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, 2009 to June 30, 2010






                             Chartwell Dividend & Income Fund, Inc.
 Proposal                                                   Proposed by Mgt. Position Registrant Voted
                                                                                 
STAR ASIA FIN LTD
 CUSIP: 855082400
 Meeting Date: 11 Aug 09         Meeting Type: Annual
 Meeting for ADR Holders
 1   Approval of the Annual Financial Statements for the
      Period From1st January, 2008 to 31st December 2008     Management    For          Voted - For
 2.1 Director Norio Saida
 2.2 Director Peter Di Ciero                                 Management    For          Voted - Withheld
 2.3 Director Talmai Morgan                                  Management    For          Voted - Withheld
 2.4 Director Daniel Cohen                                   Management    For          Voted - Withheld
 2.5 Director David Jarvis                                   Management    For          Voted - Withheld
 2.6 Director Malcolm Maclean IV                             Management    For          Voted - Withheld
 3   Reappoint Ernst & Young Llp as Independent Auditors
      For 2009 and To Authorize The Board Of Directors To
      Determine The independent Auditors Remuneration        Management    For          Voted - For
MICROCHIP TECHNOLOGY INCORPORATED
 CUSIP: 595017104      Ticker: MCHP
 Meeting Date: 14Aug09           Meeting Type: Annual
 1.1 Elect Director Steve Sanghi                             Management    For          Voted - For
 1.2 Elect Director Albert J. Hugomartinez                   Management    For          Voted - Withheld
 1.3 Elect Director L.B. Day                                 Management    For          Voted - Withheld
 1.4 Elect Director Matthew W. Chapman                       Management    For          Voted - For
 1.5 Elect Director Wade F. Meyercord                        Management    For          Voted - Withheld
 2   Amend Omnibus Stock Plan                                Management    For          Voted - For
 3   Ratify Auditors                                         Management    For          Voted - For
SEASPAN CORPORATION
 CUSIP: Y75638117      Ticker: SSW
 Meeting Date: 19Sep09           Meeting Type: Annual
 1.1 Elect Kyle R. Washington as Director                    Management    For          Voted - Withheld
 1.2 Elect Antony S. Crawford as Director                    Management    For          Voted - For
 2   Ratify KPMG LLP, Chartered Accountants as Auditors
      of the Company                                         Management    For          Voted - For
SEI DAILY INCOME TRUST
 CUSIP: 783965734
 Meeting Date: 25Sep09           Meeting Type: Special
 1   Amend Investment Advisory Agreement                     Management    For          Voted - For
FRONTIER COMMUNICATIONS
 CUSIP: 35906A108      Ticker: FTR
 Meeting Date: 27Oct09           Meeting Type: Special
 1   Approve Merger Agreement                                Management    For          Voted - For
                                                          2






                               Chartwell Dividend & Income Fund, Inc.
 Proposal                                                 Proposed by  Mgt. Position Registrant Voted
 2    Increase Authorized Common Stock                     Management     For          Voted - For
 3    Issue Shares in Connection with Acquisition          Management     For          Voted - For
EMERSON ELECTRIC CO.
 CUSIP: 291011104      Ticker: EMR
 Meeting Date: 02Feb10             Meeting Type: Annual
 1.1  Elect Director C. A. H. Boersig                      Management     For          Voted - For
 1.2  Elect Director C. Fernandez G.                       Management     For          Voted - For
 1.3  Elect Director W. J. Galvin                          Management     For          Voted - For
 1.4  Elect Director R. L. Stephenson                      Management     For          Voted - For
 1.5  Elect Director V. R. Loucks, Jr.                     Management     For          Voted - For
 1.6  Elect Director R. L. Ridgway                         Management     For          Voted - For
 2    Amend Executive Incentive Bonus Plan                 Management     For          Voted - For
 3    Ratify Auditors                                      Management     For          Voted - For
HEWLETTPACKARD COMPANY
 CUSIP: 428236103      Ticker: HPQ
 Meeting Date: 17Mar10             Meeting Type: Annual
 1.1  Elect Director Marc L. Andreessen                    Management     For          Voted - For
 1.2  Elect Director Lawrence T. Babbio, Jr.               Management     For          Voted - For
 1.3  Elect Director Sari M. Baldauf                       Management     For          Voted - For
 1.4  Elect Director Rajiv L. Gupta                        Management     For          Voted - For
 1.5  Elect Director John H. Hammergren                    Management     For          Voted - For
 1.6  Elect Director Mark V. Hurd                          Management     For          Voted - For
 1.7  Elect Director Joel Z. Hyatt                         Management     For          Voted - For
 1.8  Elect Director John R. Joyce                         Management     For          Voted - For
 1.9  Elect Director Robert L. Ryan                        Management     For          Voted - For
 1.10 Elect Director Lucille S. Salhany                    Management     For          Voted - For
 1.11 Elect Director G. Kennedy Thompson                   Management     For          Voted - For
 2    Ratify Auditors                                      Management     For          Voted - For
 3    Amend Omnibus Stock Plan                             Management     For          Voted - For
 4    Company Request on Advisory Vote on Executive
       Compensation                                        Management     For          Voted - For
PPG INDUSTRIES, INC.
 CUSIP: 693506107      Ticker: PPG
 Meeting Date: 15Apr10             Meeting Type: Annual
 1.1  Elect Director James G. Berges                       Management     For          Voted - For
 1.2  Elect Director Victoria F. Haynes                    Management     For          Voted - For
 1.3  Elect Director Martin H. Richenhagen                 Management     For          Voted - For
 2    Ratify Auditors                                      Management     For          Voted - For
 3    Report on Community Environmental Impact
       Disclosure Process                                  Shareholder    Against      Voted - Against
                                                        3






