Nuveen Diversified Dividend & Income Fund NPX Annual report of proxy voting record

FORM N-PX

ANNUAL REPORT OF PROXY VOTING RECORD OF

REGISTERED MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number 811-21407

Nuveen Diversified Dividend and Income Fund

(Exact name of registrant as specified in charter)

333 West Wacker Drive, Chicago, Illinois 60606

(Address of principal executive offices) (Zip Code)

Gifford R. Zimmerman – Chief Administrative Officer

(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, 2007

Item 1. Proxy Voting Record

Nuveen Diversified Dividend and Income Fund - Proxy Voting

(Security Capital Research - Real Estate)

July 1, 2006 to June 30, 2007

Security Name

Ticker

Cusip

Meeting
Date

Ballot Item
Number

Item Description

Proposed by
Management
or Shareholder

Management
Recommended
Vote

Vote
Cast

Shurgard Storage Centers, Inc.

82567D104

08/22/06

Approve Merger Agreement

Management

For

Newkirk Realty Trust Inc

651497109

11/20/06

Approve Merger Agreement

Management

For

11/20/06

Adjourn Meeting

Management

For

Glenborough Realty Trust Inc.

37803P105

11/28/06

Approve Merger Agreement

Management

For

11/28/06

Other Business

Management

For

Reckson Associates Realty Corp.

75621K106

12/06/06

Approve Merger Agreement

Management

For

12/06/06

Adjourn Meeting

Management

For

Equity Office Properties Trust

EOP

294741103

02/07/07

Approve Merger Agreement

Management

For

02/07/07

Adjourn Meeting

Management

For

Nationwide Health Properties, Inc.

NHP

638620104

04/24/07

1.1

Elect Director David R. Banks

Management

For

04/24/07

1.2

Elect Director Douglas M. Pasquale

Management

For

04/24/07

1.3

Elect Director Jack D. Samuelson

Management

For

04/24/07

Increase Authorized Common Stock

Management

For

04/24/07

Approve Stock Ownership Limitations

Management

For

04/24/07

Ratify Auditors

Management

For

Federal Realty Investment Trust

FRT

313747206

05/02/07

1.1

Elect Director Jon E. Bortz

Management

For

05/02/07

1.2

Elect Director David W. Faeder

Management

For

05/02/07

1.3

Elect Director Kristin Gamble

Management

For

05/02/07

Ratify Auditors

Management

For

05/02/07

Amend Omnibus Stock Plan

Management

For

Diamondrock Hospitality Company

DRH

252784301

04/26/07

1.1

Elect Director William W. McCarten

Management

For

04/26/07

1.2

Elect Director Daniel J. Altobello

Management

For

04/26/07

1.3

Elect Director W. Robert Grafton

Management

For

04/26/07

1.4

Elect Director Maureen L. McAvey

Management

For

04/26/07

1.5

Elect Director Gilbert T. Ray

Management

For

04/26/07

1.6

Elect Director John L. Williams

Management

For

04/26/07

Amend Omnibus Stock Plan

Management

For

04/26/07

Ratify Auditors

Management

For

Camden Property Trust

CPT

133131102

05/01/07

1.1

Elect Director Richard J. Campo

Management

For

05/01/07

1.2

Elect Director William R. Cooper

Management

For

05/01/07

1.3

Elect Director Scott S. Ingraham

Management

For

05/01/07

1.4

Elect Director Lewis A. Levey

Management

For

05/01/07

1.5

Elect Director William B. Mcguire, Jr.

Management

For

05/01/07

1.6

Elect Director William F. Paulsen

Management

For

05/01/07

1.7

Elect Director D. Keith Oden

Management

For

05/01/07

1.8

Elect Director F. Gardner Parker

Management

For

05/01/07

1.9

Elect Director Steven A. Webster

Management

For

05/01/07

Ratify Auditors

Management

For

Public Storage

PSA

74460D109

05/03/07

1.1

Elect Director B. Wayne Hughes

Management

For

05/03/07

1.2

Elect Director Ronald L. Havner, Jr.

Management

For

05/03/07

1.3

Elect Director Dann V. Angeloff

Management

For

05/03/07

1.4

Elect Director William C. Baker

Management

For

05/03/07

1.5

Elect Director John T. Evans

Management

For

05/03/07

1.6

Elect Director Uri P. Harkham

Management

For

05/03/07

1.7

Elect Director B. Wayne Hughes, Jr.

Management

For

05/03/07

1.8

Elect Director Harvey Lenkin

Management

For

05/03/07

1.9

Elect Director Gary E. Pruitt

Management

For

05/03/07

1.1

Elect Director Daniel C. Staton

Management

For

05/03/07

Ratify Auditors

Management

For

05/03/07

Approve Omnibus Stock Plan

Management

For

05/03/07

Change State of Incorporation [From California Corporation to Maryland Real Estate Investment Trust]

Management

For

05/03/07

Adjourn Meeting

Management

For

Simon Property Group, Inc.

SPG

828806109

05/10/07

1.1

Elect Director Birch Bayh

Management

For

05/10/07

1.2

Elect Director Melvyn E. Bergstein

Management

For

05/10/07

1.3

Elect Director Linda Walker Bynoe

Management

For

05/10/07

1.4

Elect Director Karen N. Horn, Ph.D.

Management

For

05/10/07

1.5

Elect Director Reuben S. Leibowitz

Management

For

05/10/07

1.6

Elect Director J. Albert Smith, Jr.

Management

For

05/10/07

1.7

Elect Director Pieter S. van den Berg

Management

For

05/10/07

Ratify Auditors

Management

For

05/10/07

Pay for Superior Performance

Shareholder

Against

05/10/07

Advisory Vote to Ratify Named Executive Officers’ Compensation

Shareholder

Against

05/10/07

Submit Severance Agreement (Change in Control) to shareholder Vote

Shareholder

Against

For

AvalonBay Communities, Inc.

AVB

053484101

05/16/07

1.1

Elect Director Bryce Blair

Management

For

05/16/07

1.2

Elect Director Bruce A. Choate

Management

For

05/16/07

1.3

Elect Director John J. Healy, Jr.

Management

For

05/16/07

1.4

Elect Director Gilbert M. Meyer

Management

For

05/16/07

1.5

Elect Director Timothy J. Naughton

Management

For

05/16/07

1.6

Elect Director Lance R. Primis

Management

For

05/16/07

1.7

Elect Director H. Jay Sarles

Management

For

05/16/07

1.8

Elect Director Allan D. Schuster

Management

For

05/16/07

1.9

Elect Director Amy P. Williams

Management

For

05/16/07

Ratify Auditors

Management

For

Archstone Smith Trust

ASN

039583109

05/16/07

1.1

Elect Director Stephen R. Demeritt

Management

For

05/16/07

1.2

Elect Director Ernest A. Gerardi, Jr.

