Edgar Filing: TRI-CONTINENTAL CORP

c51051_n-q.htm -- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing

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

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED
MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number 811-0266

Tri-Continental Corporation
(Exact name of Registrant as specified in charter)

100 Park Avenue
New York, New York 10017
(Address of principal executive offices) (Zip code)

Lawrence P. Vogel
100 Park Avenue
New York, New York 10017
(Name and address of agent for service)

Registrant’s telephone number, including area code: (212) 850-1864

Date of fiscal year end: 12/31

Date of reporting period: 9/30/07

FORM N-Q

ITEM 1. SCHEDULE OF INVESTMENTS.

Tri-Continental Corporation
Portfolio of Investments (unaudited)	September 30, 2007

	Shares, Warrants,
	Shares
	Subject to Call,
	Partnership
	Interest or
	Principal Amount		Value
COMMON STOCKS AND
WARRANTS 89.8%

AEROSPACE AND
DEFENSE 2.4%
Boeing Company (The)	401,900	shs.	$	42,195,481
Honeywell International Inc.	382,700			22,759,169
				64,954,650

AIR FREIGHT AND
LOGISTICS 1.0%
TNT N.V. (ADR)	307,900			12,916,405
UTI Worldwide Inc.	606,700			13,941,966
				26,858,371

AIRLINES 0.5%
Delta Air Lines, Inc.*	667,129			12,513,466

AUTO COMPONENTS 1.0%
Goodyear Tire & Rubber
Company (The)*	903,900			27,487,599

AUTOMOBILES 0.9%
General Motors Corporation	662,000			24,295,400

BIOTECHNOLOGY 2.8%
Amgen Inc.*	250,100			14,148,157
Cephalon, Inc.*	253,700			18,535,322
Genentech, Inc.*	173,500			13,536,470
Pharmion Corporation*	639,425			29,503,070
				75,723,019

CAPITAL MARKETS 3.9%
Fortress Investment Group
LLC (Class A)	1,471,900			31,380,908
Goldman Sachs Group, Inc.
(The)	131,050			28,403,777
Merrill Lynch & Co. Inc.	281,700			20,079,576
Morgan Stanley	419,800			26,447,400
				106,311,661

CHEMICALS 0.5%
E. I. Du Pont de Nemours
and Company	277,700			13,762,812

COMMERCIAL BANKS 1.7%
Wachovia Corporation	917,563			46,015,784

COMMERCIAL SERVICES
AND SUPPLIES 1.0%
Avery Dennison Corporation	244,500	.		13,941,390
Waste Management Inc.	367,000			13,850,580
				27,791,970

COMMUNICATIONS
EQUIPMENT 5.3%
Alcatel-Lucent (ADR)	3,071,128			31,264,083
Alcatel-Lucent (exercise
price of $14.088, expiring
12/10/2007)*	13,686,305	wts.		174,500
Cisco Systems, Inc.*	777,680	shs.		25,748,985
Comverse Technology, Inc.*	3,087,614			61,366,328
QUALCOMM Incorporated	640,300			27,059,078
				145,612,974

COMPUTERS AND
PERIPHERALS 4.6%
Apple Inc.*	177,500			27,253,350
Hewlett-Packard Company	471,600			23,480,964
Network Appliance, Inc.*	940,200			25,300,782
SanDisk Corporation*	249,700			13,758,470
Seagate Technology	1,401,058			35,839,064
				125,632,630

CONSUMER FINANCE 1.6%
Capital One Financial
Corporation	381,068			25,314,347
Discover Financial
Services LLC	945,100			19,658,080
				44,972,427

CONTAINERS AND
PACKAGING 2.1%
Smurfit-Stone Container
Company*	4,850,404			56,652,719

DIVERSIFIED FINANCIAL
SERVICES 6.3%
Bank of America Corporation	921,740			46,335,870
CIT Group Inc.	596,600			23,983,320
Citigroup Inc.	1,069,730			49,924,299
JPMorgan Chase & Co.	1,150,000			52,693,000
				172,936,489
DIVERSIFIED
TELECOMMUNICATION
SERVICES 1.6%
Qwest Communications
International Inc.*	2,608,900			23,897,524
Time Warner Telecom, Inc.
(Class A)*	894,700			19,656,559
				43,554,083

