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, 2007 to June 30, 2008 Chartwell Dividend & Income Fund, Inc. Proposal Proposed by Mgt. Position Registrant Voted ARLINGTON TANKERS LTD Ticker: ATB CUSIP: G04899103 07/19/07 - Annual Meeting for Holders of ADRs 1 Elect Directors Management For Voted - For 2 Appointment of Moore Stephens P.C. As Independent Registered Public Accounting Firm for Fiscal Year Ending December 31, 2007 and the Authorization of the Board Of Directors, Acting Through the Audit Committee, to Determine the Independent Registered Public Accountants Management For Voted - For NORDIC AMERICAN TANKER SHIPPING LTD. Ticker: NAT CUSIP: G65773106 07/31/07 - Annual Meeting for Holders of ADRs 1 Elect Directors Management For Voted - Split 1.1 Elect Director Herbjorn Hansson Management For Voted - Withhold 1.2 Elect Director Torbjorn Gladso Management For Voted - Withhold 1.3 Elect Director Sir David Gibbons Management For Voted - Withhold 1.4 Elect Director Andreas Ove Ugland Management For Voted - Withhold 1.5 Elect Director Andrew W. March Management For Voted - Withhold 1.6 Elect Director Paul J. Hopkins Management For Voted - Withhold 1.7 Elect Director Richard Vietor Management For Voted - For 2 Ratify Auditors Management For Voted - For APOLLO INVESTMENT CORPORATION Ticker: AINV CUSIP: 03761U106 08/07/07 - Annual 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For DEERFIELD CAPITAL CORP Ticker: DFR CUSIP: 244572301 08/09/07 - Annual 1 Issue Shares In Connection with an Acquisition Management For Voted - For 2 Elect Directors Management For Voted - For 3 Ratify Auditors Management For Voted - For 4 Amend Omnibus Stock Plan Management For Voted - For Chartwell Dividend & Income Fund, Inc. Proposal Proposed by Mgt. Position Registrant Voted FAIRPOINT COMMUNICATIONS, INC Ticker: FRP CUSIP: 305560104 08/22/07 - Annual 1 Issue Shares In Connection with an Acquisition Management For Voted - For 2 Elect Directors Management For Voted - For 3 Ratify Auditors Management For Voted - For 4 Adjourn Meeting Management For Voted - For BCE INC. Ticker: BCE CUSIP: 05534B760 09/21/07 - Special Special Meeting Agenda for Holders of Common Shares and Preferred Shares 1 Approve Acquisition of All Shares By the Purchaser Management For Voted - For LINN ENERGY, LLC Ticker: LINE CUSIP: 536020100 11/01/07 - Special 1 Class D Conversion and Issuance Proposal (As Described In Proxy Statement) Management For Voted - For COINMACH SERVICE CORP. CUSIP: 19259W206 11/09/07 - Special 1 Approve Merger Agreement Management For Voted - For FREESEAS INC Ticker: FREE CUSIP: Y26496102 12/27/07 - Annual This Is A Duplicate Meeting for Ballots Received Via the Broadridge North American Ballot Distribution System 1 Elect Directors Management For Voted - For 2 Ratification of the Appointment of Pricewaterhouse- Cooper S.A. As the Company's Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2007. Management For Voted - For Chartwell Dividend & Income Fund, Inc. Proposal Proposed by Mgt. Position Registrant Voted STAR ASIA FIN LTD CUSIP: 855082103 02/04/08 - S 1 In Accordance with Article 40 of the Company's Articles of Association and Section 37(1)(A) of the Companies (Guernsey) Law, 1994 (As Amended), the Authorised Share Capital of the Company Be Increased, All As More Fully Described In the Proxy Statement. Management For Voted - Against 2 Conditional Upon Resolution 1 Having Been Passed By the Required Majority, the Directors Be Granted Absolute Discretion to Determine the Rights Attaching to the Cumulative Convertible Redeemable Preference Shares In Accordance with Article 5 of the Company's Bylaws Management For Voted - Against 3 Conditional Upon Resolution 2 Having Been Passed By the Requisite