                               Chartwell Dividend & Income Fund, Inc.
 Proposal                                                 Proposed by  Mgt. Position Registrant Voted
THE COCACOLA COMPANY
 CUSIP: 191216100      Ticker: KO
 Meeting Date: 21Apr10             Meeting Type: Annual
 1  Elect Director Herbert A. Allen                        Management     For          Voted - For
 2  Elect Director Ronald W. Allen                         Management     For          Voted - For
 3  Elect Director Cathleen P. Black                       Management     For          Voted - For
 4  Elect Director Barry Diller                            Management     For          Voted - Against
 5  Elect Director Alexis M. Herman                        Management     For          Voted - For
 6  Elect Director Muhtar Kent                             Management     For          Voted - For
 7  Elect Director Donald R. Keough                        Management     For          Voted - For
 8  Elect Director Maria Elena Lagomasino                  Management     For          Voted - For
 9  Elect Director Donald F. McHenry                       Management     For          Voted - For
 10 Elect Director Sam Nunn                                Management     For          Voted - For
 11 Elect Director James D. Robinson III                   Management     For          Voted - For
 12 Elect Director Peter V. Ueberroth                      Management     For          Voted - For
 13 Elect Director Jacob Wallenberg                        Management     For          Voted - For
 14 Elect Director James B. Williams                       Management     For          Voted - For
 15 Ratify Auditors                                        Management     For          Voted - For
 16 Advisory Vote to Ratify Named Executive Officers'
     Compensation                                          Shareholder    Against      Voted - For
 17 Require Independent Board Chairman                     Shareholder    Against      Voted - For
 18 Performance Based Equity Awards                        Shareholder    Against      Voted - Against
 19 Publish Report on Chemical Bisphenol A (BPA)           Shareholder    Against      Voted - For
PFIZER INC.
 CUSIP: 717081103      Ticker: PFE
 Meeting Date: 22Apr10             Meeting Type: 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 Frances D. Fergusson                    Management     For          Voted - For
 7  Elect Director William H. Gray III                     Management     For          Voted - For
 8  Elect Director Constance J. Horner                     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 John P. Mascotte                        Management     For          Voted - For
 13 Elect Director Suzanne Nora Johnson                    Management     For          Voted - For
 14 Elect Director Stephen W. Sanger                       Management     For          Voted - For
 15 Elect Director William C. Steere, Jr.                  Management     For          Voted - For
 16 Ratify Auditors                                        Management     For          Voted - For
 17 Advisory Vote to Ratify Named Executive Officers'
     Compensation                                          Management     For          Voted - For
 18 Provide Right to Call Special Meeting                  Management     For          Voted - For
 19 Prohibit Executive Stock Based Awards                  Shareholder    Against      Voted - Against
                                                        4






                               Chartwell Dividend & Income Fund, Inc.
 Proposal                                                  Proposed by  Mgt. Position Registrant Voted
ABBOTT LABORATORIES
 CUSIP: 002824100      Ticker: ABT
 Meeting Date: 23Apr10             Meeting Type: Annual
 1.1 Elect Director R.J. Alpern                             Management     For          Voted - For
 1.2 Elect Director R.S. Austin                             Management     For          Voted - For
 1.3 Elect Director W.M. Daley                              Management     For          Voted - Withheld
 1.4 Elect Director W.J. Farrell                            Management     For          Voted - Withheld
 1.5 Elect Director H.L. Fuller                             Management     For          Voted - Withheld
 1.6 Elect Director W.A. Osborn                             Management     For          Voted - Withheld
 1.7 Elect Director D.A.L. Owen                             Management     For          Voted - For
 1.8 Elect Director R.S. Roberts                            Management     For          Voted - For
 1.9 Elect Director S.C. Scott, III                         Management     For          Voted - For
 1.10 Elect Director W.D. Smithburg                         Management     For          Voted - Withheld
 1.11 Elect Director G.F. Tilton                            Management     For          Voted - For
 1.12 Elect Director M.D. White                             Management     For          Voted - For
 2   Ratify Auditors                                        Management     For          Voted - For
 3   Advisory Vote to Ratify Named Executive Officers'
      Compensation                                          Shareholder    Against      Voted - For
 4   Amend Articles/Bylaws/Charter,Call Special Meetings    Shareholder    Against      Voted - For
SEASPAN CORPORATION
 CUSIP: Y75638109      Ticker: SSW
 Meeting Date: 25Apr10             Meeting Type: Annual
 1.1 Elect Gerry Wang as Director                           Management     For          Voted - Withheld
 1.2 Elect Peter Lorange as Director                        Management     For          Voted - Withheld
 1.3 Elect Graham Porter as Director                        Management     For          Voted - Withheld
 2   Ratify KPMG LLP, Chartered Accountants as Auditor      Management     For          Voted - For
HONEYWELL INTERNATIONAL INC.
 CUSIP: 438516106      Ticker: HON
 Meeting Date: 26Apr10             Meeting Type: Annual
 1   Elect Director Gordon M. Bethune                       Management     For          Voted - For
 2   Elect Director Kevin Burke                             Management     For          Voted - For
 3   Elect Director Jaime Chico Pardo                       Management     For          Voted - For
 4   Elect Director David M. Cote                           Management     For          Voted - For
 5   Elect Director D. Scott Davis                          Management     For          Voted - For
 6   Elect Director Linnet F. Deily                         Management     For          Voted - For
 7   Elect Director Clive R. Hollick                        Management     For          Voted - For
 8   Elect Director George Paz                              Management     For          Voted - For
 9   Elect Director Bradley T. Sheares                      Management     For          Voted - For
 10  Elect Director Michael W. Wright                       Management     For          Voted - For
 11  Ratify Auditors                                        Management     For          Voted - For
 12  Provide Right to Call Special Meeting                  Management     For          Voted - For
 13  Advisory Vote to Ratify Named Executive Officers'
      Compensation                                          Management     For          Voted - For
 14  Provide Right to Act by Written Consent                Shareholder    Against      Voted - For
 15  Require Independent Board Chairman                     Shareholder    Against      Voted - For
                                                         5