ENERGY EQUIPMENT
AND SERVICES 1.4%
Halliburton Company	1,037,100			39,824,640

FOOD AND STAPLES
RETAILING 3.1%
CVS/Caremark Corporation	496,700			19,684,221
Rite Aid Corporation*	10,240,882			47,312,875
Wal-Mart Stores, Inc.	412,600			18,009,990
				85,007,086

HEALTH CARE EQUIPMENT
AND SUPPLIES 2.2%
C.R. Bard, Inc.	118,200			10,424,058
Boston Scientific Corporation*	2,638,276			36,803,950
Gen-Probe Incorporated*	213,100			14,188,198
				61,416,206

HEALTH CARE PROVIDERS
AND SERVICES 0.7%
Quest Diagnostics Inc.	338,900			19,578,253

HOTELS, RESTAURANTS
AND LEISURE 2.2%
Las Vegas Sands Corp.*	161,000			21,480,620
Starbucks Corporation*	1,458,400			38,210,080
				59,690,700

INDEPENDENT POWER
PRODUCERS AND
ENERGY TRADERS 0.8%
AES Corporation (The)*	669,600			13,418,784
Mirant Corporation*	189,900			7,725,132
				21,143,916

INDUSTRIAL
CONGLOMERATES 3.4%
3M Company	256,600			24,012,628
General Electric Company	1,659,600			68,707,440
				92,720,068

INSURANCE 1.9%
American International
Group, Inc.	302,800			20,484,420
Hartford Financial Services
Group, Inc.	338,100			31,291,155
				51,775,575
INTERNET SOFTWARE
AND SERVICES 4.2%
Google Inc. (Class A)*	46,310			26,270,274
SAVVIS, Inc.*	923,800			35,824,964
Yahoo!, Inc.*	2,029,712			54,477,470
				116,572,708

IT SERVICES 0.3%
Cognizant Technology
Solutions Corporation*	90,800			7,243,116

LIFE SCIENCES TOOLS
AND SERVICES 0.2%
Applera Corporation	198,300			6,869,112

MACHINERY 0.9%
Joy Global Inc.	472,200			24,016,092

MEDIA 2.7%
Gemstar-TV Guide
International, Inc.*	8,563,000			59,598,480
Time Warner Inc.	736,700			13,525,812
				73,124,292

METALS AND MINING 2.1%
Alcoa Inc.	588,200			23,010,384
Barrick Gold Corporation	356,900			14,375,932
Freeport-McMoRan Copper
& Gold, Inc.	199,600			20,936,044
				58,322,360
MULTILINE RETAIL 1.6%
Kohl’s Corporation*	761,500			43,656,795

OIL, GAS AND
CONSUMABLE FUELS 7.0%
Cameco Corporation	489,100			22,615,984
Chevron Corporation	191,800			17,948,644
ConocoPhillips	481,700			42,278,809
El Paso Corporation	1,574,000			26,710,780
Exxon Mobil Corporation	663,700			61,432,072
Marathon Oil Corporation	123,600			7,047,672
XTO Energy Inc.	247,700			15,317,768
				193,351,729
PHARMACEUTICALS 4.0%
Adams Respiratory
Therapeutics, Inc.*	376,500			14,510,310
Bristol-Myers Squibb
Company	907,800			26,162,796
Johnson & Johnson	215,400			14,151,780
Pfizer Inc.	560,238			13,686,614
Wyeth	917,200			40,861,260
				109,372,760

REAL ESTATE INVESTMENT
TRUSTS 0.4%
SL Green Realty Corp.	104,900			12,249,173

ROAD AND RAIL 0.2%
YRC Worldwide Inc.*	249,306			6,811,040

SEMICONDUCTORS AND
SEMICONDUCTOR
EQUIPMENT 3.5%
Advanced Micro Devices, Inc.*	1,300,264			17,163,485
Broadcom Corporation (Class A)*	189,300			6,898,092
Intel Corporation	467,400			12,086,964
Marvell Technology Group Ltd.*	856,266			14,017,074
Maxim Integrated Products, Inc.	700,200			20,550,870
QIMONDA AG (ADR)*	1,200,500			13,565,650
Texas Instruments Incorporated	344,500			12,605,255
				96,887,390

