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, 2005 to June 30, 2006
Chartwell Dividend & Income Fund, Inc.
Proposal Proposed by Management Position Registrant Voted
Alaska Communications Systems Group, Inc.
Ticker: ALSK CUSIP: 01167P101
Meeting Date: 07/25/05 Meeting Type: Annual
1 Elect Directors Management For Voted - Split
1.1 Elect Director Liane Pelletier Management For Voted - For
1.2 Elect Director W. Dexter Paine III Management For Voted - Withhold
1.3 Elect Director Byron I. Mallo Management For Voted - For
1.4 Elect Director Brian D. Rogers Management For Voted - For
1.5 Elect Director John M. Egan Management For Voted - For
1.6 Elect Director Patrick Pichette Management For Voted - For
1.7 Elect Director Gary R. Donahee Management For Voted - For
1.8 Elect Director John W. Gibson Management For Voted - For
Altria Group, Inc.
Ticker: MO CUSIP: 02209S103
Meeting Date: 04/27/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Separate Chairman and CEO Positions Shareholder Against Voted - Against
4 Adopt ILO Standards Shareholder Against Voted - Against
5 Inform African Americans of Health Risks
Associated with Menthol Cigarettes Shareholder Against Voted - Against
6 Establish Fire Safety Standards for Cigarettes Shareholder Against Voted - Against
7 Adopt Animal Welfare Policy Shareholder Against Voted - Against
8 Support Legislation to Reduce Smoking Shareholder Against Voted - Against
9 Provide Information on Second Hand Smoke Shareholder Against Voted - Against
American Capital Strategies, Ltd.
Ticker: ACAS CUSIP: 024937104
Meeting Date: 05/11/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Approve Stock Option Plan Management For Voted - For
3 Approve Executive Incentive Bonus Plan Management For Voted - For
4 Ratify Auditors Management For Voted - For
AmSouth Bancorporation
Ticker: ASO CUSIP: 032165102
Meeting Date: 04/20/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
Chartwell Dividend & Income Fund, Inc.
Proposal Proposed by Management Position Registrant Voted
AmSouth Bancorporation (continued)
3 Approve Omnibus Stock Plan Management For Voted - Against
4 Report on Political Contributions Shareholder Against Voted - For
5 Amend EEO Statement to Prohibit
Discrimination Based on Sexual Orientation Shareholder Against Voted - For
ARIES MARITIME TRANSPORT LTD
Ticker: RAMS CUSIP: G0474B105
Meeting Date: 05/25/06 Meeting Type: Annual
Meeting for Holders of ADRs
1 Elect Directors Management For Voted - Split
1.1 Elect Director Mons S. Bolin Management For Voted - Withhold
1.2 Elect Director Richard J.H. Coxall Management For Voted - Withhold
1.3 Elect Director Per Olav Karlsen Management For Voted - For
1.4 Elect Director Henry S. Marcus Management For Voted - For
1.5 Elect Director Panagiotis Skiadas Management For Voted - For
2 Ratify Auditors Management For Voted - For
ARLINGTON TANKERS LTD
Ticker: ATB CUSIP: G04899103
Meeting Date: 07/22/05 Meeting Type: Annual
Meeting for Holders of ADRs
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Increase Authorized Share Capital by Creation
of Additional 40,000,000 Common Shares of
Par Value Us$0.01 Each. Management For Voted - For
4 Reduction of Share Premium Account For
Bermuda Corporate Law Purposes by
Transferring Us$309,845,000 to Contributed
Surplus Account. Management For Voted - For
ARLINGTON TANKERS LTD
Ticker: ATB CUSIP: G04899103
Meeting Date: 06/12/06 Meeting Type: Annual
Meeting for Holders of ADRs
1 Elect Directors Management For Voted - For
2 The Approval of Amendments to Our Bye-Laws
to Allow the Number of Directors to Be
Determined by Our Board of Directors and
For the Quorum to Be a Majority of the
Directors. Management For Voted - For
Chartwell Dividend & Income Fund, Inc.
Proposal Proposed by Management Position Registrant Voted
ARLINGTON TANKERS LTD (continued)
3 Appointment of Moore Stephens P.C. As
Independent Registered Public Accounting
Firm For Fiscal Year Ending December 31,
2006 And the Authorization of the Board of
Directors, Acting Through the Audit Committee,
to Determine the Independent
Registered Public... Management For Voted - For
B&G Foods, Inc.
Ticker: BGF.A CUSIP: 05508R205
Meeting Date: 05/09/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
Bank of America Corp.
