UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    Form N-PX

                     Annual Report of Proxy Voting Record of

                      Chartwell Dividend & Income Fund, Inc.





                  Investment Company Act File Number: 811-08747





                                   Registrant
                      Chartwell Dividend & Income Fund Inc
                               1235 Westlakes Dr.
                                    Suite 400
                              Berwyn, PA 19312-2416









                                Agent for Service
                               Winthrop S. Jessup
                      Chartwell Dividend & Income Fund, Inc.
                               1235 Westlakes Dr.
                                    Suite 400
                              Berwyn, PA 19312-2416
                  Registrant's Telephone Number: (610) 296-1400






                      Date of Fiscal Year End: November 30


             Date of Reporting Period: July 1, 2004 to June 30, 2005








                                                 Chartwell Dividend & Income Fund, Inc.

  Proposal                                          Proposed by          Management Position        Registrant Voted
                                                                                                 



Alcoa Inc.

 Meeting Date: 04/22/05             Annual Meeting


  Ticker: AA             CUSIP: 013817101

  1     Elect Directors                                 Management            For                        Voted - For
  1.1   Elect Director Joseph T. Gorman                 Management            For                        Voted - For
  1.2   Elect Director Klaus Kleinfeld                  Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For

Altria Group, Inc.

 Meeting Date: 04/28/05             Annual Meeting


  Ticker: MO             CUSIP: 02209S103

  1     Elect Directors                                 Management            For                        Split Vote
  1.1   Elect Director Elizabeth E. Bailey              Management            For                        Voted - For
  1.2   Elect Director Harold Brown                     Management            For                        Voted - For
  1.3   Elect Director Mathis Cabiallavetta             Management            For                        Voted - For
  1.4   Elect Director Louis C. Camilleri               Management            For                        Voted - For
  1.5   Elect Director J. Dudley Fishburn               Management            For                        Voted - For
  1.6   Elect Director Robert E. R. Huntley             Management            For                        Voted - For
  1.7   Elect Director Thomas W. Jones                  Management            For                        Voted - Withhold
  1.8   Elect Director George Munoz                     Management            For                        Voted - For
  1.9   Elect Director Lucio A. Noto                    Management            For                        Voted - For
  1.10  Elect Director John S. Reed                     Management            For                        Voted - For
  1.11  Elect Director Carlos Slim Helu                 Management            For                        Voted - For
  1.12  Elect Director Stephen M. Wolf                  Management            For                        Voted - For
  2     Approve Omnibus Stock Plan                      Management            For                        Voted - For
  3     Amend Non-Employee Director Stock
         Option Plan                                    Management            For                        Voted - For
  4     Ratify Auditors                                 Management            For                        Voted - For
  5     Eliminate Animal Testing                        Shareholder           Against                    Voted - Against
  6     Product Warnings for Pregnant Women             Shareholder           Against                    Voted - Against
  7     Cease Use of Light and Ultra Light in Cigarette
         Marketing                                      Shareholder           Against                    Voted - Against
  8     Apply Fire Safety Standards for Cigarettes      Shareholder           Against                    Voted - Against

AmSouth Bancorporation

 Meeting Date: 04/21/05             Annual Meeting


  Ticker: ASO            CUSIP: 032165102

  1     Elect Directors                                 Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For
  3     Report on Political Contributions               Shareholder           Against                    Voted - Against






                                                     Chartwell Dividend & Income Fund, Inc.

  Proposal                                          Proposed by          Management Position        Registrant Voted



B&G Foods, Inc.

 Meeting Date: 05/12/05


  Ticker: BGF            CUSIP: 05508R205

  1     Elect Directors                                 Management            For                        Voted - For

Bank of America Corp.