Management

For

05/16/07

1.3

Elect Director Ruth Ann M. Gillis

Management

For

05/16/07

1.4

Elect Director Ned S. Holmes

Management

For

05/16/07

1.5

Elect Director Robert P. Kogod

Management

For

05/16/07

1.6

Elect Director James H. Polk, III

Management

For

05/16/07

1.7

Elect Director John C. Schweitzer

Management

For

05/16/07

1.8

Elect Director R. Scot Sellers

Management

For

05/16/07

1.9

Elect Director Robert H. Smith

Management

For

05/16/07

Pay For Superior Performance

Shareholder

Against

05/16/07

Ratify Auditors

Management

For

Brandywine Realty Trust

BDN

105368203

05/09/07

1.1

Elect Director Walter D’Alessio

Management

For

05/09/07

1.2

Elect Director D. Pike Aloian

Management

For

05/09/07

1.3

Elect Director Thomas F. August

Management

For

05/09/07

1.4

Elect Director Donald E. Axinn

Management

For

05/09/07

1.5

Elect Director Wyche Fowler

Management

For

05/09/07

1.6

Elect Director Michael J. Joyce

Management

For

05/09/07

1.7

Elect Director Anthony A. Nichols, Sr.

Management

For

05/09/07

1.8

Elect Director Michael V. Prentiss

Management

For

05/09/07

1.9

Elect Director Charles P. Pizzi

Management

For

05/09/07

1.1

Elect Director Gerard H. Sweeney

Management

For

05/09/07

Ratify Auditors

Management

For

05/09/07

Amend Omnibus Stock Plan

Management

For

05/09/07

Approve Nonqualified Employee Stock Purchase Plan

Management

For

U-Store-It Trust

YSI

91274F104

05/08/07

1.1

Elect Director Thomas A. Commes

Management

For

05/08/07

1.2

Elect Director John C. (Jack) Dannemiller

Management

For

05/08/07

1.3

Elect Director William M. Diefenderfer III

Management

For

05/08/07

1.4

Elect Director Harold S. Haller, Ph.D.

Management

For

05/08/07

1.5

Elect Director Dean Jernigan

Management

For

05/08/07

1.6

Elect Director Marianne M. Keler

Management

For

05/08/07

1.7

Elect Director David J. LaRue

Management

For

05/08/07

Approve Omnibus Stock Plan

Management

For

Ashford Hospitality Trust Inc.

AHT

044103109

05/15/07

1.1

Elect Director Archie Bennett, Jr.

Management

For

05/15/07

1.2

Elect Director Montgomery J. Bennett

Management

For

05/15/07

1.3

Elect Director Martin L. Edelman

Management

For

05/15/07

1.4

Elect Director W.D. Minami

Management

For

05/15/07

1.5

Elect Director W. Michael Murphy

Management

For

05/15/07

1.6

Elect Director Philip S. Payne

Management

For

05/15/07

1.7

Elect Director Charles P. Toppino

Management

For

05/15/07

Ratify Auditors

Management

For

Post Properties, Inc.

PPS

737464107

05/24/07

1.1

Elect Director Robert C. Goddard, III

Management

For

05/24/07

1.2

Elect Director David P. Stockert

Management

For

05/24/07

1.3

Elect Director Herschel M. Bloom

Management

For

05/24/07

1.4

Elect Director Douglas Crocker, II

Management

For

05/24/07

1.5

Elect Director Walter M. Deriso, Jr.

Management

For

05/24/07

1.6

Elect Director Russell R. French

Management

For

05/24/07

1.7

Elect Director Charles E. Rice

Management

For

05/24/07

1.8

Elect Director Stella F. Thayer

Management

For

05/24/07

1.9

Elect Director Ronald de Waal

Management

For

05/24/07

Ratify Auditors

Management

For

DCT Industrial Trust Inc.

DCT

233153105

05/03/07

1.1

Elect Director Thomas G. Wattles

Management

For

05/03/07

1.2

Elect Director Philip L. Hawkins

Management

For

05/03/07

1.3

Elect Director Phillip R. Altinger

Management

For

05/03/07

1.4

Elect Director Thomas F. August

Management

For

05/03/07

1.5

Elect Director John S. Gates, Jr.

Management

For

05/03/07

1.6

Elect Director Tripp H. Hardin

Management

For

05/03/07

1.7

Elect Director James R. Mulvihill

Management

For

05/03/07

1.8

Elect Director John C. O’Keefe

Management

For

05/03/07

1.9

Elect Director Bruce L. Warwick

Management

For

05/03/07

Ratify Auditors

Management

For

Kite Realty Group Trust

KRG

49803T102

05/07/07

1.1

Elect Director Alvin E. Kite, Jr.

Management

For

05/07/07

1.2

Elect Director John A. Kite

Management

For

05/07/07

1.3

Elect Director William E. Bindley

Management

For

05/07/07

1.4

Elect Director Dr. Richard A. Cosier

Management

For

05/07/07

1.5

Elect Director Eugene Golub

Management

For

05/07/07

1.6

Elect Director Gerald L. Moss

Management

For

05/07/07

1.7

Elect Director Michael L. Smith

Management

For

05/07/07

Ratify Auditors

Management

For

First Industrial Realty Trust, Inc.

32054K103

05/16/07

1.1

Elect Director Jay H. Shidler

Management

For

05/16/07

1.2

Elect Director J. Steven Wilson

Management

For

05/16/07

1.3

Elect Director Robert D. Newman

Management

For

05/16/07

Amend Omnibus Stock Plan

Management

For

05/16/07

Ratify Auditors

Management

For

HRPT Properties Trust

HRP

40426W101

05/15/07

1.1

Elect Director Patrick F. Donelan

Management

For

05/15/07

Amend Declaration of Trust - Election of Trustees

Management

For

Against

05/15/07

Amend Declaration of Trust-(a)Amend Trust(i)Qualification of Trustees,(ii)Policies(iii)Restrictions, (iv)Special voting rights,business combinations(v)Provisions governing amendments to trust(b)Termination of Trust

Management

For

Against

05/15/07

Amend Declaration of Trust--Authorize Board to Divide or Combine Outstanding Shares, any class or series, without shareholder vote to the extent permitted by Maryland Law.

Management

For

Against

05/15/07

Amend Declaration of Trust--Any shareholder violating Declaration of Trust will indemnify and hold us harmless from all costs, expense, penalties and fines, together with interest on such amounts.

Management

For

05/15/07

Amend Declaration of Trust--Permit Issuance of Securities redeemable at the option of holders.

Management

For

05/15/07

Adjourn Meeting

Management

For

Health Care Property Investors, Inc.