Majority and the Company Successfully Issuing and Receiving Full Consideration for Such Number of the Cumulative Convertible Redeemable Preference Shares As the Directors Determine to Issue... Management For Voted - Against 4 Conditional Upon Resolution 2 Having Been Passed By the Requisite Majority and the Company Successfully Issuing and Receiving Full Consideration for Such Number of the Cumulative Convertible Redeemable Preference Shares as the Directors In the Absolute ... Management For Voted - Against DEERFIELD CAPITAL CORP Ticker: DFR CUSIP: 244331104 03/11/08 - Special 1 Approve Conversion of Securities Management For Voted - For 2 Amend Omnibus Stock Plan Management For Voted - For U.S. BANCORP Ticker: USB CUSIP: 902973304 04/15/08 - Annual 1 Elect Director Douglas M. Baker, Jr. Management For Voted - For 2 Elect Director Joel W. Johnson Management For Voted - For 3 Elect Director David B. O'maley Management For Voted - For 4 Elect Director O'dell M. Owens Management For Voted - For 5 Elect Director Craig D. Schnuck Management For Voted - For 6 Ratify Auditors Management For Voted - For 7 Advisory Vote to Ratify Named Executive Officers' Compensation Shareholder Against Voted - For 8 Require Independent Board Chairman Shareholder Against Voted - Against Chartwell Dividend & Income Fund, Inc. Proposal Proposed by Mgt. Position Registrant Voted ANNALY CAPITAL MANAGEMENT INC. Ticker: NLY CUSIP: 035710409 04/21/08 - Special 1 Increase Authorized Common Stock Management For Voted - For CARNIVAL CORP. Ticker: CCL CUSIP: 143658300 04/22/08 - Annual This Is A Global Meeting for Ballots Received Via the Broadridge North American Ballot Distribution System 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For 3 To Authorize the Audit Committee of Carnival Plc to Agree to the Remuneration of the Independent Auditors. Management For Voted - For 4 To Receive the Accounts and Reports for Carnival Plc for the Financial Year Ended November 30, 2007. Management For Voted - For 5 To Approve the Directors Remuneration Report of Carnival Plc. Management For Voted - For 6 To Approve the Issuance By Carnival Plc of Equity or Equity- Linked Securities with Preemptive Rights. Management For Voted - For Special Resolutions 7 To Approve the Dis-Application of Pre-Emption Rights for Carnival Plc. Management For Voted - For 8 To Approve A General Authority for Carnival Plc to Buy Back Carnival Plc Ordinary Shares In the Open Market. Management For Voted - For BANK OF AMERICA CORP. Ticker: BAC CUSIP: 060505104 04/23/08 - Annual 1 Elect Director William Barnet, III Management For Voted - For 2 Elect Director Frank P. Bramble, Sr. Management For Voted - For 3 Elect Director John T. Collins Management For Voted - For 4 Elect Director Gary L. Countryman Management For Voted - For 5 Elect Director Tommy R. Franks Management For Voted - For 6 Elect Director Charles K. Gifford Management For Voted - For 7 Elect Director Kenneth D. Lewis Management For Voted - For 8 Elect Director Monica C. Lozano Management For Voted - For 9 Elect Director Walter E. Massey Management For Voted - For 10 Elect Director Thomas J. May Management For Voted - For 11 Elect Director Patricia E. Mitchell Management For Voted - For 12 Elect Director Thomas M. Ryan Management For Voted - For 13 Elect Director O. Temple Sloan, Jr. Management For Voted - For Chartwell Dividend & Income Fund, Inc. Proposal Proposed by Mgt. Position Registrant Voted BANK OF AMERICA CORP. (CONTINUED) 14 Elect Director Meredith R. Spangler Management For Voted - For 15 Elect Director Robert L. Tillman Management For Voted - For 16 Elect Director Jackie M. Ward Management For Voted - For 17 Ratify Auditors Management For Voted - For 18 Limit/Prohibit