 Meeting Date: 04/27/05             Annual Meeting


  Ticker: BAC            CUSIP: 060505104

  1     Elect Directors                                 Management            For                        Split Vote
  1.1   Elect Director William Barnet, III              Management            For                        Voted - For
  1.2   Elect Director Charles W. Coker                 Management            For                        Voted - For
  1.3   Elect Director John T. Collins                  Management            For                        Voted - For
  1.4   Elect Director Gary L. Countryman               Management            For                        Voted - Withhold
  1.5   Elect Director Paul Fulton                      Management            For                        Voted - For
  1.6   Elect Director Charles K. Gifford               Management            For                        Voted - For
  1.7   Elect Director W. Steven Jones                  Management            For                        Voted - For
  1.8   Elect Director Kenneth D. Lewis                 Management            For                        Voted - For
  1.9   Elect Director Walter E. Massey                 Management            For                        Voted - For
  1.10  Elect Director Thomas J. May                    Management            For                        Voted - For
  1.11  Elect Director Patricia E. Mitchell             Management            For                        Voted - For
  1.12  Elect Director Edward L. Romero                 Management            For                        Voted - For
  1.13  Elect Director Thomas M. Ryan                   Management            For                        Voted - Withhold
  1.14  Elect Director O. Temple Sloan, Jr.             Management            For                        Voted - For
  1.15  Elect Director Meredith R. Spangler             Management            For                        Voted - For
  1.16  Elect Director Robert L. Tillman                Management            For                        Voted - For
  1.17  Elect Director Jackie M. Ward                   Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For
  3     Report on Political Contributions               Shareholder           Against                    Voted - Against
  4     Director Nominee Amendment                      Shareholder           Against                    Voted - Against

Bellsouth Corp.

 Meeting Date: 04/25/05             Annual Meeting


  Ticker: BLS            CUSIP: 079860102

  1     Elect Directors                                 Management            For                        Split Vote
  1.1   Elect Director F. Duane Ackerman                Management            For                        Voted - For
  1.2   Elect Director Reuben V. Anderson               Management            For                        Voted - For
  1.3   Elect Director James H. Blanchard               Management            For                        Voted - For
  1.4   Elect Director J. Hyatt Brown                   Management            For                        Voted - Withhold
  1.5   Elect Director Armando M. Codina                Management            For                        Voted - For
  1.6   Elect Director Kathleen F. Feldstein            Management            For                        Voted - For
  1.7   Elect Director James P. Kelly                   Management            For                        Voted - For






                                                    Chartwell Dividend & Income Fund, Inc.

  Proposal                                          Proposed by          Management Position        Registrant Voted



Bellsouth Corp. (continued)

  1.8   Elect Director Leo F. Mullin                    Management            For                        Voted - For
  1.9   Elect Director William S. Stavropoulos          Management            For                        Voted - For
  1.10  Elect Director Robin B. Smith                   Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For
  3     Political Contributions                         Shareholder           Against                    Voted - Against

Bimini Mortgage Management, Inc.

 Meeting Date: 03/24/05             Annual Meeting


  Ticker: BMM            CUSIP: 09031E400

  1     Elect Directors                                 Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For

Boston Properties Inc.

 Meeting Date: 05/11/05             Annual Meeting


  Ticker: BXP            CUSIP: 101121101

  1     Elect Directors                                 Management            For                        Split Vote
  1.1   Elect Director Lawrence S. Bacow                Management            For                        Voted - Withhold
  1.2   Elect Director Zoe Baird                        Management            For                        Voted - For
  1.3   Elect Director Alan J. Patricof                 Management            For                        Voted - Withhold
  1.4   Elect Director Martin Turchin                   Management            For                        Voted - Withhold
  2     Declassify the Board of Directors               Shareholder           Against                    Voted - For

BRE Properties, Inc.

 Meeting Date: 05/19/05             Annual Meeting


  Ticker: BRE            CUSIP: 05564E106

  1     Elect Directors                                 Management            For                        Voted - For
  2     Increase Authorized Preferred Stock             Management            For                        Voted - For
  3     Ratify Auditors                                 Management            For                        Voted - For

CarrAmerica Realty Corp.

 Meeting Date: 04/28/05             Annual Meeting


  Ticker: CRE            CUSIP: 144418100

  1     Elect Directors                                 Management            For                        Voted - For
  1.1   Elect Director Andrew F. Brimmer                Management            For                        Voted - For
  1.2   Elect Director Bryce Blair                      Management            For                        Voted - For
  1.3   Elect Director Joan Carter                      Management            For                        Voted - For
  1.4   Elect Director Philip L. Hawkins                Management            For                        Voted - For
  1.5   Elect Director Robert E. Torray                 Management            For                        Voted - For
  1.6   Elect Director Thomas A. Carr                   Management            For                        Voted - For
  1.7   Elect Director Wesley S. Williams, Jr.          Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For






                                                     Chartwell Dividend & Income Fund, Inc.