                               Chartwell Dividend & Income Fund, Inc.
 Proposal                                                 Proposed by  Mgt. Position Registrant Voted
 16  Review and Amend Code of Conduct to Include
      Human Rights                                         Shareholder    Against      Voted - Against
EXELON CORPORATION
 CUSIP: 30161N101      Ticker: EXC
 Meeting Date: 27Apr10             Meeting Type: Annual
 1   Elect Director John A. Canning, Jr.                   Management     For          Voted - For
 2   Elect Director M. Walter D'Alessio                    Management     For          Voted - For
 3   Elect Director Nicholas DeBenedictis                  Management     For          Voted - For
 4   Elect Director Bruce DeMars                           Management     For          Voted - For
 5   Elect Director Nelson A. Diaz                         Management     For          Voted - For
 6   Elect Director Sue L. Gin                             Management     For          Voted - For
 7   Elect Director Rosemarie B. Greco                     Management     For          Voted - For
 8   Elect Director Paul L. Joskow                         Management     For          Voted - For
 9   Elect Director Richard W. Mies                        Management     For          Voted - For
 10  Elect Director John M. Palms                          Management     For          Voted - For
 11  Elect Director William C. Richardson                  Management     For          Voted - For
 12  Elect Director Thomas J. Ridge                        Management     For          Voted - For
 13  Elect Director John W. Rogers, Jr.                    Management     For          Voted - For
 14  Elect Director John W. Rowe                           Management     For          Voted - For
 15  Elect Director Stephen D. Steinour                    Management     For          Voted - For
 16  Elect Director Don Thompson                           Management     For          Voted - For
 17  Approve Omnibus Stock Plan                            Management     For          Voted - For
 18  Ratify Auditors                                       Management     For          Voted - For
METLIFE, INC.
 CUSIP: 59156R108      Ticker: MET
 Meeting Date: 27Apr10             Meeting Type: Annual
 1.1 Elect Director R. Glenn Hubbard, Ph.D                 Management     For          Voted - For
 1.2 Elect Director Alfred F. Kelly, Jr.                   Management     For          Voted - For
 1.3 Elect Director James M. Kilts                         Management     For          Voted - For
 1.4 Elect Director David Satcher, M.D., Ph.D.             Management     For          Voted - For
 2   Ratify Auditors                                       Management     For          Voted - For
 3   Provide for Cumulative Voting                         Shareholder    Against      Voted - For
NATIONAL PENN BANCSHARES
 CUSIP: 637138108      Ticker: NPBC
 Meeting Date: 27Apr10             Meeting Type: Annual
 1.1 Elect Director Donna D. Holton                        Management     For          Voted - For
 1.2 Elect Director Christian F. Martin, IV                Management     For          Voted - For
 1.3 Elect Director R. Chadwick Paul, Jr.                  Management     For          Voted - For
 1.4 Elect Director C. Robert Roth                         Management     For          Voted - For
 1.5 Elect Director Wayne R. Weidner                       Management     For          Voted - For
 2   Ratify Auditors                                       Management     For          Voted - For
 3   Advisory Vote to Ratify Named Executive Officers'
      Compensation                                         Management     For          Voted - Against
                                                        6