HCP

421915109

05/10/07

1.1

Elect Director Mary A. Cirillo-Goldberg

Management

For

05/10/07

1.2

Elect Director Robert R. Fanning, Jr.

Management

For

05/10/07

1.3

Elect Director James F. Flaherty III

Management

For

05/10/07

1.4

Elect Director David B. Henry

Management

For

05/10/07

1.5

Elect Director Michael D. McKee

Management

For

05/10/07

1.6

Elect Director Harold M. Messmer, Jr.

Management

For

05/10/07

1.7

Elect Director Peter L. Rhein

Management

For

05/10/07

1.8

Elect Director Kenneth B. Roath

Management

For

05/10/07

1.9

Elect Director Richard M. Rosenberg

Management

For

05/10/07

1.1

Elect Director Joseph P. Sullivan

Management

For

05/10/07

Ratify Auditors

Management

For

05/10/07

Pay For Superior Performance

Shareholder

Against

Mack-Cali Realty Corp.

CLI

554489104

05/23/07

1.1

Elect Director Alan S. Bernikow

Management

For

05/23/07

1.2

Elect Director Kenneth M. Duberstein

Management

For

05/23/07

1.3

Elect Director Vincent Tese

Management

For

05/23/07

1.4

Elect Director Roy J. Zuckerberg

Management

For

Withhold

05/23/07

Ratify Auditors

Management

For

Senior Housing Properties Trust

SNH

81721M109

05/30/07

1.1

Elect Director John L. Harrington

Management

For

05/30/07

1.2

Elect Director Adam D. Portnoy

Management

For

05/30/07

Amend Declaration of Trust to Change/Provide Required Shareholder Vote For Certain Actions

Management

For

Against

05/30/07

Amend Declaration of Trust To Indemnify The Trust

Management

For

05/30/07

Adjourn Meeting

Management

For

Extra Space Storage Inc.

EXR

30225T102

05/23/07

1.1

Elect Director Kenneth M. Woolley

Management

For

05/23/07

1.2

Elect Director Anthony Fanticola

Management

For

05/23/07

1.3

Elect Director Hugh W. Horne

Management

For

05/23/07

1.4

Elect Director Spencer F. Kirk

Management

For

05/23/07

1.5

Elect Director Joseph D. Margolis

Management

For

05/23/07

1.6

Elect Director Roger B. Porter

Management

For

05/23/07

1.7

Elect Director K. Fred Skousen

Management

For

05/23/07

Ratify Auditors

Management

For

SL Green Realty Corp.

SLG

78440X101

05/24/07

Elect Director Edwin Thomas Burton, III

Management

For

05/24/07

Ratify Auditors

Management

For

05/24/07

Amend Omnibus Stock Plan

Management

For

05/24/07

Increase Authorized Common Stock

Management

For

Hersha Hospitality Trust

427825104

05/24/07

1.1

Elect Trustee Hasu P. Shah

Management

For

05/24/07

1.2

Elect Trustee Michael A. Leven

Management

For

05/24/07

1.3

Elect Trustee Kiran P. Patel

Management

For

05/24/07

1.4

Elect Trustee John M. Sabin

Management

For

05/24/07

Ratify Auditors

Management

For

Ventas, Inc.

VTR

92276F100

05/16/07

1.1

Elect Director Debra A. Cafaro

Management

For

05/16/07

1.2

Elect Director Douglas Crocker, II

Management

For

05/16/07

1.3

Elect Director Jay M. Gellert

Management

For

05/16/07

1.4

Elect Director Ronald G. Geary

Management

For

05/16/07

1.5

Elect Director Christopher T. Hannon

Management

For

05/16/07

1.6

Elect Director Sheli Z. Rosenberg

Management

For

05/16/07

1.7

Elect Director Thomas C. Theobald

Management

For

05/16/07

Ratify Auditors

Management

For

05/16/07

Increase Authorized Common Stock

Management

For

05/16/07

Amend Stock Ownership Limitations

Management

For

The Macerich Co.

MAC

554382101

05/30/07

1.1

Elect Director Edward C. Coppola

Management

For

05/30/07

1.2

Elect Director Fred S. Hubbell

Management

For

05/30/07

1.3

Elect Director William P. Sexton

Management

For

05/30/07

Ratify Auditors

Management

For

05/30/07

Declassify the Board of Directors

Shareholder

Against

Cogdell Spencer Inc

CSA

19238U107

05/22/07

1.1

Elect Director James W. Cogdell

Management

For

05/22/07

1.2

Elect Director Frank C. Spencer

Management

For

05/22/07

1.3

Elect Director John R. Georgius

Management

For

05/22/07

1.4

Elect Director Richard B. Jennings

Management

For

05/22/07

1.5

Elect Director Christopher E. Lee

Management

For

05/22/07

1.6

Elect Director Richard C. Neugent

Management

For

05/22/07

1.7

Elect Director Randolph D. Smoak, M.D.

Management

For

05/22/07

Ratify Auditors

Management

For

Cedar Shopping Centers, Inc.

CDR

150602209

06/19/07

1.1

Elect Director James J. Burns

Management

For

06/19/07

1.2

Elect Director Richard Homburg

Management

For

06/19/07

1.3

Elect Director Paul G. Kirk, Jr.

Management

For

06/19/07

1.4

Elect Director Everett B. Miller, III

Management

For

06/19/07

1.5

Elect Director Leo S. Ullman

Management

For

06/19/07

1.6

Elect Director Brenda J. Walker

Management

For

06/19/07

1.7

Elect Director Roger M. Widmann

Management

For

06/19/07

Increase Authorized Preferred and Common Stock

Management

For

06/19/07

Ratify Auditors

Management

For

Maguire Properties, Inc.

MPG

559775101

06/05/07

1.1

Elect Director Robert F. Maguire III

Management

For

06/05/07

1.2

Elect Director Lawrence S. Kaplan

Management

For

06/05/07

1.3

Elect Director Caroline S. Mcbride

Management

For

06/05/07

1.4

Elect Director Andrea L. Van De Kamp

Management

For

06/05/07

1.5

Elect Director Walter L. Weisman

Management

For

06/05/07

1.6

Elect Director Lewis N. Wolff

Management

For

06/05/07

Ratify Auditors

Management

For

06/05/07

Amend Omnibus Stock Plan

Management

For

Against

Vote Summary Report

July 1, 2006 - June 30, 2007

Nuveen Diversified Dividend and Income Fund

(NWQ - Equity)