  Proposal                                          Proposed by          Management Position        Registrant Voted



Citigroup Inc.

 Meeting Date: 04/19/05             Annual Meeting


  Ticker: C              CUSIP: 172967101

  1     Elect Directors                                 Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For
  3     Amend Omnibus Stock Plan                        Management            For                        Voted - For
  4     Limit/Prohibit Awards to Executives             Shareholder           Against                    Voted - Against
  5     Report on Political Contributions               Shareholder           Against                    Voted - Against
  6     Prohibit Chairman From Management Duties,
         Titles or Responsibilities                     Shareholder           Against                    Voted - For
  7     Limit Executive Compensation                    Shareholder           Against                    Voted - Against
  8     Require a Majority Vote for the Election of
         Directors                                      Shareholder           Against                    Voted - For
  9     Review/Limit Executive Compensation             Shareholder           Against                    Voted - Against
  10    Adopt Simple Majority Vote                      Shareholder           Against                    Voted - For

Citizens Communications Co.

 Meeting Date: 05/26/05             Annual Meeting


  Ticker: CZN            CUSIP: 17453B101

  1     Elect Directors                                 Management            For                        Voted - For
  2     Amend Omnibus Stock Plan                        Management            For                        Voted - For
  3     Ratify Auditors                                 Management            For                        Voted - For
  4     Other Business                                  Management            For                        Voted - Against

Duke Realty Corporation

 Meeting Date: 04/27/05             Annual Meeting


  Ticker: DRE            CUSIP: 264411505

  1     Elect Directors                                 Management            For                        Voted - For
  2     Approve Omnibus Stock Plan                      Management            For                        Voted - For
  3     Amend Incentive Stock Option Plan               Management            For                        Voted - For
  4     Ratify Auditors                                 Management            For                        Voted - For

Duquesne Light Holdings Inc

 Meeting Date: 05/26/05             Annual Meeting


  Ticker: DQE            CUSIP: 266233105

  1     Elect Directors                                 Management            For                        Split Vote
  1.1   Elect Director Sigo Falk                        Management            For                        Voted - For
  1.2   Elect Director David M. Kelly                   Management            For                        Voted - Withhold
  1.3   Elect Director John D. Turner                   Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For






                                                    Chartwell Dividend & Income Fund, Inc.

  Proposal                                          Proposed by          Management Position        Registrant Voted



Fidelity National Financial, Inc.

 Meeting Date: 06/22/05             Annual Meeting


  Ticker: FNF            CUSIP: 316326107

  1     Elect Directors                                 Management            For                        Split Vote
  1.1   Elect Director William P. Foley, Ii             Management            For                        Voted - For
  1.2   Elect Director Frank P. Willey                  Management            For                        Voted - For
  1.3   Elect Director Terry N. Christensen             Management            For                        Voted - Withhold
  1.4   Elect Director Thomas M. Hagerty                Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For

Flextronics International Ltd.

 Meeting Date: 09/23/04             Annual Meeting


  Ticker: FLEX           CUSIP: Y2573F102


 Meeting for Holders of ADRs

  1     Elect Directors                                 Management            For                        Voted - For
  2     Re-Appointment of Patrick Foley As A Director
         of the Company.                                Management            For                        Voted - For
  3     Ratify Auditors                                 Management            For                        Voted - For
  4     To Approve an Amendment to the Company's
         1997 Employee Share Purchase Plan.             Management            For                        Voted - For
  5     To Approve Amendments to the Company's 2001
         Equity Incentive Plan.                         Management            For                        Voted - For
  6     To Approve an Amendment to the Company's
         2001 Equity Incentive Plan to Allow for
         Issuances of Stock Bonuses.                    Management            For                        Voted - For
  7     To Approve the Consolidation of Ordinary
         Shares Available Under Our Assumed Plans
         into Our 2001 Equity Incentive Plan.           Management            For                        Voted - For
  8     To Approve the Authorization for the Directors
         of the Company to Allot and Issue
         Ordinary Shares.                               Management            For                        Voted - For
  9     To Approve the Authorization for the Company
         to Provide $37,200 of Annual Cash
         Compensation to Each of Its Non-Employee
         Directors.                                     Management            For                        Voted - For
  10    To Approve the Authorization for the Company
         to Provide an Additional $10,000 of Annual
         Cash Compensation for Each of Its Non-
         Employee Directors for Committee
         Participation.                                 Management            For                        Voted - For
  11    To Approve the Authorization of the Proposed
         Renewal of the Share Repurchase Mandate
         Relating to Acquisitions by the Company of Its
         Own Issued Ordinary Shares.                    Management            For                        Voted - For
  12    To Approve the Authorization of the Proposal
         Approval of A Bonus Issue.                     Management            For                        Voted - For