                               Chartwell Dividend & Income Fund, Inc.
 Proposal                                                        Proposed by  Mgt. Position Registrant Voted
NYSE EURONEXT
 CUSIP: 629491101      Ticker: NYX
 Meeting Date: 29Apr10             Meeting Type: Annual
 1.1  Elect Director Andre Bergen                                 Management     For          Voted - For
 1.2  Elect Director Ellyn L. Brown                               Management     For          Voted - For
 1.3  Elect Director Marshall N. Carter                           Management     For          Voted - For
 1.4  Elect Director Patricia M. Cloherty                         Management     For          Voted - For
 1.5  Elect Director Sir George Cox                               Management     For          Voted - For
 1.6  Elect Director Sylvain Hefes                                Management     For          Voted - For
 1.7  Elect Director JanMichiel Hessels                           Management     For          Voted - For
 1.8  Elect Director Duncan M. McFarland                          Management     For          Voted - For
 1.9  Elect Director James J. McNulty                             Management     For          Voted - For
 1.10 Elect Director Duncan L. Niederauer                         Management     For          Voted - For
 1.11 Elect Director Ricardo Salgado                              Management     For          Voted - For
 1.12 Elect Director Robert G. Scott                              Management     For          Voted - For
 1.13 Elect Director Jackson P. Tai                               Management     For          Voted - For
 1.14 Elect Director JeanFrancois Theodore                        Management     For          Voted - For
 1.15 Elect Director Rijnhard van Tets                            Management     For          Voted - For
 1.16 Elect Director Sir Brian Williamson                         Management     For          Voted - For
 2    Ratify Auditors                                             Management     For          Voted - For
 3    Reduce Supermajority Vote Requirement                       Shareholder    None         Voted - For
 4    Issue Stock Certificate of Ownership                        Shareholder    Against      Voted - Against
AT&T INC.
 CUSIP: 00206R102      Ticker: T
 Meeting Date: 30Apr10             Meeting Type: Annual
 1    Elect Director Randall L. Stephenson                        Management     For          Voted - For
 2    Elect Director Gilbert F. Amelio                            Management     For          Voted - For
 3    Elect Director Reuben V. Anderson                           Management     For          Voted - For
 4    Elect Director James H. Blanchard                           Management     For          Voted - For
 5    Elect Director Jaime Chico Pardo                            Management     For          Voted - For
 6    Elect Director James P. Kelly                               Management     For          Voted - For
 7    Elect Director Jon C. Madonna                               Management     For          Voted - For
 8    Elect Director Lynn M. Martin                               Management     For          Voted - For
 9    Elect Director John B. McCoy                                Management     For          Voted - For
 10   Elect Director Joyce M. Roche                               Management     For          Voted - For
 11   Elect Director Laura D Andrea Tyson                         Management     For          Voted - For
 12   Elect Director Patricia P. Upton                            Management     For          Voted - For
 13   Ratify Auditors                                             Management     For          Voted - For
 14   Provide for Cumulative Voting                               Shareholder    Against      Voted - For
 15   Exclude Pension Credits from Calculations of Performance
       Based Pay                                                  Shareholder    Against      Voted - For
 16   Advisory Vote to Ratify Named Executive Officers'
       Compensation                                               Shareholder    Against      Voted - For
 17   Amend Articles/Bylaws/Charter/Call Special Meetings         Shareholder    Against      Voted - For
                                                               7






                        Chartwell Dividend & Income Fund, Inc.
 Proposal                                                    Proposed by  Mgt. Position Registrant Voted
BRISTOLMYERS SQUIBB
 CUSIP: 110122108 Ticker: BMY
 Meeting Date: 04May10      Meeting Type: Annual
 1  Elect Director Lamberto Andreotti                         Management     For          Voted - For
 2  Elect Director Lewis B. Campbell                          Management     For          Voted - For
 3  Elect Director James M. Cornelius                         Management     For          Voted - For
 4  Elect Director Louis J. Freeh                             Management     For          Voted - For
 5  Elect Director Laurie H. Glimcher, M.D                    Management     For          Voted - For
 6  Elect Director Michael Grobstein                          Management     For          Voted - For
 7  Elect Director Leif Johansson                             Management     For          Voted - For
 8  Elect Director Alan J. Lacy                               Management     For          Voted - For
 9  Elect Director Vicki L. Sato, Ph.D.                       Management     For          Voted - For
 10 Elect Director Togo D. West, Jr.                          Management     For          Voted - For
 11 Elect Director R. Sanders Williams, M.D.                  Management     For          Voted - For
 12 Ratify Auditors                                           Management     For          Voted - For
 13 Provide Right to Call Special Meeting                     Management     For          Voted - For
 14 Reduce Supermajority Vote Requirements Applicable
     to Common Stock                                          Management     For          Voted - For
 15 Reduce Supermajority Vote Requirement Applicable
     to Preferred Stock                                       Management     For          Voted - For
 16 Increase Disclosure of Executive Compensation             Shareholder    Against      Voted - Against
 17 Provide Right to Act by Written Consent                   Shareholder    Against      Voted - For
 18 Report and Set Goals Related to Animal Use and Testing    Shareholder    Against      Voted - Against
PEPSICO, INC.
 CUSIP: 713448108 Ticker: PEP
 Meeting Date: 05May10      Meeting Type: Annual
 1  Elect Director Shona L. Brown                             Management     For          Voted - For
 2  Elect Director Ian M. Cook                                Management     For          Voted - For
 3  Elect Director Dina Dublon                                Management     For          Voted - For
 4  Elect Director Victor J. Dzau                             Management     For          Voted - For
 5  Elect Director Ray L. Hunt                                Management     For          Voted - For
 6  Elect Director Alberto Ibarguen                           Management     For          Voted - For
 7  Elect Director Arthur C. Martinez                         Management     For          Voted - For
 8  Elect Director Indra K. Nooyi                             Management     For          Voted - For
 9  Elect Director Sharon P. Rockefeller                      Management     For          Voted - For
 10 Elect Director James J. Schiro                            Management     For          Voted - For
 11 Elect Director Lloyd G. Trotter                           Management     For          Voted - For
 12 Elect Director Daniel Vasella                             Management     For          Voted - Against
 13 Ratify Auditors                                           Management     For          Voted - For
 14 Amend Omnibus Stock Plan                                  Management     For          Voted - For
 15 Report on Charitable Contributions                        Shareholder    Against      Voted - Against
 16 Amend Articles/Bylaws/Charter/Call Special Meetings       Shareholder    Against      Voted - For
 17 Report on Public Policy Advocacy Process                  Shareholder    Against      Voted - Against
                                                           8