Mtg

Date/Type

Company/

Ballot Issues

Cusip

Mgmt

Rec

Vote

Cast

Proposed

04/26/07 - A

Altria Group, Inc. *MO*

02209S103

Elect Directors

For

Mgmt

Ratify Auditors

For

Mgmt

Provide for Cumulative Voting

Against

For

ShrHoldr

Disclose Information on Secondhand Smoke

Against

ShrHoldr

Cease Add Campaigns Oriented to Prevent Youth Smoking

Against

ShrHoldr

Cease Production, Promotion, and Marketing of Tobacco Products

Against

ShrHoldr

Adopt Animal Welfare Policy

Against

ShrHoldr

05/02/07 - A

Alumina Ltd (formerly Wmc Limited) *AWC*

022205108

Meeting for Holders of ADRs

ADOPTION OF REMUNERATION REPORT

For

Against

Mgmt

TO RE-ELECT MR P.A.F. HAY AS A DIRECTOR

For

Mgmt

MODIFICATION TO CONSTITUTION - PREFERENCE SHARES

For

Mgmt

06/21/07 - A

American Home Mortgage Investment, Corp. *AHM*

02660R107

Elect Directors

For

Split

Mgmt

1.1

Elect Director John A. Johnston — For

1.2

Elect Director Michael A. Mcmanus, Jr. — Withhold

Ratify Auditors

For

Mgmt

Amend Omnibus Stock Plan

For

Against

Mgmt

05/18/07 - A

Aon Corp. *AOC*

037389103

Elect Directors

For

Mgmt

Ratify Auditors

For

Mgmt

07/21/06 - S

AT&T Inc *T*

00206R102

Approve Merger Agreement

For

Mgmt

04/27/07 - A

AT&T Inc *T*

00206R102

Elect Director William F. Aldinger III

For

Mgmt

Elect Director Gilbert F. Amelio

For

Mgmt

Elect Director Reuben V. Anderson

For

Mgmt

Elect Director James H. Blanchard

For

Mgmt

Elect Director August A. Busch III

For

Mgmt

Elect Director James P. Kelly

For

Mgmt

Elect Director Charles F. Knight

For

Mgmt

Elect Director Jon C. Madonna

For

Mgmt

Elect Director Lynn M. Martin

For

Mgmt

Elect Director John B. McCoy

For

Mgmt

Elect Director Mary S. Metz

For

Mgmt

Elect Director Toni Rembe

For

Mgmt

Elect Director Joyce M. Roche

For

Mgmt

Elect Director Randall L. Stephenson

For

Mgmt

Elect Director Laura D’ Andrea Tyson

For

Mgmt

Elect Director Patricia P. Upton

For

Mgmt

Elect Director Edward E. Whitacre, Jr.

For

Mgmt

Ratify Auditors

For

Mgmt

Compensation Specific-Severance Payments to Executives

For

Mgmt

Report on Political Contributions

Against

ShrHoldr

Amend Articles/Bylaws/Charter - Call Special Meetings

Against

For

ShrHoldr

Pay For Superior Performance

Against

For

ShrHoldr

Advisory Vote to Ratify Named Executive Officers’ Compensation

Against

For

ShrHoldr

Establish SERP Policy

Against

For

ShrHoldr

04/25/07 - A

Bank of America Corp. *BAC*

060505104

Elect Director William Barnet, III

For

Mgmt

Elect Director Frank P. Bramble, Sr.

For

Mgmt

Elect Director John T. Collins

For

Mgmt

Elect Director Gary L. Countryman

For

Mgmt

Elect Director Tommy R. Franks

For

Mgmt

Elect Director Charles K. Gifford

For

Mgmt

Elect Director W. Steven Jones

For

Mgmt

Elect Director Kenneth D. Lewis

For

Mgmt

Elect Director Monica C. Lozano

For

Mgmt

Elect Director Walter E. Massey

For

Mgmt

Elect Director Thomas J. May

For

Mgmt

Elect Director Patricia E. Mitchell

For

Mgmt

Elect Director Thomas M. Ryan

For

Mgmt

Elect Director O. Temple Sloan, Jr.