                                                     Chartwell Dividend & Income Fund, Inc.

  Proposal                                          Proposed by          Management Position        Registrant Voted



Friedman, Billings, Ramsey, Group, Inc.

 Meeting Date: 06/09/05             Annual Meeting


  Ticker: FBR            CUSIP: 358434108

  1     Elect Directors                                 Management            For                        Split Vote
  1.1   Elect Director Eric F. Billings                 Management            For                        Voted - For
  1.2   Elect Director W. Russell Ramsey                Management            For                        Voted - For
  1.3   Elect Director Daniel J. Altobello              Management            For                        Voted - For
  1.4   Elect Director Peter A. Gallagher               Management            For                        Voted - For
  1.5   Elect Director Stephen D. Harlan                Management            For                        Voted - For
  1.6   Elect Director Russell C. Lindner               Management            For                        Voted - For
  1.7   Elect Director Wallace L. Timmeny               Management            For                        Voted - Withhold
  1.8   Elect Director John T. Wall                     Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For

General Electric Co.

 Meeting Date: 04/27/05             Annual Meeting


  Ticker: GE             CUSIP: 369604103

  1     Elect Directors                                 Management            For                        Split Vote
  1.1   Elect Director James I. Cash, Jr.               Management            For                        Voted - For
  1.2   Elect Director William M. Castell               Management            For                        Voted - For
  1.3   Elect Director Dennis D. Dammerman              Management            For                        Voted - For
  1.4   Elect Director Ann M. Fudge                     Management            For                        Voted - For
  1.5   Elect Director Claudio X. Gonzalez              Management            For                        Voted - Withhold
  1.6   Elect Director Jeffrey R. Immelt                Management            For                        Voted - For
  1.7   Elect Director Andrea Jung                      Management            For                        Voted - For
  1.8   Elect Director Alan G. Lafley                   Management            For                        Voted - For
  1.9   Elect Director Ralph S. Larsen                  Management            For                        Voted - For
  1.10  Elect Director Rochelle B. Lazarus              Management            For                        Voted - For
  1.11  Elect Director Sam Nunn                         Management            For                        Voted - For
  1.12  Elect Director Roger S. Penske                  Management            For                        Voted - For
  1.13  Elect Director Robert J. Swieringa              Management            For                        Voted - For
  1.14  Elect Director Douglas A. Warner III            Management            For                        Voted - For
  1.15  Elect Director Robert C. Wright                 Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For
  3     Provide for Cumulative Voting                   Shareholder           Against                    Voted - Against
  4     Report on Nuclear Fuel Storage Risks            Shareholder           Against                    Voted - Against
  5     Report on PCB Clean-up Costs                    Shareholder           Against                    Voted - For
  6     Adopt Policy on Overboarded Directors           Shareholder           Against                    Voted - For
  7     Prepare a Sustainability Report                 Shareholder           Against                    Voted - Against
  8     Political Contributions/Activities              Shareholder           Against                    Voted - Against
  9     Eliminate Animal Testing                        Shareholder           Against                    Voted - Against






                                                     Chartwell Dividend & Income Fund, Inc.

  Proposal                                          Proposed by          Management Position        Registrant Voted



Halliburton Co.