Ticker: BAC CUSIP: 060505104
Meeting Date: 04/26/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Amend Omnibus Stock Plan Management For Voted - For
4 Publish Political Contributions Shareholder Against Voted - Against
5 Require a Majority Vote for the Election
of Directors Shareholder Against Voted - For
6 Provide for an Independent Chairman Shareholder Against Voted - For
7 Exclude Reference to Sexual Orientation from
the Company's EEO Statement Shareholder Against Voted - Against
BellSouth Corp.
Ticker: BLS CUSIP: 079860102
Meeting Date: 04/24/06 Meeting Type: Annual
1 Elect Directors Management For Voted - Split
1.1 Elect Director F. D. Ackerman Management For Voted - For
1.2 Elect Director R. V. Anderson Management For Voted - For
1.3 Elect Director J. H. Blanchard Management For Voted - For
1.4 Elect Director J. H. Brown Management For Voted - Withhold
1.5 Elect Director A. M. Codina Management For Voted - For
1.6 Elect Director M. L. Feidler Management For Voted - For
1.7 Elect Director K. F. Feldstein Management For Voted - For
1.8 Elect Director J. P. Kelly Management For Voted - For
1.9 Elect Director L. F. Mullin Management For Voted - For
1.10 Elect Director R. B. Smith Management For Voted - For
1.11 Elect Director W. S. Stavropoulos Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Political Contributions/Activities Shareholder Against Voted - Against
Chartwell Dividend & Income Fund, Inc.
Proposal Proposed by Management Position Registrant Voted
Boston Properties Inc.
Ticker: BXP CUSIP: 101121101
Meeting Date: 05/03/06 Meeting Type: Annual
1 Elect Directors For Withhold Mgmt
2 Declassify the Board of Directors Shareholder Against Voted - For
3 Performance-Based Shareholder Against Voted - For
BRE Properties, Inc.
Ticker: BRE CUSIP: 05564E106
Meeting Date: 05/04/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Amend Non-Employee Director Omnibus
Stock Plan Management For Voted - For
3 Ratify Auditors Management For Voted - For
Bristol-Myers Squibb Co.
Ticker: BMY CUSIP: 110122108
Meeting Date: 05/02/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditor Management For Voted - For
3 Increase Disclosure of Executive Compensation Shareholder Against Voted - Against
4 Provide for Cumulative Voting Shareholder Against Voted - For
5 Claw-back of Payments under Restatements Shareholder Against Voted - Against
6 Report on Animal Welfare Shareholder Against Voted - Against
7 Establish Term Limits for Directors Shareholder Against Voted - Against
CapitalSource, Inc
Ticker: CSE CUSIP: 14055X102
Meeting Date: 04/27/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Amend Omnibus Stock Plan Management For Voted - For
4 Amend Stock Ownership Limitations Management For Voted - For
Chartwell Dividend & Income Fund, Inc.
Proposal Proposed by Management Position Registrant Voted
Chevron Corporation
Ticker: CVX CUSIP: 166764100
Meeting Date: 04/26/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Company-Specific-Reimbursement of
Stockholder Proposal Shareholder Against Voted - For
4 Report on Environmental Impact of Drilling in
Sensitive Areas Shareholder Against Voted - Against
5 Report on Political Contributions Shareholder Against Voted - For
6 Adopt an Animal Welfare Policy Shareholder Against Voted - Against
7 Adopt a Human Rights Policy Shareholder Against Voted - For
8 Report on Remediation Expenses in Ecuador Shareholder Against Voted - Against
Citizens Communications Co.
Ticker: CZN CUSIP: 17453B101
Meeting Date: 05/25/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Approve Non-Employee Director Omnibus
Stock Plan Management For Voted - For
3 Submit Severance Agreement (Change in
Control) to shareholder Vote Shareholder Against Voted - For
4 Ratify Auditors Management For Voted - For
Coinmach Service Corp.
Ticker: DRA CUSIP: 19259W107
Meeting Date: 07/27/05 Meeting Type: Annual
1 Elect Directors Management For Voted - Split
1.1 Elect Director Stephen R. Kerrigan Management For Voted - Withhold
1.2 Elect Director James N. Chapman Management For Voted - Withhold
1.3 Elect Director David A. Donnini Management For Voted - Withhold
1.4 Elect Director Woody M. McGee Management For Voted - For
1.5 Elect Director Bruce V. Rauner Management For Voted - Withhold
1.6 Elect Director John R. Scheessele Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Other Business Management For Voted - Against
Chartwell Dividend & Income Fund, Inc.