                       Chartwell Dividend & Income Fund, Inc.
 Proposal                                         Proposed by  Mgt. Position Registrant Voted
AVON PRODUCTS, INC.
 CUSIP: 054303102 Ticker: AVP
 Meeting Date: 06May10     Meeting Type: Annual
 1.1 Elect Director W. Don Cornwell                Management     For          Voted - For
 1.2 Elect Director V. Ann Hailey                  Management     For          Voted - For
 1.3 Elect Director Fred Hassan                    Management     For          Voted - For
 1.4 Elect Director Andrea Jung                    Management     For          Voted - For
 1.5 Elect Director Maria Elena Lagomasino         Management     For          Voted - For
 1.6 Elect Director Ann S. Moore                   Management     For          Voted - For
 1.7 Elect Director Paul S. Pressler               Management     For          Voted - For
 1.8 Elect Director Gary M. Rodkin                 Management     For          Voted - For
 1.9 Elect Director Paula Stern                    Management     For          Voted - For
 1.10 Elect Director Lawrence A. Weinbach          Management     For          Voted - For
 2   Ratify Auditors                               Management     For          Voted - For
 3   Approve Omnibus Stock Plan                    Management     For          Voted - For
UNION PACIFIC CORPORATION
 CUSIP: 907818108 Ticker: UNP
 Meeting Date: 06May10     Meeting Type: Annual
 1   Elect Director Andrew H. Card, Jr.            Management     For          Voted - For
 2   Elect Director Erroll B. Davis, Jr.           Management     For          Voted - For
 3   Elect Director Thomas J. Donohue              Management     For          Voted - For
 4   Elect Director Archie W. Dunham               Management     For          Voted - For
 5   Elect Director Judith Richards Hope           Management     For          Voted - For
 6   Elect Director Charles C. Krulak              Management     For          Voted - For
 7   Elect Director Michael R. McCarthy            Management     For          Voted - For
 8   Elect Director Michael W. McConnell           Management     For          Voted - For
 9   Elect Director Thomas F. McLarty III          Management     For          Voted - For
 10  Elect Director Steven R. Rogel                Management     For          Voted - For
 11  Elect Director Jose H. Villarreal             Management     For          Voted - For
 12  Elect Director James R. Young                 Management     For          Voted - For
 13  Ratify Auditors                               Management     For          Voted - For
 14  Require Independent Board Chairman            Shareholder    Against      Voted - Against
 15  Reduce Supermajority Vote Requirement         Shareholder    Against      Voted - For
VERIZON COMMUNICATIONS INC
 CUSIP: 92343V104 Ticker: VZ
 Meeting Date: 06May10     Meeting Type: 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
                                                9






                       Chartwell Dividend & Income Fund, Inc.
 Proposal                                                           Proposed by Mgt. Position Registrant Voted
 10 Elect Director Ivan G. Seidenberg                               Management     For          Voted - For
 11 Elect Director Rodney E. Slater                                 Management     For          Voted - For
 12 Elect Director John W. Snow                                     Management     For          Voted - For
 13 Elect Director John R. Stafford                                 Management     For          Voted - For
 14 Ratify Auditors                                                 Management     For          Voted - For
 15 Advisory Vote to Ratify Named Executive Officers'
     Compensation                                                   Management     For          Voted - For
 16 Prohibit Executive Stock Based Awards                           Shareholder    Against      Voted - Against
 17 Amend EEO Policy to Prohibit Discrimination Based on Sexual
     Orientation and Gender Identity                                Shareholder    Against      Voted - For
 18 Performance Based Equity Awards                                 Shareholder    Against      Voted - For
 19 Amend Articles/Bylaws/Charter/Call Special Meetings             Shareholder    Against      Voted - For
 20 Adopt Policy on Succession Planning                             Shareholder    Against      Voted - For
 21 Adopt a Policy in which the Company will not Make or
     Promise to Make Any Death Benefit Payments to
     Senior Executives                                              Shareholder    Against      Voted - For
 22 Stock Retention/Holding Period                                  Shareholder    Against      Voted - For
OCCIDENTAL PETROLEUM
 CUSIP: 674599105 Ticker: OXY
 Meeting Date: 07May10     Meeting Type: Annual
 1  Elect Director Spencer Abraham                                  Management     For          Voted - Against
 2  Elect Director John S. Chalsty                                  Management     For          Voted - Against
 3  Elect Director Stephen I. Chazen                                Management     For          Voted - For
 4  Elect Director Edward P. Djerejian                              Management     For          Voted - Against
 5  Elect Director John E. Feick                                    Management     For          Voted - Against
 6  Elect Director Carlos M. Gutierrez                              Management     For          Voted - Against
 7  Elect Director Ray R. Irani                                     Management     For          Voted - Against
 8  Elect Director Irvin W. Maloney                                 Management     For          Voted - Against
 9  Elect Director Avedick B. Poladian                              Management     For          Voted - Against
 10 Elect Director Rodolfo Segovia                                  Management     For          Voted - Against
 11 Elect Director Aziz D. Syriani                                  Management     For          Voted - Against
 12 Elect Director Rosemary Tomich                                  Management     For          Voted - Against
 13 Elect Director Walter L. Weisman                                Management     For          Voted - Against
 14 Ratify Auditors                                                 Management     For          Voted - For
 15 Amend Omnibus Stock Plan                                        Management     For          Voted - For
 16 Advisory Vote to Ratify Named Executive Officers'
     Compensation                                                   Management     For          Voted - Against
 17 Limit Executive Compensation                                    Shareholder    Against      Voted - Against
 18 Require Independent Board Chairman                              Shareholder    Against      Voted - For
 19 Amend Articles/Bylaws/Charter/Call Special Meetings             Shareholder    Against      Voted - For
 20 Report on Host Country Social and Environmental Laws            Shareholder    Against      Voted - Against
 21 Require a Majority Vote for the Election of Directors           Shareholder    Against      Voted - For
 22 Report on Policy for Increasing Safety by Reducing
     Hazardous Substance Usage and Relocating Facilities            Shareholder    Against      Voted - Against
 23 Double Trigger on Equity Plans                                  Shareholder    Against      Voted - For
                                                                 10