 Meeting Date: 05/18/05             Annual Meeting


  Ticker: HAL            CUSIP: 406216101

  1     Elect Directors                                 Management            For                        Split Vote
  1.1   Elect Director Robert L. Crandall               Management            For                        Voted - For
  1.2   Elect Director Kenneth T. Derr                  Management            For                        Voted - For
  1.3   Elect Director S. Malcolm Gillis                Management            For                        Voted - For
  1.4   Elect Director W.R. Howell                      Management            For                        Voted - For
  1.5   Elect Director Ray L. Hunt                      Management            For                        Voted - For
  1.6   Elect Director David J. Lesar                   Management            For                        Voted - For
  1.7   Elect Director J. Landis Martin                 Management            For                        Voted - Withhold
  1.8   Elect Director Jay A. Precourt                  Management            For                        Voted - For
  1.9   Elect Director Debra L. Reed                    Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For
  3     Submit Severance Agreement (Change-in-
         Control) to Shareholder Vote                   Shareholder           Against                    Voted - For
  4     Require a Majority Vote for the Election of
         Directors                                      Shareholder           Against                    Voted - For

Homebanc Corp.

 Meeting Date: 05/25/05             Annual Meeting


  Ticker: HMB            CUSIP: 43738R109

  1     Elect Directors                                 Management            For                        Voted - For
  2     Approve Restricted Stock Plan                   Management            For                        Voted - For

iStar Financial Inc.

 Meeting Date: 05/25/05             Annual Meeting


  Ticker: SFI            CUSIP: 45031U101

  1     Elect Directors                                 Management            For                        Voted - For
  2     Amend Stock Option Plan                         Management            For                        Voted - Against
  3     Ratify Auditors                                 Management            For                        Voted - For

Kerr-McGee Corp.

 Meeting Date: 06/07/05             Annual Meeting


  Ticker: KMG            CUSIP: 492386107

  1     Elect Directors                                 Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For
  3     Approve Omnibus Stock Plan                      Management            For                        Voted - For
  4     Increase Authorized Common Stock                Management            For                        Voted - For
  5     Establish Office of the Board of Directors      Shareholder           Against                    Voted - Against






                                                     Chartwell Dividend & Income Fund, Inc.

  Proposal                                          Proposed by          Management Position        Registrant Voted



Loews Corp.

 Meeting Date: 05/10/05             Annual Meeting


  Ticker: LTR            CUSIP: 540424207

  1     Elect Directors                                 Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For
  3     Amend Stock Option Plan                         Management            For                        Voted - For
  4     Amend Executive Incentive Bonus Plan            Management            For                        Voted - For
  5     Provide for Cumulative Voting                   Shareholder           Against                    Voted - Against
  6     Report on Political Contributions               Shareholder           Against                    Voted - Against
  7     Support Legislation and Make Public Statements
         on Environmental Tobacco Smoke                 Shareholder           Against                    Voted - Against
  8     Apply Fire Safety Standards for Cigarettes      Shareholder           Against                    Voted - Against

Lyondell Chemical Co.

 Meeting Date: 11/30/04             Special Meeting


  Ticker: LYO            CUSIP: 552078107

  1     Approve Merger Agreement                        Management            For                        Voted - For
  2     Increase Authorized Common Stock                Management            For                        Voted - For
  3     Amend Omnibus Stock Plan                        Management            For                        Voted - For

Mack-Cali Realty Corp.

 Meeting Date: 06/23/05             Annual Meeting


  Ticker: CLI            CUSIP: 554489104

  1     Elect Directors                                 Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For
  3     Require a Majority Vote for the Election of
         Directors                                      Shareholder           Against                    Voted - For

Montpelier Re Holdings Ltd

 Meeting Date: 05/20/05             Annual Meeting


  CUSIP: G62185106


 Meeting for Holders of ADR's

  1     Elect Directors                                 Management            For                        Voted - For
  1.1   Elect Director Raymond Barrette                 Management            For                        Voted - For
  1.2   Elect Director Steven J. Gilbert                Management            For                        Voted - For
  1.3   Elect Director John D. Gillespie                Management            For                        Voted - For
  1.4   Elect Director William L. Spiegel               Management            For                        Voted - For
  1.5   Elect Director Anthony Taylor                   Management            For                        Voted - For






                                                     Chartwell Dividend & Income Fund, Inc.