Proposal Proposed by Management Position Registrant Voted
ConocoPhillips
Ticker: COP CUSIP: 20825C104
Meeting Date: 05/10/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Report Damage Resulting From Drilling Inside
the National Petroleum Reserve Shareholder Against Voted - For
4 Require a Majority Vote for the Election of
Directors Shareholder Against Voted - For
5 Submit Supplemental Executive Retirement
Plans to Shareholder Vote Shareholder Against Voted - For
6 Report Accountability for Company's
Environmental Impacts due to Operation Shareholder Against Voted - Against
7 Non-Employee Director Compensation Shareholder Against Voted - Against
Consolidated Communications Holdings, Inc.
Ticker: CNSL CUSIP: 209034107
Meeting Date: 05/18/06 Meeting Type: Annual
1 Elect Director Richard A. Lumpkin Management For Voted - Withhold
2 Ratify Auditors Management For Voted - For
Deerfield Triarc Capital Corp.
Ticker: DFR CUSIP: 244572301
Meeting Date: 05/23/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
Duke Realty Corporation
Ticker: DRE CUSIP: 264411505
Meeting Date: 04/26/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
FAIRPOINT COMMUNICATIONS INC
Ticker: FRP CUSIP: 305560104
Meeting Date: 04/24/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
Chartwell Dividend & Income Fund, Inc.
Proposal Proposed by Management Position Registrant Voted
Halliburton Co.
Ticker: HAL CUSIP: 406216101
Meeting Date: 05/17/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Increase Authorized Common Stock Management For Voted - For
4 Amend Terms of Severance Payments to
Executives Management For Voted - For
5 Review Human Rights Standards Shareholder Against Voted - For
6 Require a Majority Vote for the Election of
Directors Shareholder Against Voted - For
7 Amend Terms of Existing Poison Pill Shareholder Against Voted - Against
Homebanc Corp.
Ticker: HMB CUSIP: 43738R109
Meeting Date: 05/25/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Amend Omnibus Stock Plan Management For Voted - For
3 Ratify Auditors Management For Voted - For
iStar Financial Inc.
Ticker: SFI CUSIP: 45031U101
Meeting Date: 05/31/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Amend Articles/Bylaws/Eliminate Limitations
in Article III Management For Voted - For
3 Approve Omnibus Stock Plan Management For Voted - For
4 Ratify Auditors Management For Voted - For
Loews Corp.
Ticker: LOW CUSIP: 540424207
Meeting Date: 05/08/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Provide for Cumulative Voting Shareholder Against Voted - Against
4 Prohibit Smoking in Public Facilities Shareholder Against Voted - Against
Chartwell Dividend & Income Fund, Inc.
Proposal Proposed by Management Position Registrant Voted
Mack-Cali Realty Corp.
Ticker: CLI CUSIP: 554489104
Meeting Date: 05/24/06 Meeting Type: Annual
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
National City Corp.
Ticker: NCC CUSIP: 635405103
Meeting Date: 04/25/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
New Century Financial Corp.
Ticker: NEW CUSIP: 6435EV108
Meeting Date: 05/10/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Amend Omnibus Stock Plan Management For Voted - For
3 Increase Authorized Preferred Stock Management For Voted - For
4 Approve Stock Ownership Limitations Management For Voted - For
New York Community Bancorp, Inc.
Ticker: NYB CUSIP: 649445103
Meeting Date: 06/07/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Approve Executive Incentive Bonus Plan Management For Voted - For
4 Approve Omnibus Stock Plan Management For Voted - For
5 Declassify the Board of Directors Shareholder Against Voted - For
Packaging Corporation of America
Ticker: PKG CUSIP: 695156109
Meeting Date: 05/10/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
Chartwell Dividend & Income Fund, Inc.
Proposal Proposed by Management Position Registrant Voted
Peoples Choice Financial Corp
Ticker: PCFQL CUSIP: 71085T105
Meeting Date: 06/14/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
Reckson Associates Realty Corp.
Ticker: RA CUSIP: 75621K106
Meeting Date: 05/25/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
Reddy Ice Holdings, Inc.
Ticker: FRZ CUSIP: 75734R105
Meeting Date: 05/18/06 Meeting Type: Annual
1 Elect Directors Management For Voted - Split
1.1 Elect Director William P. Brick Management For Voted - Withhold
1.2 Elect Director Andrew R. Heyer Management For Voted - Withhold
1.3 Elect Director Theodore J. Hos Management For Voted - For
1.4 Elect Director David E. King Management For Voted - Withhold
1.5 Elect Director Douglas R. Korn Management For Voted - Withhold
1.6 Elect Director Michael S. Mcgrath Management For Voted - For
1.7 Elect Director Tracy L. Noll Management For Voted - For
1.8 Elect Director William P. Phoenix Management For Voted - Withhold
1.9 Elect Director Robert N. Verdecchio Management For Voted - For
1.10 Elect Director Jimmy C. Weaver Management For Voted - Withhold
2 Ratify Auditors Management For Voted - For
Regal Entertainment Group
Ticker: RGC CUSIP: 758766109
Meeting Date: 05/10/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
Chartwell Dividend & Income Fund, Inc.