SOFTWARE 3.7%
Adobe Systems Incorporated*	268,000			11,700,880
BEA Systems, Inc.*	3,327,354			46,150,400
Microsoft Corporation	1,481,656			43,649,586
				101,500,866

SPECIALTY RETAIL 2.9%
OfficeMax Incorporated	1,327,300			45,486,571
Urban Outfitters, Inc.*	1,618,380			35,280,684
				80,767,255

TOBACCO 2.2%
Altria Group, Inc.	889,480			61,845,544

WIRELESS
TELECOMMUNICATION
SERVICES 1.0%
NII Holdings, Inc.*	349,800			28,736,070

TOTAL COMMON STOCKS AND WARRANTS				2,467,558,800


OPTIONS PURCHASED* 2.4%

BIOTECHNOLOGY 0.1%
Amgen Inc., Call expiring
January 2009 at $60	394,300			2,641,810

CAPITAL MARKETS 0.1%
Bear Stearns Companies Inc.
(The), Call expiring January
2008 at $150	159,100			381,840
Lehman Brothers Holdings Inc.,
Call expiring January 2008
at $60	232,300			1,440,260
Lehman Brothers Holdings Inc.,
Call expiring January 2009
at $80	387,300			1,665,390
				3,487,490
COMMUNICATIONS
EQUIPMENT 0.5%
Comverse Technology, Inc.,
Call expiring January 2008
at $20	2,008,300			3,062,658
JDS Uniphase Corporation,
Call expiring January 2009
at $15	1,718,300			5,498,560
Motorola, Inc., Call expiring
January 2009 at $20	1,096,200			2,192,400
QUALCOMM Incorporated,
Call expiring January 2009
at $40	264,800			2,216,376
				12,969,994

COMPUTERS AND
PERIPHERALS 0.2%
Seagate Technology, Call
expiring January 2009 at $25	927,600			4,730,760
CONTAINERS AND
PACKAGING 0.0%
Smurfit-Stone Container
Company, Call expiring
January 2008 at $10	555,500			1,222,100

DIVERSIFIED FINANCIAL
SERVICES 0.2%
CIT Group Inc., Call expiring
January 2008 at $35	487,200			3,702,720
CIT Group Inc., Call expiring
January 2008 at $40	303,600			1,275,120
				4,977,840

HEALTH CARE EQUIPMENT
AND SUPPLIES 0.1%
Boston Scientific Corporation,
Call expiring January 2009
at $20	1,904,100			1,570,882

HOTELS, RESTAURANTS
AND LEISURE 0.0%
Starbucks Corporation, Call
expiring January 2009 at $30	583,400			1,429,330

INTERNET SOFTWARE
AND SERVICES 0.2%
Yahoo!, Inc., Call expiring
January 2009 at $25	360,000			2,142,000
Yahoo!, Inc., Call expiring
January 2009 at $30	901,600			3,110,520
				5,252,520

METALS AND MINING 0.1%
Alcoa Inc., Call expiring January
2008 at $35	440,600			2,555,480

MULTILINE RETAIL 0.2%
Kohl’s Corporation, Call expiring
January 2008 at $55	450,500			2,883,200
Macy’s, Inc., Call expiring
January 2008 at $30	477,100			2,242,370
				5,125,570

SEMICONDUCTORS AND
SEMICONDUCTOR
EQUIPMENT 0.4%
Advanced Micro Devices, Inc.,
Call expiring January 2008
at $15	1,431,200			1,102,024
Intel Corporation, Call expiring
January 2009 at $20	837,300			6,363,480
Marvell Technology Group Ltd.,
Call expiring January 2009
at $20	1,090,400			2,246,224
Micron Technology, Inc., Call
expiring January 2009 at $15	2,142,400			2,142,400
				11,854,128

SOFTWARE 0.1%
BEA Systems, Inc., Call expiring
January 2008 at $10	817,300			3,269,200