  Proposal                                          Proposed by          Management Position        Registrant Voted



Montpelier Re Holdings Ltd (continued)

  1.6   Elect Director T.G. Story Busher                Management            For                        Voted - For
  1.7   Elect Director C.R. Fletcher, III               Management            For                        Voted - For
  1.8   Elect Director Kernan V. Oberting               Management            For                        Voted - For
  2     To Appoint Pricewaterhousecoopers of Hamilton,
         Bermuda As the Company's Independent
         Registered Public Accounting Firm for 2005
         and to Authorize the Company's Board, Acting
         by the Company's Audit Committee, to Set
         Their Remuneration.                            Management            For                        Voted - For

New Century Financial Corp.

 Meeting Date: 05/17/05             Annual Meeting


  Ticker: NEW            CUSIP: 6435EV108

  1     Elect Directors                                 Management            For                        Voted - For
  2     Amend Omnibus Stock Plan                        Management            For                        Voted - Against
  3     Ratify Auditors                                 Management            For                        Voted - For

New York Community Bancorp, Inc.

 Meeting Date: 06/01/05             Annual Meeting


  Ticker: NYB            CUSIP: 649445103

  1     Elect Directors                                 Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For

Occidental Petroleum Corp.

 Meeting Date: 05/06/05             Annual Meeting


  Ticker: OXY            CUSIP: 674599105

  1     Elect Directors                                 Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For
  3     Approve Omnibus Stock Plan                      Management            For                        Voted - For
  4     Proposal Regarding Board Sponsored Proposals    Shareholder           Against                    Voted - Against
  5     Submit Severance Agreement (Change-in-
         Control) to Shareholder Vote                   Shareholder           Against                    Voted - For

Packaging Corporation of America

 Meeting Date: 05/04/05             Annual Meeting


  Ticker: PKG            CUSIP: 695156109

  1     Elect Directors                                 Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For
  3     Amend Omnibus Stock Plan                        Management            For                        Voted - For






                                                     Chartwell Dividend & Income Fund, Inc.

  Proposal                                          Proposed by          Management Position        Registrant Voted



Pfizer Inc.

 Meeting Date: 04/28/05             Annual Meeting


  Ticker: PFE            CUSIP: 717081103

  1     Elect Directors                                 Management            For                        Voted - For
  1.1   Elect Director Michael S. Brown                 Management            For                        Voted - For
  1.2   Elect Director M. Anthony Burns                 Management            For                        Voted - For
  1.3   Elect Director Robert N. Burt                   Management            For                        Voted - For
  1.4   Elect Director W. Don Cornwell                  Management            For                        Voted - For
  1.5   Elect Director William H. Gray III              Management            For                        Voted - For
  1.6   Elect Director Constance J. Horner              Management            For                        Voted - For
  1.7   Elect Director William R. Howell                Management            For                        Voted - For
  1.8   Elect Director Stanley O. Ikenberry             Management            For                        Voted - For
  1.9   Elect Director George A. Lorch                  Management            For                        Voted - For
  1.10  Elect Director Henry A. McKinnell               Management            For                        Voted - For
  1.11  Elect Director Dana G. Mead                     Management            For                        Voted - For
  1.12  Elect Director Ruth J. Simmons                  Management            For                        Voted - For
  1.13  Elect Director William C. Steere, Jr.           Management            For                        Voted - For
  1.14  Elect Director Jean-Paul Valles                 Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For
  3     Establish Term Limits for Directors             Shareholder           Against                    Voted - Against
  4     Report on Pharmaceutical Price Restraint        Shareholder           Against                    Voted - Against
  5     Review and Report on Drug Reimportation
         Policy                                         Shareholder           Against                    Voted - Against
  6     Report on Political Contributions               Shareholder           Against                    Voted - For
  7     Report on Product Availability in Canada        Shareholder           Against                    Voted - For
  8     Separate Chairman and CEO Positions             Shareholder           Against                    Voted - For

Reckson Associates Realty Corp.

 Meeting Date: 05/19/05             Annual Meeting


  Ticker: RA             CUSIP: 75621K106

  1     Elect Directors                                 Management            For                        Voted - For
  2     Increase Authorized Common Stock                Management            For                        Voted - For
  3     Approve Omnibus Stock Plan                      Management            For                        Voted - For
  4     Ratify Auditors                                 Management            For                        Voted - For

Regal Entertainment Group

 Meeting Date: 05/11/05             Annual Meeting


  Ticker: RGC            CUSIP: 758766109

  1     Elect Directors                                 Management            For                        Voted - For
  2     Amend Omnibus Stock Plan                        Management            For                        Voted - For
  3     Ratify Auditors                                 Management            For                        Voted - For






                                                     Chartwell Dividend & Income Fund, Inc.