Proposal Proposed by Management Position Registrant Voted
SEASPAN CORP
Ticker: SSW CUSIP: Y75638109
Meeting Date: 04/17/06 Meeting Type: Annual
Meeting for Holders of ADRs
1 Elect Directors Management For Voted - Split
1.1 Elect Director Kyle Washington Management For Voted - Withhold
1.2 Elect Director David Korbin Management For Voted - For
2 Ratify Auditors Management For Voted - For
Technology Investment Capital Corp.
Ticker: TICC CUSIP: 878717305
Meeting Date: 06/06/06 Meeting Type: Annual
1 Elect Directors Management For Voted - Split
1.1 Elect Director Jonathan H. Cohen Management For Voted - Withhold
1.2 Elect Director G. Peter O'Brien Management For Voted - For
2 Ratify Auditors Management For Voted - For
The Dow Chemical Company
Ticker: DOW CUSIP: 260543103
Meeting Date: 05/11/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Report on Remediation Policies in Bhopal Shareholder Against Voted - Against
4 Report on Genetically Modified Organisms Shareholder Against Voted - Against
5 Evaluate Potential Links Between Company
Products and Asthma Shareholder Against Voted - Against
6 Report on Security of Chemical Facilities Shareholder Against Voted - Against
The Hartford Financial Services Group, Inc.
Ticker: HIG CUSIP: 416515104
Meeting Date: 05/17/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
Chartwell Dividend & Income Fund, Inc.
Proposal Proposed by Management Position Registrant Voted
U.S. Bancorp
Ticker: USB CUSIP: 902973304
Meeting Date: 04/18/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Approve Executive Incentive Bonus Plan Management For Voted - For
4 Declassify the Board of Directors Shareholder Against Voted - For
5 Approve Report of the Compensation
Committee Shareholder Against Voted - For
Valor Communications Group, Inc.
Ticker: VCG CUSIP: 920255106
Meeting Date: 06/27/06 Meeting Type: Annual
1 Approve Merger Agreement Management For Voted - For
2 Increase Authorized Common Stock Management For Voted - For
3 Issue Shares in Connection with an Acquisition Management For Voted - For
4 Approve Omnibus Stock Plan Management For Voted - For
5 Elect Directors Management For Voted - Split
5.1 Elect Director John J. Mueller Management For Voted - For
5.2 Elect Director Anthony J. De Nicola Management For Voted - For
5.3 Elect Director Kenneth R. Cole Management For Voted - For
5.4 Elect Director Sanjay Swani Management For Voted - Withhold
5.5 Elect Director Norman W. Alper Management For Voted - For
5.6 Elect Director Stephen B. Brodeur Management For Voted - Withhold
5.7 Elect Director Michael Donovan Management For Voted - For
5.8 Elect Director Edward Lujan Management For Voted - Withhold
5.9 Elect Director M. Ann Padilla Management For Voted - Withhold
5.10 Elect Director Federico Pena Management For Voted - For
5.11 Elect Director Edward J. Heffernan Management For Voted - Withhold
6 Ratify Auditors Management For Voted - Against
7 Adjourn Meeting Management For Voted - Against
Washington Mutual, Inc
Ticker: WM CUSIP: 939322103
Meeting Date: 04/18/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Amend Omnibus Stock Plan Management For Voted - For
4 Approve Executive Incentive Bonus Plan Management For Voted - For
5 Declassify the Board of Directors Management For Voted - For
6 Report on Political Contributions Shareholder Against Voted - For
Chartwell Dividend & Income Fund, Inc.
Proposal Proposed by Management Position Registrant Voted
Weyerhaeuser Co.
Ticker: WY CUSIP: 962166104
Meeting Date: 04/20/06 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Require a Majority Vote for the Election of
Directors Shareholder Against Voted - For
3 Adopt Simple Majority Vote Requirement Shareholder Against Voted - For
4 Performance-Based and/or Time-Based Equity
Awards Shareholder Against Voted - Against
5 Report on Feasibility of Earning Forest
Stewardship Council Certification Shareholder Against Voted - Against
6 Separate Chairman and CEO Positions Shareholder Against Voted - For
7 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 31, 2006