                       Chartwell Dividend & Income Fund, Inc.
 Proposal                                                 Proposed by  Mgt. Position Registrant Voted
3M COMPANY
 CUSIP: 88579Y101 Ticker: MMM
 Meeting Date: 11May10     Meeting Type: Annual
 1  Elect Director Linda G. Alvarado                       Management     For          Voted - For
 2  Elect Director George W. Buckley                       Management     For          Voted - For
 3  Elect Director Vance D. Coffman                        Management     For          Voted - For
 4  Elect Director Michael L. Eskew                        Management     For          Voted - For
 5  Elect Director W. James Farrell                        Management     For          Voted - For
 6  Elect Director Herbert L. Henkel                       Management     For          Voted - For
 7  Elect Director Edward M. Liddy                         Management     For          Voted - For
 8  Elect Director Robert S. Morrison                      Management     For          Voted - For
 9  Elect Director Aulana L. Peters                        Management     For          Voted - For
 10 Elect Director Robert J. Ulrich                        Management     For          Voted - For
 11 Ratify Auditors                                        Management     For          Voted - For
 12 Amend Omnibus Stock Plan                               Management     For          Voted - For
 13 Amend Articles/Bylaws/Charter/Call Special Meetings    Shareholder    Against      Voted - For
CVS CAREMARK CORPORATION
 CUSIP: 126650100 Ticker: CVS
 Meeting Date: 12May10     Meeting Type: Annual
 1  Elect Director Edwin M. Banks                          Management     For          Voted - For
 2  Elect Director C. David Brown II                       Management     For          Voted - For
 3  Elect Director David W. Dorman                         Management     For          Voted - For
 4  Elect Director Kristen Gibney Williams                 Management     For          Voted - For
 5  Elect Director Marian L. Heard                         Management     For          Voted - For
 6  Elect Director William H. Joyce                        Management     For          Voted - For
 7  Elect Director JeanPierre Millon                       Management     For          Voted - For
 8  Elect Director Terrence Murray                         Management     For          Voted - For
 9  Elect Director C.A. Lance Piccolo                      Management     For          Voted - For
 10 Elect Director Sheli Z. Rosenberg                      Management     For          Voted - For
 11 Elect Director Thomas M. Ryan                          Management     For          Voted - For
 12 Elect Director Richard J. Swift                        Management     For          Voted - For
 13 Ratify Auditors                                        Management     For          Voted - For
 14 Approve Omnibus Stock Plan                             Management     For          Voted - For
 15 Provide Right to Call Special Meeting                  Management     For          Voted - For
 16 Report on Political Contributions                      Shareholder    Against      Voted - For
 17 Adopt Global Warming Principles                        Shareholder    Against      Voted - For
PHILIP MORRIS INTERNATIONAL
 CUSIP: 718172109 Ticker: PM
 Meeting Date: 12May10     Meeting Type: Annual
 1  Elect Director Harold Brown                            Management     For          Voted - For
 2  Elect Director Mathis Cabiallavetta                    Management     For          Voted - For
 3  Elect Director Louis C. Camilleri                      Management     For          Voted - For
 4  Elect Director J. Dudley Fishburn                      Management     For          Voted - For
 5  Elect Director Jennifer Li                             Management     For          Voted - For
 6  Elect Director Graham Mackay                           Management     For          Voted - For
                                                        11