For

Mgmt

Elect Director Meredith R. Spangler

For

Mgmt

Elect Director Robert L. Tillman

For

Mgmt

Elect Director Jackie M. Ward

For

Mgmt

Ratify Auditors

For

Mgmt

Prohibit Executive Stock-Based Awards

Against

ShrHoldr

Change Size of Board of Directors

Against

ShrHoldr

Separate Chairman and CEO Positions

Against

ShrHoldr

06/13/07 - A

Caterpillar Inc. *CAT*

149123101

Elect Directors

For

Split

Mgmt

1.1

Elect Director John T. Dillon — For

1.2

Elect Director Juan Gallardo — Withhold

1.3

Elect Director William A. Osborn — For

1.4

Elect Director Edward B. Rust, Jr. — For

Ratify Auditors

For

Mgmt

Separate Chairman and CEO Positions

Against

ShrHoldr

Require a Majority Vote for the Election of Directors

Against

For

ShrHoldr

04/25/07 - A

Chevron Corporation *CVX*

166764100

Elect Director Samuel H. Armacost

For

Mgmt

Elect Director Linnet F. Deily

For

Mgmt

Elect Director Robert E. Denham

For

Mgmt

Elect Director Robert J. Eaton

For

Mgmt

Elect Director Sam Ginn

For

Mgmt

Elect Director Franklyn G. Jenifer

For

Mgmt

Elect Director Sam Nunn

For

Mgmt

Elect Director David J. O’Reilly

For

Mgmt

Elect Director Donald B. Rice

For

Mgmt

Elect Director Peter J. Robertson

For

Mgmt

Elect Director Kevin W. Sharer

For

Mgmt

Elect Director Charles R. Shoemate

For

Mgmt

Elect Director Ronald D. Sugar

For

Mgmt

Elect Director Carl Ware

For

Mgmt

Ratify Auditors

For

Mgmt

Reduce Supermajority Vote Requirement

For

Mgmt

Adopt Human Rights Policy

Against

For

ShrHoldr

Adopt Greenhouse Gas Emission Reduction Goals

Against

ShrHoldr

Adopt Animal Welfare Policy

Against

ShrHoldr

Separate Chairman and CEO Positions

Against

For

ShrHoldr

Approve/Amend Terms of Existing Poison Pill

Against

ShrHoldr

Report on Market Specific Environmental Laws

Against

ShrHoldr

04/17/07 - A

Citigroup Inc. *C*

172967101

Elect Director C. Michael Armstrong

For

Mgmt

Elect Director Alain J.P. Belda

For

Mgmt

Elect Director George David

For

Mgmt

Elect Director Kenneth T. Derr

For

Mgmt

Elect Director John M. Deutch

For

Mgmt

Elect Director Roberto Hernandez Ramirez

For

Mgmt

Elect Director Klaus Kleinfeld

For

Mgmt

Elect Director Andrew N. Liveris

For

Mgmt

Elect Director Anne Mulcahy

For

Mgmt

Elect Director Richard D. Parsons

For

Mgmt

Elect Director Charles Prince

For

Mgmt

Elect Director Judith Rodin

For

Mgmt

Elect Director Robert E. Rubin

For

Mgmt

Elect Director Franklin A. Thomas

For

Mgmt

Ratify Auditors

For

Mgmt

Report on Government Service of Employees

Against

ShrHoldr

Report on Political Contributions

Against

For

ShrHoldr

Report on Charitable Contributions

Against

ShrHoldr

Approve Report of the Compensation Committee

Against

For

ShrHoldr

Report on Pay Disparity

Against

ShrHoldr

Separate Chairman and CEO Positions

Against

ShrHoldr

Stock Retention/Holding Period

Against

ShrHoldr

Restore or Provide for Cumulative Voting

Against

ShrHoldr

Amend Bylaws to Permit Shareholders to Call Special Meetings

Against

For

ShrHoldr

05/22/07 - S

Clear Channel Communications, Inc. *CCU*

184502102

Approve Merger Agreement

For

Against

Mgmt

Adjourn Meeting

For

Against

Mgmt

Other Business

For

Against

Mgmt

05/22/07 - A

Clear Channel Communications, Inc. *CCU*

184502102

Elect Director Alan D. Feld

For

Mgmt

Elect Director Perry J. Lewis

For

Mgmt

Elect Director L. Lowry Mays

For

Mgmt

Elect Director Mark P. Mays

For

Mgmt

Elect Director Randall T. Mays

For

Mgmt

Elect Director B. J. McCombs

For

Mgmt

Elect Director Phyllis B. Riggins

For

Mgmt

Elect Director Theodore H. Strauss

For

Mgmt

Elect Director J. C. Watts

For

Mgmt

Elect Director John H. Williams

For

Mgmt

Elect Director John B. Zachry

For

Mgmt

Ratify Auditors

For

Mgmt

Pay for Superior Performance

Against

For

ShrHoldr

Report on Political Contributions

Against

For

ShrHoldr

Establish a Compensation Committee

Against

For

ShrHoldr

Vote to Ratify Named Executive Officers’ Compensation

Against

For

ShrHoldr

05/09/07 - A

ConocoPhillips *COP*

20825C104

Elect Director James E. Copeland, Jr.

For

Mgmt

Elect Director Kenneth M. Duberstein

For

Mgmt

Elect Director Ruth R. Harkin

For

Mgmt

Elect Director William R. Rhodes

For

Mgmt

Elect Director J. Stapleton Roy

For

Mgmt

Elect Director William E. Wade, Jr.

For

Mgmt

Ratify Auditors

For

Mgmt

Report on Political Contributions

Against

ShrHoldr

Report on Renewable Energy Sources

Against

ShrHoldr

Require Director Nominee Qualifications

Against

ShrHoldr

Report on Environmental Damage from Drilling in the National Petroleum Reserve

Against

For

ShrHoldr

Report on Indigenous Peoples Rights Policies

Against

ShrHoldr

Report on Community Impact of Operations

Against

ShrHoldr

04/25/07 - A

General Electric Co. *GE*

369604103

Elect Directors

For

Split

Mgmt

1.1

Elect Director James I. Cash, Jr. — For

1.2

Elect Director William M. Castell — For

1.3

Elect Director Ann M. Fudge — For

1.4

Elect Director Claudio X. Gonzalez — Withhold

1.5

Elect Director Susan Hockfield — For

1.6

Elect Director Jerry R. Immelt — For

1.7

Elect Director Andrea Jung — For

1.8

Elect Director Alan G. Lafley — For

1.9

Elect Director Robert W. Lane — For

1.10

Elect Director Ralph S. Larsen — For

1.11

Elect Director Rochelle B. Lazarus — For

1.12

Elect Director Sam Nunn — For

1.13

Elect Director Roger S. Penske — For

1.14

Elect Director Robert J. Swieringa — For

1.15

Elect Director Douglas A. Warner III — For

1.16

Elect Director Robert C. Wright — For

Ratify Auditors

For

Mgmt

Adopt Majority Vote Standard in Director Elections

For

Mgmt

Approve Omnibus Stock Plan

For

Mgmt

Company-Specific-Approve Material Terms of Senior Officer Performance Goals

For

Mgmt

Provide for Cumulative Voting

Against

For

ShrHoldr

Company-Specific — Adopt Policy on Overboarded Directors

Against

For

ShrHoldr

Company-Specific — One Director from the Ranks of Retirees

Against

ShrHoldr

Separate Chairman and CEO Positions

Against

For

ShrHoldr

Limit Dividend and Dividend Equivalent Payments to Executives

Against

For

ShrHoldr

Report on Charitable Contributions

Against

ShrHoldr

Report on Global Warming

Against

ShrHoldr

Adopt Ethical Criteria for Military Contracts

Against

ShrHoldr

Report on Pay Disparity

Against

ShrHoldr

04/26/07 - A

IndyMac Bancorp, Inc. *IMB*

456607100

Elect Directors

For

Mgmt

Ratify Auditors

For

Mgmt

05/07/07 - A

International Paper Co. *IP*

460146103

Elect Directors

For

Split

Mgmt

1.1

Elect Directors David J. Bronczek — For

1.2

Elect Directors Martha F. Brooks — Withhold

1.3

Elect Directors Lynn Laverty Elsenhans — For

1.4

Elect Directors John L. Townsend, III — Withhold

Ratify Auditors

For

Mgmt

Require a Majority Vote for the Election of Directors

For

ShrHoldr

05/15/07 - A

JPMorgan Chase & Co. *JPM*

46625H100

Elect Directors

For

Mgmt

Ratify Auditors

For

Mgmt

Put Repricing of Stock Options to Shareholder Vote

Against

ShrHoldr

Performance-Based and/or Time-Based Equity Awards

Against

For

ShrHoldr

Advisory Vote to Ratify Named Executive Officers’ Compensation

Against

For

ShrHoldr

Separate Chairman and CEO Positions

Against

ShrHoldr

Provide for Cumulative Voting

Against

For

ShrHoldr

Require a Majority Vote for the Election of Directors

Against

For

ShrHoldr

Report on Political Contributions

Against

ShrHoldr

Report on Management Initiatives to Address Links to Slavery and Human Rights Abuse

Against

ShrHoldr

04/26/07 - A

Kimberly-Clark Corp. *KMB*

494368103

Elect Director James M. Jenness

For

Mgmt

Elect Director Linda Johnson Rice

For

Mgmt

Elect Director Marc J. Shapiro

For

Mgmt

Ratify Auditors

For

Mgmt

Declassify the Board of Directors

For

Mgmt

Adopt Simple Majority Vote

Against

For

ShrHoldr

Adopt ILO Standards

Against

ShrHoldr

Report on Feasibility of Phasing Out the Use of Non-certified Wood Fiber

Against

ShrHoldr

08/09/06 - S

Korea Electric Power Corp

500631106

Meeting for Holders of ADRs

ELECT MR. JONG HWAK PARK, MANAGER SECRETARIAT, AS A STANDING DIRECTOR.