Executive Stock-Based Awards Shareholder Against Voted - Against 19 Advisory Vote to Ratify Named Executive Officers' Compensation Shareholder Against Voted - For 20 Limit Executive Compensation Shareholder Against Voted - Against 21 Provide for Cumulative Voting Shareholder Against Voted - For 22 Require Independent Board Chairman Shareholder Against Voted - For 23 Amend Articles/Bylaws/Charter -- Call Special Meetings Shareholder Against Voted - For 24 Report on the Equator Principles Shareholder Against Voted - Against 25 Amend Bylaws to Establish A Board Committee on Human Rights Shareholder Against Voted - Against MCG CAPITAL CORP Ticker: MCGC CUSIP: 58047P107 04/23/08 - Annual 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For 3 Approve Sale of Common Shares Below Net Asset Value Management For Voted - For 4 Amend Restricted Stock Plan Management For Voted - For 5 Amend Non-Employee Director Restricted Stock Plan Management For Voted - For BAKER HUGHES INCORPORATED Ticker: BHI CUSIP: 057224107 04/24/08 - Annual 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For 3 Amend Executive Incentive Bonus Plan Management For Voted - For 4 Other Business Management For Voted - Against PFIZER INC. Ticker: PFE CUSIP: 717081103 04/24/08 - Annual 1 Elect Director Dennis A. Ausiello Management For Voted - For 2 Elect Director Michael S. Brown Management For Voted - For 3 Elect Director M. Anthony Burns Management For Voted - For 4 Elect Director Robert N. Burt Management For Voted - For 5 Elect Director W. Don Cornwell Management For Voted - For 6 Elect Director William H. Gray, III Management For Voted - For Chartwell Dividend & Income Fund, Inc. Proposal Proposed by Mgt. Position Registrant Voted PFIZER INC. (CONTINUED) 7 Elect Director Constance J. Horner Management For Voted - For 8 Elect Director William R. Howell Management For Voted - For 9 Elect Director James M. Kilts Management For Voted - For 10 Elect Director Jeffrey B. Kindler Management For Voted - For 11 Elect Director George A. Lorch Management For Voted - For 12 Elect Director Dana G. Mead Management For Voted - For 13 Elect Director Suzanne Nora Johnson Management For Voted - For 14 Elect Director William C. Steere, Jr. Management For Voted - For 15 Ratify Auditors Management For Voted - For 16 Prohibit Executive Stock-Based Awards Shareholder Against Voted - Against 17 Require Independent Board Chairman Shareholder Against Voted - For AT&T INC Ticker: T CUSIP: 00206R102 04/25/08 - Annual 1 Elect Director Randall L. Stephenson Management For Voted - For 2 Elect Director William F. Aldinger III Management For Voted - For 3 Elect Director Gilbert F. Amelio Management For Voted - For 4 Elect Director Reuben V. Anderson Management For Voted - For 5 Elect Director James H. Blanchard Management For Voted - For 6 Elect Director August A. Busch III Management For Voted - For 7 Elect Director James P. Kelly Management For Voted - For 8 Elect Director Jon C. Madonna Management For Voted - For 9 Elect Director Lynn M. Martin Management For Voted - For 10 Elect Director John B. Mccoy Management For Voted - For 11 Elect Director Mary S. Metz Management For Voted - For 12 Elect Director Joyce M. Roche Management For Voted - For 13 Elect Director Laura D' Andrea Tyson Management For Voted - For 14 Elect Director Patricia P. Upton Management For Voted - For 15 Ratify Auditors Management For Voted - For 16 Report on Political Contributions Shareholder Against Voted - For 17 Exclude Pension Credits from Earnings Performance Measure Shareholder Against Voted - For 18 Require Independent Lead Director Shareholder Against Voted - For 19 Establish SERP Policy Shareholder Against Voted - For 20 Advisory Vote to Ratify Named Executive