                       Chartwell Dividend & Income Fund, Inc.
 Proposal                                                    Proposed by  Mgt. Position Registrant Voted
 7    Elect Director Sergio Marchionne                        Management     For          Voted - For
 8    Elect Director Lucio A. Noto                            Management     For          Voted - For
 9    Elect Director Carlos Slim Helu                         Management     For          Voted - For
 10   Elect Director Stephen M. Wolf                          Management     For          Voted - For
 11   Ratify Auditors                                         Management     For          Voted - For
 12   Report on Effect of Marketing Practices on the Poor     Shareholder    Against      Voted - Against
 13   Establish Supplier Human Rights Purchasing Protocols    Shareholder    Against      Voted - Against
FRONTIER COMMUNICATIONS
 CUSIP: 35906A108 Ticker: FTR
 Meeting Date: 13May10     Meeting Type: Annual
 1.1  Elect Director Leroy T. Barnes, Jr.                     Management     For          Voted - For
 1.2  Elect Director Peter C.B. Bynoe                         Management     For          Voted - For
 1.3  Elect Director Jeri B. Finard                           Management     For          Voted - For
 1.4  Elect Director Lawton Wehle Fitt                        Management     For          Voted - For
 1.5  Elect Director William M. Kraus                         Management     For          Voted - For
 1.6  Elect Director Howard L. Schrott                        Management     For          Voted - For
 1.7  Elect Director Larraine D. Segil                        Management     For          Voted - For
 1.8  Elect Director David H. Ward                            Management     For          Voted - For
 1.9  Elect Director Myron A. Wick, III                       Management     For          Voted - For
 1.10 Elect Director Mary Agnes Wilderotter                   Management     For          Voted - For
 2    Advisory Vote to Ratify Named Executive Officers'
       Compensation                                           Management     For          Voted - Against
 3    Stock Retention/Holding Period                          Shareholder    Against      Voted - For
 4    Ratify Auditors                                         Management     For          Voted - For
GENERAL MARITIME CORP.
 CUSIP: Y2693R101 Ticker: GMR
 Meeting Date: 13May10     Meeting Type: Annual
 1.1  Reelect Peter C. Georgiopoulos as Director              Management     For          Voted - For
 1.2  Reelect William J. Crabtree as Director                 Management     For          Voted - For
 1.3  Reelect Dr. E. Grant Gibbons as Director                Management     For          Voted - For
 2    Ratify Deloitte & Touche LLP as Auditors                Management     For          Voted - For
JPMORGAN CHASE & CO.
 CUSIP: 46625H100 Ticker: JPM
 Meeting Date: 18May10     Meeting Type: Annual
 1.1  Elect Director Crandall C. Bowles                       Management     For          Voted - For
 1.2  Elect Director Stephen B. Burke                         Management     For          Voted - For
 1.3  Elect Director David M. Cote                            Management     For          Voted - For
 1.4  Elect Director James S. Crown                           Management     For          Voted - For
 1.5  Elect Director James Dimon                              Management     For          Voted - For
 1.6  Elect Director Ellen V. Futter                          Management     For          Voted - For
 1.7  Elect Director William H. Gray, III                     Management     For          Voted - For
 1.8  Elect Director Laban P. Jackson, Jr.                    Management     For          Voted - For
 1.9  Elect Director David C. Novak                           Management     For          Voted - For
 1.10 Elect Director Lee R. Raymond                           Management     For          Voted - For
                                                           12






                              Chartwell Dividend & Income Fund, Inc.
 Proposal                                                   Proposed by  Mgt. Position Registrant Voted
 1.11 Elect Director William C. Weldon                       Management     For          Voted - For
 2    Ratify Auditors                                        Management     For          Voted - For
 3    Advisory Vote to Ratify Named Executive Officers'
       Compensation                                          Management     For          Voted - For
 4    Affirm Political Non-Partisanship                      Shareholder    Against      Voted - Against
 5    Amend Bylaws Call Special Meetings                     Shareholder    Against      Voted - For
 6    Report on Collateral in Derivatives Trading            Shareholder    Against      Voted - For
 7    Provide Right to Act by Written Consent Shareholder    Against For
 8    Require Independent Board Chairman                     Shareholder    Against      Voted - For
 9    Report on Pay Disparity                                Shareholder    Against      Voted - Against
 10   Stock Retention/Holding Period                         Shareholder    Against      Voted - For
KRAFT FOODS INC
 CUSIP: 50075N104 Ticker: KFT
 Meeting Date: 18May10            Meeting Type: Annual
 1    Elect Director Ajaypal S. Banga                        Management     For          Voted - For
 2    Elect Director Myra M. Hart                            Management     For          Voted - For
 3    Elect Director Lois D. Juliber                         Management     For          Voted - For
 4    Elect Director Mark D. Ketchum                         Management     For          Voted - For
 5    Elect Director Richard A. Lerner                       Management     For          Voted - For
 6    Elect Director Mackey J. McDonald                      Management     For          Voted - For
 7    Elect Director John C. Pope                            Management     For          Voted - For
 8    Elect Director Fredric G. Reynolds                     Management     For          Voted - For
 9    Elect Director Irene B. Rosenfeld                      Management     For          Voted - For
 10   Elect Director J.F. Van Boxmeer                        Management     For          Voted - For
 11   Elect Director Deborah C. Wright                       Management     For          Voted - For
 12   Elect Director Frank G. Zarb                           Management     For          Voted - For
 13   Ratify Auditors                                        Management     For          Voted - For
 14   Provide Right to Act by Written Consent                Shareholder    Against      Voted - For
INTEL CORPORATION
 CUSIP: 458140100 Ticker: INTC
 Meeting Date: 19May10            Meeting Type: Annual
 1    Elect Director Charlene Barshefsky                     Management     For          Voted - For
 2    Elect Director Susan L. Decker                         Management     For          Voted - For
 3    Elect Director John J. Donahoe                         Management     For          Voted - For
 4    Elect Director Reed E. Hundt                           Management     For          Voted - For
 5    Elect Director Paul S. Otellini                        Management     For          Voted - For
 6    Elect Director James D. Plummer                        Management     For          Voted - For
 7    Elect Director David S. Pottruck                       Management     For          Voted - For
 8    Elect Director Jane E. Shaw                            Management     For          Voted - For
 9    Elect Director Frank D. Yeary                          Management     For          Voted - For
 10   Elect Director David B. Yoffie                         Management     For          Voted - For
 11   Ratify Auditors                                        Management     For          Voted - For
 12   Advisory Vote to Ratify Named Executive Officers'
       Compensation                                          Management     For          Voted - For
                                                          13