For

Mgmt

ELECT MR. MYOUNG CHUL JANG, GENERAL MANAGER, PERSONAL & GENERAL AFFAIRS DEPARTMENT, AS A STANDING DIRECTOR.

For

Mgmt

ELECT MR. HO MUN, GENERAL MANAGER, CHOONGNAM DISTRICT HEAD OFFICE, AS A STANDING DIRECTOR.

For

Mgmt

03/26/07 - A

Korea Electric Power Corp

500631106

Meeting for ADR Holders

Approve Appropriation of Income and Dividend of KRW 1000 Per Share

For

Mgmt

Elect President of Company

For

Mgmt

03/16/07 - A

KT Corp (formerly Korea Telecom Corporation)

48268K101

Meeting for ADR Holders

Approve Appropriation of Income and Dividend of KRW 2000 Per Share

For

Mgmt

Amend Articles of Incorporation to Expand Business Objectives

For

Mgmt

Elect Jeong Ro Yoon as a Member of the Audit Committee

For

Mgmt

Elect Kon Sik Kim as a Member of the Audit Committee

For

Mgmt

Elect Director Jon Lok Yoon

For

Mgmt

Elect Director Jeong Soo Suh

For

Mgmt

Elect Director Paul C. Yi

For

Mgmt

Approve Remuneration of Executive Directors and Independent Non-Executive Directors

For

Mgmt

04/26/07 - A

Lockheed Martin Corp. *LMT*

539830109

Elect Directors

For

Split

Mgmt

1.1

Elect Director E. C. Aldridge, Jr. — For

1.2

Elect Director Nolan D. Archibald — For

1.3

Elect Director Marcus C. Bennett — For

1.4

Elect Director James O. Ellis, Jr. — For

1.5

Elect Director Gwendolyn S. King — For

1.6

Elect Director James M. Loy — Withhold

1.7

Elect Director Douglas H. McCorkindale — Withhold

1.8

Elect Director Eugene F. Murphy — Withhold

1.9

Elect Director Joseph W. Ralston — Withhold

1.10

Elect Director Frank Savage — Withhold

1.11

Elect Director James M. Schneider — Withhold

1.12

Elect Director Anne Stevens — Withhold

1.13

Elect Director Robert J. Stevens — Withhold

1.14

Elect Director James R. Ukropina — Withhold

1.15

Elect Director Douglas C. Yearley — Withhold

Ratify Auditors

For

Mgmt

Increase Disclosure of Executive Compensation

Against

ShrHoldr

Advisory Vote to Ratify Named Executive Officers’ Compensation

Against

ShrHoldr

Report on Nuclear Weapons

Against

ShrHoldr

08/03/06 - S

Loews Corp.

540424207

Increase Authorized Common Stock

For

Mgmt

Adjust Par Value of Common Stock

For

Mgmt

05/08/07 - A

Loews Corp.

540424207

Elect Directors

For

Mgmt

Ratify Auditors

For

Mgmt

Amend Executive Incentive Bonus Plan

For

Mgmt

Provide for Cumulative Voting

Against

ShrHoldr

Social Proposal

Against

ShrHoldr

05/07/07 - PC

Motorola, Inc. *MOT*

620076109

Management Proxy (White Card)

Elect Directors

For

DoNotVote

Mgmt

Amend Qualified Employee Stock Purchase Plan

For

DoNotVote

Mgmt

Advisory Vote to Ratify Named Executive Officers’ Compensation

Against

DoNotVote

ShrHoldr

Claw-back of Payments under Restatements

Against

DoNotVote

ShrHoldr

Dissident Proxy (Gold Card)

Elect Directors (Opposition Slate)

For

Mgmt

Amend Qualified Employee Stock Purchase Plan

None

For

Mgmt

Advisory Vote to Ratify Named Executive Officers’ Compensation

For

ShrHoldr

Claw-back of Payments under Restatements

None

For

ShrHoldr

05/08/07 - A

Newell Rubbermaid Inc. *NWL*

651229106

Elect Directors

For

Split

Mgmt

1.1

Elect Director Scott S. Cowen — Withhold

1.2

Elect Director Cynthia A. Montgomery — Withhold

1.3

Elect Director Gordon R. Sullivan — Withhold

1.4

Elect Director Michael A. Todman — For

Ratify Auditors

For

Mgmt

Adopt Simple Majority Vote

Against

For

ShrHoldr

Require a Majority Vote for the Election of Directors

Against

For

ShrHoldr

05/24/07 - A

Packaging Corporation of America *PKG*

695156109

Elect Directors

For

Mgmt

Ratify Auditors

For

Mgmt

04/26/07 - A

Pfizer Inc. *PFE*

717081103

Elect Directors

For

Mgmt

Ratify Auditors

For

Mgmt

Restore or Provide for Cumulative Voting

Against

For

ShrHoldr

Report on Animal Testing Policies

Against

ShrHoldr

Amend Animal Welfare Policy

Against

ShrHoldr

Require Director Nominee Qualifications

Against

ShrHoldr

05/14/07 - A

Pitney Bowes Inc. *PBI*

724479100

Elect Directors

For

Mgmt

Ratify Auditors

For

Mgmt

Approve Omnibus Stock Plan

For

Mgmt

Require Majority Vote to Elect Directors in an Uncontested Election

For

Mgmt

02/23/07 - A

POSCO (formerly Pohang Iron & Steel)

693483109

Meeting for ADR Holders

APPROVAL OF BALANCE SHEET, INCOME STATEMENT, AND THE STATEMENT OF APPROPRIATION OF RETAINED EARNINGS FOR THE 39TH FISCAL YEAR

