UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 --------------------------------------------- ELLSWORTH FUND LTD. ------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) 65 Madison Avenue, Morristown, New Jersey 07960-7308 ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Thomas H. Dinsmore Ellsworth Fund Ltd. 65 Madison Avenue Morristown, New Jersey 07960-7308 (Name and address of agent for service) Copy to: Steven B. King, Esq. Ballard Spahr Andrews & Ingersoll, LLP 1735 Market Street, 51st Floor Philadelphia, PA 19103-7599 Registrant's telephone number, including area code: 973-631-1177 Date of fiscal year end: September 30, 2010 Date of reporting period: June 30, 2010 Item 1. Proxy Voting Record Issuer: AT&T Inc. Ticker symbol: T CUSIP: 00206R102 Meeting date: 04/30/2010 For/ Proposed Voted Vote Against Matter Voted On By (Yes or No) Cast Mgmt. -------------------------------------------------------------------------------------------- 1-01. Election of Director: Randall L. Stephenson Management YES FOR FOR 1-02. Election of Director: Gilbert F. Amelio Management YES FOR FOR 1-03. Election of Director: Reuben V. Anderson Management YES FOR FOR 1-04. Election of Director: James H. Blanchard Management YES FOR FOR 1-05. Election of Director: Jaime Chico Pardo Management YES FOR FOR 1-06. Election of Director: James P. Kelly Management YES FOR FOR 1-07. Election of Director: Jon C. Madonna Management YES FOR FOR 1-08. Election of Director: Lynn M. Martin Management YES FOR FOR 1-09. Election of Director: John B. McCoy Management YES FOR FOR 1-10. Election of Director: Joyce M. Roche Management YES FOR FOR 1-11. Election of Director: Laura D'Andrea Tyson Management YES FOR FOR 1-12. Election of Director: Patricia P. Upton Management YES FOR FOR 2. Ratification of the appointment of Management YES FOR FOR independent auditors for 2010 3. Cumulative voting Shareholder YES ABSTAIN N/A 4. Pension credit policy Shareholder YES FOR AGAINST 5. Advisory vote on compensation Shareholder YES FOR AGAINST 6. Special stockholder meetings Shareholder YES ABSTAIN N/A ================================================================================ Issuer: Celanese Corporation Ticker symbol: CE CUSIP: 150870103 Meeting date: 04/22/2010 For/ Proposed Voted Vote Against Matter Voted On By (Yes or No) Cast Mgmt. -------------------------------------------------------------------------------------------- 1-01. Election of Director: David N. Weidman Management YES FOR FOR 1-02. Election of Director: Mark C. Rohr Management YES FOR FOR 1-03. Election of Director: Farah M. Walters Management YES FOR FOR 2 Ratification of the appointment of Management YES FOR FOR independent auditors for 2010 ================================================================================ Issuer: The Walt Disney Company Ticker symbol: DIS CUSIP: 254687106 Meeting date: 03/10/2010 For/ Proposed Voted Vote Against Matter Voted On By (Yes or No) Cast Mgmt. -------------------------------------------------------------------------------------------- 1-01. Election of Director: Susan E. Arnold Management YES FOR FOR 1-02. Election of Director: John E. Bryson Management YES FOR FOR 1-03. Election of Director: John S. Chen Management YES FOR FOR 1-04. Election of Director: Judith L. Estrin Management YES FOR FOR 1-05. Election of Director: Robert A. Iger Management YES FOR FOR 1-06. Election of Director: Steven P. Jobs Management YES FOR FOR 1-07. Election of Director: Fred H. Langhammer Management YES FOR FOR 1-08. Election of Director: Aylwin B. Lewis Management YES FOR FOR 1-09. Election of Director: Monica C. Lozano Management YES FOR FOR 1-10. Election of Director: Robert W. Matschullat Management YES FOR FOR 1-11. Election of Director: John E. Pepper, Jr. Management YES FOR FOR 1-12. Election of Director: Sheryl Sandberg Management YES FOR FOR 1-13. Election of Director: Orin C. Smith Management YES FOR FOR 2. Ratification of the appointment of Management YES FOR FOR independent auditors for 2010 3. Amendment to the amended and restated 2005 Management YES FOR FOR stock incentive plan. 4. Amendment to the Company's restated Management YES FOR FOR certificate of incorporation relating to interested person transactions 5. Amendment to the Company's restated Management YES FOR FOR certificate of incorporation relating