  Proposal                                          Proposed by          Management Position        Registrant Voted



SBC Communications Inc.

 Meeting Date: 04/29/05             Annual Meeting


  Ticker: SBC            CUSIP: 78387G103

  1     Elect Directors                                 Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For
  3     Approve Nonqualified Employee Stock
         Purchase Plan                                  Management            For                        Voted - For
  4     Report on Political Contributions               Shareholder           Against                    Voted - Against
  5     Report on Executive Compensation                Shareholder           Against                    Voted - Against
  6     Performance- Based/Indexed Options              Shareholder           Against                    Voted - Against
  7     Adopt Simple Majority Vote                      Shareholder           Against                    Voted - For

Schlumberger Ltd.

 Meeting Date: 04/13/05             Annual Meeting


  Ticker: SLB            CUSIP: 806857108


 Meeting for Holders of ADR's

  1     Elect Directors                                 Management            For                        Split Vote
  1.1   Elect Director J. Deutch                        Management            For                        Voted - Withhold
  1.2   Elect Director J.S. Gorelick                    Management            For                        Voted - For
  1.3   Elect Director A. Gould                         Management            For                        Voted - For
  1.4   Elect Director T. Isaac                         Management            For                        Voted - For
  1.5   Elect Director A. Lajous                        Management            For                        Voted - For
  1.6   Elect Director A. Levy-Lang                     Management            For                        Voted - For
  1.7   Elect Director M.E. Marks                       Management            For                        Voted - For
  1.8   Elect Director D. Primat                        Management            For                        Voted - For
  1.9   Elect Director T.I. Sandvold                    Management            For                        Voted - For
  1.10  Elect Director N. Seydoux                       Management            For                        Voted - For
  1.11  Elect Director L.G. Stuntz                      Management            For                        Voted - For
  1.12  Elect Director R. Talwar                        Management            For                        Voted - For
  2     Adoption and Approval of Financials and
         Dividends                                      Management            For                        Voted - For
  3     Adoption of Mandatory Amendments to the
         Articles of Incorporation                      Management            For                        Voted - For
  4     Adoption of Voluntary Amendments to the
         Articles of Incorporation                      Management            For                        Voted - For
  5     Approval of Adoption of the Schlumberger
         2005 Option Plan                               Management            For                        Voted - For
  6     Approval of Adoption of an Amendment to the
         Schlumberger Discounted Stock
         Purchase Plan                                  Management            For                        Voted - For
  7     Approval of Independent Registered Public
         Accounting Firm                                Management            For                        Voted - For






                                                     Chartwell Dividend & Income Fund, Inc.

  Proposal                                          Proposed by          Management Position        Registrant Voted



SEI Daily Income Trust

 Meeting Date: 10/27/04             Special Meeting


  CUSIP: 783965403       08/17/04   5,836,165

  1     Elect Directors                                 Management            For                        Voted - For
  1.1   Elect Director Rosemarie B. Greco               Management            For                        Voted - For
  1.2   Elect Director Nina Lesavoy                     Management            For                        Voted - For
  1.3   Elect Director James M. Williams                Management            For                        Voted - For

Solectron Corp.

 Meeting Date: 01/13/05             Annual Meeting


  Ticker: SLR            CUSIP: 834182107

  1     Elect Directors                                 Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For

The Bank of New York Co., Inc.