                           Chartwell Dividend & Income Fund, Inc.
 Proposal                                                          Proposed by Mgt. Position Registrant Voted
MFA FINANCIAL INC
 CUSIP: 55272X102      Ticker: MFA
 Meeting Date: 20May10         Meeting Type: Annual
 1.1 Elect Director Stewart Zimmerman                               Management    For          Voted - For
 1.2 Elect Director James A. Brodsky                                Management    For          Voted - For
 1.3 Elect Director Alan L. Gosule                                  Management    For          Voted - For
 2   Amend Omnibus Stock Plan                                       Management    For          Voted - For
 3   Ratify Auditors                                                Management    For          Voted - For
J. C. PENNEY COMPANY, INC.
 CUSIP: 708160106      Ticker: JCP
 Meeting Date: 21May10         Meeting Type: Annual
 1   Elect Director Colleen C. Barrett                              Management    For          Voted - For
 2   Elect Director M. Anthony Burns                                Management    For          Voted - For
 3   Elect Director Maxine K. Clark                                 Management    For          Voted - For
 4   Elect Director Thomas J. Engibous                              Management    For          Voted - For
 5   Elect Director Kent B. Foster                                  Management    For          Voted - For
 6   Elect Director G.B. Laybourne                                  Management    For          Voted - For
 7   Elect Director Burl Osborne                                    Management    For          Voted - For
 8   Elect Director Leonard H. Roberts                              Management    For          Voted - For
 9   Elect Director Javier G. Teruel                                Management    For          Voted - For
 10  Elect Director R. Gerald Turner                                Management    For          Voted - For
 11  Elect Director Myron E. Ullman, III                            Management    For          Voted - For
 12  Elect Director Mary Beth West                                  Management    For          Voted - For
 13  Ratify Auditors                                                Management    For          Voted - For
LINCOLN NATIONAL CORP.
 CUSIP: 534187109      Ticker: LNC
 Meeting Date: 27May10         Meeting Type: Annual
 1.1 Elect Director William J. Avery                                Management    For          Voted - For
 1.2 Elect Director William H. Cunningham                           Management    For          Voted - For
 1.3 Elect Director William Porter Payne                            Management    For          Voted - For
 1.4 Elect Director Patrick S. Pittard                              Management    For          Voted - For
 2   Ratify Auditors                                                Management    For          Voted - For
 3   Adopt Majority Voting for Uncontested Election of Directors    Management    For          Voted - For
 4   Advisory Vote to Ratify Named Executive Officers'
      Compensation                                                  Management    For          Voted - For
SPDR SERIES TRUST
 CUSIP: 78464A458      Ticker: TFI
 Meeting Date: 18Jun10         Meeting Type: Special
 1.1 Elect Director Frank Nesvet                                    Management    For          Voted - For
 1.2 Elect Director David M. Kelly                                  Management    For          Voted - For
 1.3 Elect Director Bonny Eugenia Boatman                           Management    For          Voted - For
 1.4 Elect Director Dwight D. Churchill                             Management    For          Voted - For
 1.5 Elect Director Carl G. Verboncoeur                             Management    For          Voted - For
                                                                 14






                                Chartwell Dividend & Income Fund, Inc.
Proposal                                                    Proposed by Mgt. Position Registrant Voted
1.6 Elect Director James E. Ross                             Management    For          Voted - For
2   Approve Multi-Manager Structure                          Management    For          Voted - Against
3   Approve Change of Fundamental Investment Policy:
     Purchasing And Selling Real Estate                      Management    For          Voted - For
4   Approve Change of Fundamental Investment Policy:
     Issuing Senior Securities And Borrowing Money           Management    For          Voted - For
5   Approve Change of Fundamental Investment Policy:
     Making Loans                                            Management    For          Voted - For
6   Approve Change of Fundamental Investment Policy:
     Purchasing And Selling Commodities                      Management    For          Voted - For
7   Approve Change of Fundamental Investment Policy:
     Concentrating Investments In A Particular Industry
     Or Group Of Industries                                  Management    For          Voted - For
8   Approve Change of Fundamental Investment Policy:
     Underwriting Activities                                 Management    For          Voted - For
9   Approve Elimination of Fundamental Investment Policy:
     Outdated Policies Not Required By Law                   Management    For          Voted - For
                                                          15




                                   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 25, 2010



                                      16