to bylaw amendments 6. Amendment to the Company's restated Management YES FOR FOR certificate of incorporation relating to tracking stock provisions 7. Amendment to the Company's restated Management YES FOR FOR certificate of incorporation relating to classified board transition provisions 8. Shareholder advisory vote on executive Shareholder YES FOR AGAINST compensation 9. Ex-gay non-discrimination policy Shareholder YES ABSTAIN N/A ================================================================================ Issuer: Johnson & Johnson Ticker symbol: JNJ CUSIP: 478160104 Meeting date: 04/22/2010 For/ Proposed Voted Vote Against Matter Voted On By (Yes or No) Cast Mgmt. -------------------------------------------------------------------------------------------- 1-01. Election of Director: Mary Sue Coleman Management YES FOR FOR 1-02. Election of Director: James G. Cullen Management YES FOR FOR 1-03. Election of Director: Michael M.E. Johns Management YES FOR FOR 1-04. Election of Director: Susan L. Lindquist Management YES FOR FOR 1-05. Election of Director: Anne M. Mulcahy Management YES FOR FOR 1-06. Election of Director: Leo F. Mullin Management YES FOR FOR 1-07. Election of Director: William D. Perez Management YES FOR FOR 1-08. Election of Director: Charles Prince Management YES FOR FOR 1-09. Election of Director: David Satcher Management YES FOR FOR 1-10. Election of Director: William C. Weldon Management YES FOR FOR 2. Ratification of the appointment of Management YES FOR FOR independent auditors for 2010 3. Advisory vote on executive compensation Shareholder YES FOR AGAINST 4. Special shareowner meetings Shareholder YES ABSTAIN N/A ================================================================================ Issuer: Merck & Company, Inc. Ticker symbol: MRK CUSIP: 58933Y105 Meeting date: 05/25/2010 For/ Proposed Voted Vote Against Matter Voted On By (Yes or No) Cast Mgmt. -------------------------------------------------------------------------------------------- 1-01. Election of Director: Leslie A. Brun Management YES FOR FOR 1-02. Election of Director: Thomas R. Cech Management YES FOR FOR 1-03. Election of Director: Richard T. Clark Management YES FOR FOR 1-04. Election of Director: Thomas H. Glocer Management YES FOR FOR 1-05. Election of Director: Steven F. Goldstone Management YES FOR FOR 1-06. Election of Director: William B. Harrison, Jr. Management YES FOR FOR 1-07. Election of Director: Harry R. Jacobson Management YES FOR FOR 1-08. Election of Director: William N. Kelley Management YES FOR FOR 1-09. Election of Director: C. Robert Kidder Management YES FOR FOR 1-10. Election of Director: Rochelle B. Lazarus Management YES FOR FOR 1-11. Election of Director: Carlos E. Represas Management YES FOR FOR 1-12. Election of Director: Patricia F. Russo Management YES FOR FOR 1-13. Election of Director: Thomas E. Shenk Management YES FOR FOR 1-14. Election of Director: Anne M. Tatlock Management YES FOR FOR 1-15. Election of Director: Craig B. Thompson Management YES FOR FOR 1-16. Election of Director: Wendell P. Weeks Management YES FOR FOR 1-17. Election of Director: Peter C. Wendell Management YES FOR FOR 2. Ratification of the appointment of Management YES FOR FOR independent auditors for 2010 3. Adoption of 2010 stock incentive plan Management YES FOR FOR 4. Adoption of 2010 non-employee directors Management YES FOR FOR stock & option plan ================================================================================ Issuer: Verenium Corporation Ticker symbol: VRNM CUSIP: 92340P209 Meeting date: 06/14/2010 For/ Proposed Voted Vote Against Matter Voted On By (Yes or No) Cast Mgmt. -------------------------------------------------------------------------------------------- 1-01. Election of Director: Dr. Ferdinand Kaufman Management YES FOR FOR 1-02. Election of Director: Carlos A. Riva Management YES FOR FOR 1-03. Election of Director: John F. Dee Management YES FOR FOR 2 To approve the 2010 equity incentive plan Management YES FOR FOR 3 Ratification of the appointment of Management YES FOR FOR independent auditors for 2010 ================================================================================ 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. Ellsworth Fund Ltd. By /s/Thomas H. Dinsmore Thomas H. Dinsmore Principal Executive Officer Date: July 6, 2010