Officers' Compensation Shareholder Against Voted - For Chartwell Dividend & Income Fund, Inc. Proposal Proposed by Mgt. Position Registrant Voted WELLS FARGO AND COMPANY Ticker: WFC CUSIP: 949746101 04/29/08 - Annual 1 Elect Director John S. Chen Management For Voted - For 2 Elect Director Lloyd H. Dean Management For Voted - For 3 Elect Director Susan E. Engel Management For Voted - For 4 Elect Director Enrique Hernandez, Jr. Management For Voted - For 5 Elect Director Robert L. Joss Management For Voted - For 6 Elect Director Richard M. Kovacevich Management For Voted - For 7 Elect Director Richard D. Mccormick Management For Voted - For 8 Elect Director Cynthia H. Milligan Management For Voted - Against 9 Elect Director Nicholas G. Moore Management For Voted - For 10 Elect Director Philip J. Quigley Management For Voted - Against 11 Elect Director Donald B. Rice Management For Voted - Against 12 Elect Director Judith M. Runstad Management For Voted - For 13 Elect Director Stephen W. Sanger Management For Voted - For 14 Elect Director John G. Stumpf Management For Voted - For 15 Elect Director Susan G. Swenson Management For Voted - For 16 Elect Director Michael W. Wright Management For Voted - Against 17 Ratify Auditors Management For Voted - For 18 Amend Executive Incentive Bonus Plan Management For Voted - For 19 Amend Omnibus Stock Plan Management For Voted - For 20 Require Independent Board Chairman Shareholder Against Voted - For 21 Advisory Vote to Ratify Named Executive Officers' Compensation Shareholder Against Voted - For 22 Pay for Superior Performance Shareholder Against Voted - For 23 Report on Human Rights Investment Policies Shareholder Against Voted - Against 24 Adopt EEO Policy Without Reference to Sexual Orientation Shareholder Against Voted - Against 25 Report on Racial and Ethnic Disparities In Loan Pricing Shareholder Against Voted - Against CAPITALSOURCE, INC Ticker: CSE CUSIP: 14055X102 05/01/08 - 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 Omnibus Stock Plan Management For Voted - Against Chartwell Dividend & Income Fund, Inc. Proposal Proposed by Mgt. Position Registrant Voted VERIZON COMMUNICATIONS Ticker: VZ CUSIP: 92343V104 05/01/08 - Annual 1 Elect Director Richard L. Carrion Management For Voted - For 2 Elect Director M. Frances Keeth Management For Voted - For 3 Elect Director Robert W. Lane Management For Voted - For 4 Elect Director Sandra O. Moose Management For Voted - For 5 Elect Director Joseph Neubauer Management For Voted - For 6 Elect Director Donald T. Nicolaisen Management For Voted - For 7 Elect Director Thomas H. O'brien Management For Voted - For 8 Elect Director Clarence Otis, Jr. Management For Voted - For 9 Elect Director Hugh B. Price Management For Voted - For 10 Elect Director IVan G. Seidenberg Management For Voted - For 11 Elect Director John W. Snow Management For Voted - For 12 Elect Director John R. Stafford Management For Voted - For 13 Ratify Auditors Management For Voted - For 14 Prohibit Executive Stock-Based Awards Shareholder Against Voted - Against 15 Amend EEO Policy to Prohibit Discrimination Based on Gender Identity Shareholder Against Voted - Against 16 Require Independent Board Chairman Shareholder Against Voted - Against B&G FOODS, INC. Ticker: BGS CUSIP: 05508R106 05/06/08 - Annual 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For 3 Approve Omnibus Stock Plan Management For Voted - For B&G FOODS, INC. Ticker: BGS CUSIP: 05508R205 05/06/08 - Annual 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For 3 Approve Omnibus Stock Plan Management For Voted - For BRISTOL-MYERS SQUIBB CO. Ticker: BMY CUSIP: 110122108 05/06/08 - Annual 1 Elect Director Lewis B. Campbell Management For Voted - For 2 Elect Director