For

Mgmt

PARTIAL AMENDMENTS TO ARTICLES OF INCORPORATION: INTRODUCTION OF NEW BUSINESSES

For

Mgmt

PARTIAL AMENDMENTS TO ARTICLES OF INCORPORATION: AMENDMENT TO RULES FOR ISSUANCE OF NEW SHARES, CB, AND BW

For

Mgmt

PARTIAL AMENDMENTS TO ARTICLES OF INCORPORATION: SUPPLEMENT TO EXISTING CUMULATIVE VOTING RULES

For

Mgmt

ELECTION OF INDEPENDENT NON-EXECUTIVE DIRECTOR: JUN, KWANG-WOO

For

Mgmt

ELECTION OF INDEPENDENT NON-EXECUTIVE DIRECTOR: PARK, WON-SOON

For

Mgmt

ELECTION OF INDEPENDENT NON-EXECUTIVE DIRECTOR AS AUDIT COMMITTEE:JEFFREY D. JONES

For

Mgmt

ELECTION OF EXECUTIVE DIRECTOR: LEE, KU-TAEK

For

Mgmt

ELECTION OF EXECUTIVE DIRECTOR: YOON, SEOK-MAN

For

Mgmt

ELECTION OF EXECUTIVE DIRECTOR: CHUNG, JOON-YANG

For

Mgmt

APPROVAL OF LIMITS OF TOTAL REMUNERATION FOR DIRECTORS

For

Mgmt

05/02/07 - A

Raytheon Co. *RTN*

755111507

Elect Director Barbara M. Barrett

For

Mgmt

Elect Director Vernon E. Clark

For

Mgmt

Elect Director John M. Deutch

For

Mgmt

Elect Director Frederic M. Poses

For

Mgmt

Elect Director Michael C. Ruettgers

For

Mgmt

Elect Director Ronald L. Skates

For

Mgmt

Elect Director William R. Spivey

For

Mgmt

Elect Director Linda G. Stuntz

For

Mgmt

Elect Director William H. Swanson

For

Mgmt

Ratify Auditors

For

Mgmt

Separate Chairman and CEO Positions

Against

ShrHoldr

Restore or Provide for Cumulative Voting

Against

For

ShrHoldr

Submit Supplemental Executive Retirement Plans to Shareholder vote

Against

For

ShrHoldr

04/13/07 - A

Rio Tinto plc

767204100

Meeting for Holders of ADRs

AUTHORITY TO ALLOT RELEVANT SECURITIES UNDER SECTION 80 OF THE COMPANIES ACT 1985

For

Mgmt

AUTHORITY TO ALLOT EQUITY SECURITIES FOR CASH UNDER SECTION 89 OF THE COMPANIES ACT 1985

For

Mgmt

AUTHORITY TO PURCHASE RIO TINTO PLC SHARES BY THE COMPANY OR RIO TINTO LIMITED

For

Mgmt

TO APPROVE AMENDMENTS TO THE ARTICLES OF ASSOCIATION OF THE COMPANY AND THE CONSTITUTION OF RIO TINTO LIMITED

For

Mgmt

ELECTION OF MICHAEL FITZPATRICK

For

Mgmt

RE-ELECTION OF ASHTON CALVERT

For

Mgmt

RE-ELECTION OF GUY ELLIOTT

For

Mgmt

RE-ELECTION OF LORD KERR

For

Mgmt

RE-ELECTION OF SIR RICHARD SYKES

For

Mgmt

Ratify Auditors

For

Mgmt

APPROVAL OF THE REMUNERATION REPORT

For

Mgmt

TO RECEIVE THE FINANCIAL STATEMENTS AND THE REPORTS OF THE DIRECTORS AND AUDITORS FOR THE YEAR ENDED 31 DECEMBER 2006

For

Mgmt

03/29/07 - A

Stora Enso Oyj (Formerly Enso Oy)

86210M106

Meeting for ADR Holders

ADOPTION OF THE FINANCIAL STATEMENT OF THE PARENT COMPANY AND THE CONSOLIDATED FINANCIAL STATEMENT. (PLEASE VOTE FOR OR ABSTAIN ONLY)

For

Mgmt

DISPOSAL OF THE PROFIT OF THE YEAR AND DISTRIBUTION OF DIVIDEND OF EUR 0.45. (PLEASE VOTE FOR OR ABSTAIN ONLY)

For

Mgmt

RESOLUTION CONCERNING DISCHARGE OF THE MEMBERS OF THE BOARD OF DIRECTORS AND THE MANAGING DIRECTOR FROM LIABILITY.

For

Mgmt

NUMBER OF THE MEMBERS OF THE BOARD OF DIRECTORS (9). (PLEASE VOTE FOR OR ABSTAIN ONLY)

For

Mgmt

NUMBER OF AUDITORS (1). (PLEASE VOTE FOR OR ABSTAIN ONLY)

For

Mgmt

REMUNERATION FOR THE MEMBERS OF THE BOARD OF DIRECTORS. (PLEASE VOTE FOR OR ABSTAIN ONLY)

For

Mgmt

REMUNERATION FOR THE AUDITORS. (PLEASE VOTE FOR OR ABSTAIN ONLY)

For

Abstain

Mgmt

ELECTION OF THE MEMBERS OF THE BOARD OF DIRECTORS.* (PLEASE VOTE FOR OR ABSTAIN ONLY)

For

Mgmt

ELECTION OF AUDITORS.* (PLEASE VOTE FOR OR ABSTAIN ONLY)

For

Mgmt

APPOINTMENT OF NOMINATION COMMITTEE.*

For

Against

Mgmt

PROPOSAL BY THE SHAREHOLDERS MATTI LIIMATAINEN, ANNINA KAPPI AND MATTI IKOREN.*

None

Against

ShrHoldr

05/16/07 - A

The Hartford Financial Services Group, Inc. *HIG*

416515104

Elect Directors

For

Mgmt

Ratify Auditors

For

Mgmt

05/11/07 - A

Total SA (Formerly Total Fina Elf S.A )

89151E109

Meeting for Holders of ADRs

APPROVAL OF PARENT COMPANY FINANCIAL STATEMENTS

For

Mgmt

APPROVAL OF CONSOLIDATED FINANCIAL STATEMENTS

For

Mgmt

ALLOCATION OF EARNINGS, DECLARATION OF DIVIDEND

For

Mgmt

AGREEMENTS COVERED BY ARTICLE L. 225-38 OF THE FRENCH COMMERCIAL CODE

For

Mgmt

AUTHORIZATION FOR THE BOARD OF DIRECTORS TO TRADE SHARES OF THE COMPANY

For

Mgmt

RENEWAL OF THE APPOINTMENT OF MR. THIERRY DESMAREST AS A DIRECTOR

For

Against

Mgmt

RENEWAL OF THE APPOINTMENT OF MR. THIERRY DE RUDDER AS A DIRECTOR

For

Against

Mgmt

RENEWAL OF THE APPOINTMENT OF MR. SERGE TCHURUK AS A DIRECTOR

For

Against

Mgmt

APPOINTMENT OF A DIRECTOR REPRESENTING EMPLOYEE SHAREHOLDERS IN APPLICATION OF ARTICLE 11 OF THE ARTICLES OF ASSOCIATION

For

Against

Mgmt

APPOINTMENT OF A DIRECTOR REPRESENTING EMPLOYEE SHAREHOLDERS IN APPLICATION OF ARTICLE 11 OF THE ARTICLES OF ASSOCIATION

Against

Mgmt

APPOINTMENT OF A DIRECTOR REPRESENTING EMPLOYEE SHAREHOLDERS IN APPLICATION OF ARTICLE 11 OF THE ARTICLES OF ASSOCIATION

Against

Mgmt

DETERMINATION OF THE TOTAL AMOUNT OF DIRECTORS COMPENSATION

For

Mgmt

DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO INCREASE CAPITAL BY ISSUING COMMON SHARES OR ANY SECURITIES PROVIDING ACCESS TO CAPITAL WHILE MAINTAINING SHAREHOLDERS PREFERENTIAL SUBSCRIPTION RIGHTS

