgmt. Recom. 1
| | Vote 1
| | Proposal 2
| | Mgmt. Recom. 2
| | Vote 2
| | Proposal 3
| | Mgmt. Recom. 3
| | Vote 3
| | Proposal 4
| | Mgmt. Recom. 4
| | Vote 4
| | Share- holder Proposal
| | Voted (Y/N)
|
Trizec Properties, Inc. | | TRZ | | 89687P107 | | 05/20/2004 | | Elect Directors Peter Munk, Timothy Callahan, Jay Cross, Brian Mulroney, James O'Connor, Glenn Rufrano, Richard Thomson, Polyvios Vintiadis, Stephen Volk & Casey Wold | | For | | For | | Ratification selection of PWC as auditors | | For | | For | | Amendments to Certificate of Incorporation | | For | | For | | | | | | | | | | Y |
| | | | | | | | | | | | | | | | | |
Vornado Realty Trust | | VNO | | 929042109 | | 05/27/2004 | | Elect Directors Robert P. Kogod, David Mandelbaum & Dr. Richard R. West | | For | | For | | Ratification of independent auditor | | For | | For | | | | | | | | | | | | | | | | Y |
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.
Nuveen Diversified Dividend & Income Fund
By
/s/ Jessica R. Droeger - Vice President and Secretary
Date
August 30, 2004