 Meeting Date: 04/12/05             Annual Meeting


  Ticker: BK             CUSIP: 064057102

  1     Elect Directors                                 Management            For                        Voted - For
  1.1   Elect Director Frank J. Biondi Jr.              Management            For                        Voted - For
  1.2   Elect Director Nicholas M. Donofrio             Management            For                        Voted - For
  1.3   Elect Director Gerald L. Hassell                Management            For                        Voted - For
  1.4   Elect Director Richard J. Kogan                 Management            For                        Voted - For
  1.5   Elect Director Michael J. Kowalski              Management            For                        Voted - For
  1.6   Elect Director John A. Luke Jr.                 Management            For                        Voted - For
  1.7   Elect Director John C. Malone                   Management            For                        Voted - For
  1.8   Elect Director Paul Myners                      Management            For                        Voted - For
  1.9   Elect Director Catherine A.Rein                 Management            For                        Voted - For
  1.10  Elect Director Thomas A. Renyi                  Management            For                        Voted - For
  1.11  Elect Director William C. Richardson            Management            For                        Voted - For
  1.12  Elect Director Brian L. Roberts                 Management            For                        Voted - For
  1.13  Elect Director Samuel C. Scott                  Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For
  3     Provide for Cumulative Voting                   Shareholder           Against                    Voted - For
  4     Limit Executive Compensation                    Shareholder           Against                    Voted - Against

The Dow Chemical Company

 Meeting Date: 05/12/05             Annual Meeting


  Ticker: DOW            CUSIP: 260543103

  1     Elect Directors                                 Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For
  3     Report on Persistent Bioaccumulative and
         Toxic Chemicals                                Shareholder           Against                    Voted - Against






                                                     Chartwell Dividend & Income Fund, Inc.

  Proposal                                          Proposed by          Management Position        Registrant Voted



The Hartford Financial Services Group, Inc.

 Meeting Date: 05/18/05             Annual Meeting


  Ticker: HIG            CUSIP: 416515104

  1     Elect Directors                                 Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For
  3     Approve Omnibus Stock Plan                      Management            For                        Voted - For
  4     Amend Executive Incentive Bonus Plan            Management            For                        Voted - For

U.S. Bancorp

 Meeting Date: 04/19/05             Annual Meeting


  Ticker: USB            CUSIP: 902973304

  1     Elect Directors                                 Management            For                        Split Vote
  1.1   Elect Director Joel W. Johnson                  Management            For                        Voted - Withhold
  1.2   Elect Director David B. O'Maley                 Management            For                        Voted - For
  1.3   Elect Director O'Dell M. Owens MD, MPh          Management            For                        Voted - For
  1.4   Elect Director Craig D. Schnuck                 Management            For                        Voted - Withhold
  1.5   Elect Director Warren R. Staley                 Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For
  3     Reduce Supermajority Vote Requirement           Management            For                        Voted - For
  4     Performance- Based/Indexed Options              Shareholder           Against                    Voted - For
  5     Prohibit Auditor from Providing Non-Audit
         Services                                       Shareholder           Against                    Voted - Against

Washington Mutual, Inc

 Meeting Date: 04/19/05             Annual Meeting


  Ticker: WM             CUSIP: 939322103

  1     Elect Directors                                 Management            For                        Voted - For
  2     Ratify Auditors                                 Management            For                        Voted - For

Weyerhaeuser Co.

 Meeting Date: 04/21/05             Annual Meeting


  Ticker: WY             CUSIP: 962166104

  1     Elect Directors                                 Management            For                        Split Vote
  1.1   Elect Director D. Michael Steuart               Management            For                        Voted - For
  1.2   Elect Director Martha R. Ingram                 Management            For                        Voted - Withhold
  1.3   Elect Director John I. Kieckhefer               Management            For                        Voted - Withhold
  1.4   Elect Director Arnold G. Langbo                 Management            For                        Voted - Withhold
  1.5   Elect Director Charles R. Williamson            Management            For                        Voted - For






                                                     Chartwell Dividend & Income Fund, Inc.

  Proposal                                          Proposed by          Management Position        Registrant Voted



Weyerhaeuser Co. (continued)

  2     Expense Stock Options                           Shareholder           Against                    Voted - For
  3     Declassify the Board of Directors               Shareholder           Against                    Voted - For
  4     Performance- Based/Indexed Options              Shareholder           Against                    Voted - For
  5     Report on Eliminating the Purchase of Timber
         from National Forests                          Shareholder           Against                    Voted - Against
  6     Ratify Auditors                                 Management            For                        Voted - For





                                   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.


                  Chartwell Dividend & Income Fund, Inc.

                  By: /s/ Winthrop S. Jessup
                  President
                  Date: August 17, 2005