For

Mgmt

DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO INCREASE CAPITAL BY ISSUING COMMON SHARES OR ANY SECURITIES PROVIDING ACCESS TO CAPITAL WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS

For

Against

Mgmt

DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO INCREASE CAPITAL UNDER THE CONDITIONS PROVIDED FOR IN ARTICLE 443-5 OF THE FRENCH LABOR CODE

For

Mgmt

AUTHORIZATION TO GRANT SUBSCRIPTION OR PURCHASE OPTIONS FOR THE COMPANY S STOCK TO CERTAIN EMPLOYEES OF THE GROUP AS WELL AS TO THE MANAGEMENT OF THE COMPANY OR OF OTHER GROUP COMPANIES

For

Mgmt

AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS TO REDUCE CAPITAL BY CANCELING SHARES

For

Mgmt

AMENDMENT OF ARTICLE 13, PARAGRAPH 2, OF THE COMPANY S ARTICLES OF ASSOCIATION WITH REGARD TO THE METHODS THAT MAY BE USED TO PARTICIPATE IN BOARD OF DIRECTORS MEETINGS

For

Mgmt

AMENDMENT OF ARTICLE 17-2 OF THE COMPANY S ARTICLES OF ASSOCIATION TO TAKE INTO ACCOUNT NEW RULES FROM THE DECREE OF DECEMBER 11, 2006 RELATING TO THE COMPANY S BOOK-BASED SYSTEM FOR RECORDING SHARES FOR SHAREHOLDERS WISHING TO PARTICIPATE IN ANY FORM WH

For

Mgmt

AMENDMENT OF ARTICLE 17-2 OF THE COMPANY S ARTICLES OF ASSOCIATION TO TAKE INTO ACCOUNT RULES RELATING TO ELECTRONIC SIGNATURES IN THE EVENT OF A VOTE CAST VIA TELECOMMUNICATION

For

Mgmt

NEW PROCEDURE TO NOMINATE THE EMPLOYEE-SHAREHOLDER DIRECTOR

Against

For

ShrHoldr

AUTHORIZATION TO GRANT RESTRICTED SHARES OF THE COMPANY TO GROUP EMPLOYEES

Against

For

ShrHoldr

AMENDMENT OF ARTICLE 18, PARAGRAPH 7 OF THE COMPANY S ARTICLES OF ASSOCIATION IN VIEW OF DELETING THE STATUTORY CLAUSE LIMITING VOTING RIGHTS

Against

For

ShrHoldr

07/28/06 - A

United Utilities plc

91311Q105

Meeting for Holders of ADRs

RECEIVING THE REPORT AND ACCOUNTS

For

Mgmt

DECLARING A FINAL DIVIDEND

For

Mgmt

APPROVING THE DIRECTORS REMUNERATION REPORT

For

Mgmt

REAPPOINTING PHILIP GREEN

For

Mgmt

REAPPOINTING PAUL HEIDEN

For

Mgmt

REAPPOINTING SIR PETER MIDDLETON

For

Mgmt

REAPPOINTING GORDON WATERS

For

Mgmt

Ratify Auditors

For

Mgmt

REMUNERATING THE AUDITOR

For

Mgmt

AUTHORISING THE DIRECTORS TO ALLOT SHARES

For

Mgmt

DISAPPLYING STATUTORY PRE-EMPTION RIGHTS

For

Mgmt

AUTHORISING MARKET PURCHASES OF ITS OWN SHARES BY THE COMPANY

For

Mgmt

AMENDING THE RULES OF THE PERFORMANCE SHARE PLAN

For

Mgmt

AMENDING THE RULES OF THE INTERNATIONAL PLAN * SUCH OTHER BUSINESS AS MAY COME BEFORE THE MEETING.

For

Mgmt

05/03/07 - A

Verizon Communications *VZ*

92343V104

Elect Director James R. Barker

For

Mgmt

Elect Director Richard L. Carrion

For

Mgmt

Elect Director M. Frances Keeth

For

Mgmt

Elect Director Robert W. Lane

For

Mgmt

Elect Director Sandra O. Moose

For

Mgmt

Elect Director Joseph Neubauer

For

Mgmt

Elect Director Donald T. Nicolaisen

For

Mgmt

Elect Director Thomas H. O’Brien

For

Mgmt

Elect Director Clarence Otis, Jr.

For

Mgmt

Elect Director Hugh B. Price

For

Mgmt

Elect Director Ivan G. Seidenberg

For

Mgmt

Elect Director Walter V. Shipley

For

Mgmt

Elect Director John W. Snow

For

Mgmt

Elect Director John R. Stafford

For

Mgmt

Elect Director Robert D. Storey

For

Mgmt

Ratify Auditors

For

Mgmt

Limit Executive Compensation

Against

ShrHoldr

Eliminate or Restrict Severance Agreements (Change-in-Control)

Against

For

ShrHoldr

Disclose Information on Compensation Consultant

Against

For

ShrHoldr

Advisory Vote to Ratify Named Executive Officer’s Compensation

Against

For

ShrHoldr

Adopt Policy on Overboarded Director

Against

ShrHoldr

Approve Terms of Existing Poison Pill

Against

ShrHoldr

Report on Charitable Contributions

Against

ShrHoldr

08/31/06 - S

Wachovia Corp. *WB*

929903102

Issue Shares in Connection with an Acquisition

For

Mgmt

Amend Omnibus Stock Plan

For

Mgmt

04/17/07 - A

Wachovia Corp. *WB*

929903102

Elect Directors

For

Mgmt

Declassify the Board of Directors

For

Mgmt

Company Specific—Provide for Majority Voting

For

Mgmt

Ratify Auditors

For

Mgmt

Approve Report of the Compensation Committee

Against

For

ShrHoldr

Require Director Nominee Qualifications

Against

ShrHoldr

Report on Political Contributions

Against

ShrHoldr

Separate Chairman and CEO Positions

Against

ShrHoldr

Mgmt Rec - Company Management Recommended Vote

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 and Income Fund

/s/ Gifford R. Zimmerman – Chief Administrative Officer

Date

August 30, 2007

Nuveen Diversified Dividend & Income Fund (JDD) N-PXAnnual report of proxy voting record