James M. Cornelius Management For Voted - For 3 Elect Director Louis J. Freeh Management For Voted - For 4 Elect Director Laurie H. Glimcher Management For Voted - For Chartwell Dividend & Income Fund, Inc. Proposal Proposed by Mgt. Position Registrant Voted BRISTOL-MYERS SQUIBB CO. (CONTINUED) 5 Elect Director Michael Grobstein Management For Voted - For 6 Elect Director Leif Johansson Management For Voted - For 7 Elect Director Alan J. Lacey Management For Voted - For 8 Elect Director Vicki L. Sato Management For Voted - For 9 Elect Director Togo D. West, Jr. Management For Voted - For 10 Elect Director R. Sanders Williams Management For Voted - For 11 Ratify Auditors Management For Voted - For 12 Increase Disclosure of Executive Compensation Shareholder Against Voted - Against CONSOLIDATED COMMUNICATIONS HOLDINGS, INC. Ticker: CNSL CUSIP: 209034107 05/06/08 - Annual 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For REYNOLDS AMERICAN INC Ticker: RAI CUSIP: 761713106 05/06/08 - Annual 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For 3 Adopt Human Rights Protocol for the Company and Its Suppliers Shareholder Against Voted - For 4 Adopt Principles for Health Care Reform Shareholder Against Voted - Against 5 Implement the "Two Cigarette" Marketing Approach Shareholder Against Voted - Against REGAL ENTERTAINMENT GROUP Ticker: RGC CUSIP: 758766109 05/07/08 - Annual 1 Elect Directors Management For Voted - Split 1.1 Elect Director Stephen A. Kaplan Management For Voted - Withhold 1.2 Elect Director Jack Tyrrell Management For Voted - For 1.3 Elect Director Nestor R. Weigand, Jr. Management For Voted - For 2 Approve Executive Incentive Bonus Plan Management For Voted - For 3 Ratify Auditors Management For Voted - For WINDSTREAM CORP. Ticker: WIN CUSIP: 97381W104 05/08/08 - Annual 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For 3 Advisory Vote to Ratify Named Executive Officers' Compensation Shareholder Against Voted - For Chartwell Dividend & Income Fund, Inc. Proposal Proposed by Mgt. Position Registrant Voted ENTERCOM COMMUNICATIONS CORP. Ticker: ETM CUSIP: 293639100 05/13/08 - Annual 1 Elect Directors Management For Voted - For 2 Amend Omnibus Stock Plan Management For Voted - Against 3 Approve Executive Incentive Bonus Plan Management For Voted - For 4 Ratify Auditors Management For Voted - For PACKAGING CORPORATION OF AMERICA Ticker: PKG CUSIP: 695156109 05/13/08 - Annual 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For GENERAL MARITIME CORP Ticker: GMR CUSIP: Y2692M103 05/14/08 - Annual This Is A Duplicate Meeting for Ballots Received Via the Broadridge North American Ballot Distribution System 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For AIRCASTLE LTD Ticker: AYR CUSIP: G0129K104 05/15/08 - Annual This Is A Duplicate Meeting for Ballots Received Via the Broadridge North American Ballot Distribution System. 1 Elect Directors Management For Voted - For 2 Appoint Ernst & Young Llp As the Company's Independent Registered Public Accounting Firm to Audit the Company's Financial Statements for Fiscal Year 2008 and Authorize the Directors of Aircastle Limited, Acting By the Audit Committee. Management For Voted - For CITIZENS COMMUNICATIONS CO. Ticker: CZN CUSIP: 17453B101 05/15/08 - Annual 1 Elect Directors Management For Voted - For 2 Change Company Name Management For Voted - For 3 Replace Enumerated Purposes Clause Management For Voted - For 4 Advisory Vote to Ratify Named Executive Officers' Compensation Shareholder Against Voted - For 5 Ratify Auditors Management For Voted - For Chartwell Dividend & Income Fund, Inc. Proposal Proposed by Mgt. Position Registrant Voted LIBERTY PROPERTY TRUST Ticker: LRY CUSIP: 531172104 05/15/08 - Annual 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For THE DOW CHEMICAL COMPANY Ticker: DOW CUSIP: 260543103 05/15/08 - Annual 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For 3 Report on Potential Links Between Company Products and Asthma Shareholder Against Voted - Against 4 Report on Environmental Remediation In Midland Area Shareholder Against Voted - For 5 Report on Genetically Engineered Seed Shareholder Against Voted - Against 6 Pay for Superior Performance Shareholder Against Voted - For AMERICAN CAPITAL STRATEGIES, LTD. Ticker: ACAS CUSIP: 024937104 05/19/08 - Annual 1 Elect Directors Management For Voted - For 2 Adopt Majority Voting for Uncontested Election of Directors Management For Voted - For 3 Approve Stock Option Plan Management For Voted - For 4 Amend Incentive Bonus Plan Management For Voted - Against 5 Approve Issuance of Convertible Debt Securities or Preferred Stock Management For Voted - For 6 Change Company Name Management For Voted - For 7 Ratify Auditors Management For Voted - For 8 Other Business Management For Voted - Against ANNALY CAPITAL MANAGEMENT INC. Ticker: NLY CUSIP: 035710409 05/20/08 - Annual 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For Chartwell Dividend & Income Fund, Inc. Proposal Proposed by Mgt. Position Registrant Voted JPMORGAN CHASE & CO. Ticker: JPM CUSIP: 46625H100 05/20/08 - Annual 1 Elect Director Crandall C. Bowles Management For Voted - For 2 Elect Director Stephen B. Burke Management For Voted - For 3 Elect Director David M. Cote Management For Voted - For 4 Elect Director James S. Crown Management For Voted - For 5 Elect Director James Dimon Management For Voted - For 6 Elect Director Ellen V. Futter Management For Voted - For 7 Elect Director William H. Gray, III Management For Voted - For 8 Elect Director Laban P. Jackson, Jr. Management For Voted - For 9 Elect Director Robert I. Lipp Management For Voted - For 10 Elect Director David C. Novak Management For Voted - For 11 Elect Director Lee R. Raymond Management For Voted - For 12 Elect Director William C. Weldon Management For Voted - For 13 Ratify Auditors Management For Voted - For 14 Amend Omnibus Stock Plan Management For Voted - Against 15 Amend Executive Incentive Bonus Plan Management For Voted - For 16 Report on Government Service of Employees Shareholder Against Voted - Against 17 Report on Political Contributions Shareholder Against Voted - For 18 Require Independent Board Chairman Shareholder Against Voted - Against 19 Advisory Vote to Ratify Named Executive Officers' Compensation Shareholder Against Voted - For 20 Require More Director Nominations Than Open Seats Shareholder Against Voted - Against 21 Report on Human Rights Investment Policies Shareholder Against Voted - Against 22 Report on Lobbying Activities Shareholder Against Voted - Against MFA MORTGAGE INVESTMENTS INC Ticker: MFA CUSIP: 55272X102 05/21/08 - Annual 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For GATEHOUSE MEDIA INC Ticker: GHS CUSIP: 367348109 05/22/08 - Annual 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For Chartwell Dividend & Income Fund, Inc. Proposal Proposed by Mgt. Position Registrant Voted OCH-ZIFF CAPITAL MANAGEMENT GROUP LLC Ticker: OZM CUSIP: 67551U105 05/27/08 - Annual 1 Elect Directors Management For Voted - Split 1.1 Elect Director Allan S. Bufferd Management For Voted - For 1.2 Elect Director Joel Frank Management For Voted - Withhold 2 Ratify Auditors Management For Voted - For EXXON MOBIL CORP. Ticker: XOM CUSIP: 30231G102 05/28/08 - Annual 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For 3 Amend Bylaws to Prohibit Precatory Proposals Shareholder Against Voted - Against 4 Require Director Nominee Qualifications Shareholder Against Voted - Against 5 Require Independent Board Chairman Shareholder Against Voted - For 6 Approve Distribution Policy Shareholder Against Voted - Against 7 Advisory Vote to Ratify Named Executive Officers' Compensation Shareholder Against Voted - For 8 Compare CEO Compensation to Company's Lowest Paid U.S. Workers Shareholder Against Voted - Against 9 Claw-Back of Payments Under Restatements Shareholder Against Voted - Against 10 Review Anti-Discrimination Policy on Corporate Sponsorships and Executive Perks Shareholder Against Voted - Against 11 Report on Political Contributions Shareholder Against Voted - For 12 Amend EEO Policy to Prohibit Discrimination Based on Sexual Orientation and Gender Identity Shareholder Against Voted - For 13 Report on Community Environmental Impacts of Operations Shareholder Against Voted - Against 14 Report on Potential Environmental Damage from Drilling In the Arctic National Wildlife Refuge Shareholder Against Voted - Against 15 Adopt Greenhouse Gas Emissions Goals for Products and Operations Shareholder Against Voted - For 16 Report on Carbon Dioxide Emissions Information at Gas Stations Shareholder Against Voted - Against 17 Report on Climate Change Impacts on Emerging Countries Shareholder Against Voted - Against 18 Report on Energy Technologies Development Shareholder Against Voted - Against 19 Adopt Policy to Increase Renewable Energy Shareholder Against Voted - For ISTAR FINANCIAL INC. Ticker: SFI CUSIP: 45031U101 05/28/08 - Annual 1 Elect Directors Management For Voted - For 2 Amend Deferred Compensation Plan Management For Voted - For 3 Ratify Auditors Management For Voted - For Chartwell Dividend & Income Fund, Inc. Proposal Proposed by Mgt. Position Registrant Voted SOUTHERN COMPANY Ticker: SO CUSIP: 842587107 05/28/08 - Annual 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For 3 Adopt Majority Voting and Eliminate Cumulative Voting for Uncontested Election of Directors Management For Voted - For 4 Eliminate Cumulative Voting Management For Voted - For 5 Adopt Quantitative GHG Goals from Operations Shareholder Against Voted - Against LINN ENERGY, LLC Ticker: LINE CUSIP: 536020100 05/29/08 - Annual 1.1 Elect Director Michael C. Linn Management For Voted - For 1.2 Elect Director George A. Alcorn Management For Voted - For 1.3 Elect Director Terrence S. Jacobs Management For Voted - For 1.4 Elect Director Jeffrey C. Swoveland Management For Voted - For 1.5 Elect Director Joseph P. Mccoy Management For Voted - For 2 Ratify Auditors Management For Voted - For 3 Amend Omnibus Stock Plan Management For Voted - For BROOKDALE SENIOR LIVING INC. Ticker: BKD CUSIP: 112463104 06/05/08 - Annual 1 Elect Directors Management For Voted - Split 1.1 Elect Director Wesley R. Edens Management For Voted - Withhold 1.2 Elect Director Frank M. Bumstead Management For Voted - For 2 Ratify Auditors Management For Voted - For 3 Approve Qualified Employee Stock Purchase Plan Management For Voted - Against FAIRPOINT COMMUNICATIONS, INC Ticker: FRP CUSIP: 305560104 06/18/08 - Annual 1 Elect Directors Management For Voted - For 2 Ratify Auditors Management For Voted - For 3 Approve Omnibus Stock Plan Management For Voted - For 4 Approve Executive Incentive Bonus Plan Management For Voted - For Chartwell Dividend & Income Fund, Inc. Proposal Proposed by Mgt. Position Registrant Voted STAR ASIA FIN LTD CUSIP: 855082103 06/25/08 - Annual 1 Approve Annual Financial Statements for the Period from 21st February 2007 (Inception) to 31st December 2007 Management For Voted - For 2 Elect Directors Management For Voted - Withhold 3 Re-Appoint Ernst & Young Llp As Independent Auditors for 2008 and Fix Their Compensation 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, 2008