SPECIALTY RETAIL 0.0%
OfficeMax Incorporated, Call
expiring January 2008 at $45	580,300			232,120
OfficeMax Incorporated, Call
expiring February 2008
at $32.5	242,400			1,115,040
				1,347,160

THRIFTS AND MORTGAGE
FINANCE 0.0%
Countrywide Financial
Corporation, Call expiring
January 2009 at $37.5	17,900			17,005

TOBACCO 0.2%
Altria Group, Inc., Call expiring
January 2008 at $85	499,300			4,843,210

TOTAL OPTIONS PURCHASED				67,294,479

LIMITED PARTNERSHIP† 0.1%
WCAS Capital Partners II, L.P.	$4,292,803			1,785,291

SHORT-TERM HOLDINGS 7.2%

EQUITY-LINKED NOTES†† 7.0%
Deutsche Bank:
36.2%, 11/2/07 (a)	20,966,819			18,751,674
33.25%, 2/1/08 (b)	18,800,000			17,672,940
Goldman Sachs Group (The):
40%, 2/19/08 (c)	18,650,000			17,646,070
40%, 3/19/08 (d)	18,412,000			19,516,168
Lehman Brothers Inc.:
41.66%, 2/9/08 (e)	18,800,000			17,099,916
39.35%, 3/5/08 (f)	18,632,000			19,807,679
37.51%, 3/19/08 (g)	18,412,000			18,472,944
Merrill Lynch & Co., Inc.:
30%, 10/3/07 (h)	13,655,000			7,100,327
30%, 10/23/07 (i)	8,905,000			8,819,058
Morgan Stanley:
30%, 10/19/07 (j)	12,100,000			10,019,308
44.61%, 2/15/08 (k)	18,600,000			16,088,089
44%, 3/20/08 (l)	19,070,000			19,743,362
				190,737,535

TIME DEPOSIT 0.2%
BNP Paribas, Grand Cayman,
5.15%, 10/1/2007	6,539,000			6,539,000

TOTAL SHORT-TERM HOLDINGS				197,276,535

TOTAL
INVESTMENTS 99.5%				2,733,915,105

OTHER ASSETS LESS
LIABILITIES 0.5%				12,909,789

NET INVESTMENT
ASSETS 100.0%			$	2,746,824,894


The cost of investments for federal income tax purposes was $2,681,619,035

The tax basis gross unrealized appreciation and depreciation of portfolio securities were $209,867,849 and $157,571,779, respectively.

*	Non-income producing security.

†	At September 30, 2007, Tri-Continental Corporation owned one limited partnership investment that was purchased through a private offering and cannot be sold without prior registration under the Securities Act of 1933 or pursuant to an exemption therefrom. The investment is valued at fair value as determined in accordance with procedures approved by the Board of Directors of the Corporation. The acquisition date of the investment in the limited partnership, along with the cost and value at September 30, 2007, was as follows:

Investment			Acquisition Date(s)		Cost		Value
WCAS Capital Partners II, L.P.			12/11/90 to 3/24/98		$4,292,803		$1,785,291

††	The security may be offered and sold only to a “qualified institutional buyer” under Rule 144A of the Securities Act of 1933. These notes are exchangeable at maturity, based on the terms of the respective notes, for shares of common stock of a company or cash at a maturity value which is generally determined as follows: The principal amount of the notes plus or minus the lesser of A) the lowest return of the companies’ respective stock prices determined at maturity from the date of purchase of the notes, or B) the percent limit indicated below in parentheses:

	(a)	Herbalife Ltd., JetBlue Airways Corporation and Qwest Communications International Inc. (+10%)

	(b)	Gemstar-TV Guide International, Inc., OfficeMax, Inc. and Qwest Communications International Inc. (+20%)

	(c)	Delta Air Lines, Inc., Discover Financial Services and SAVVIS, Inc. (no limit)

	(d)	Gemstar-TV Guide International, Inc., UTI Worldwide Inc. and Yahoo! Inc. (no limit)

	(e)	Network Appliance, Inc., Rite Aid Corporation and Yahoo! Inc. (+20%)

	(f)	Boston Scientific Corporation, Comverse Technology, Inc. and Marvell Technology Group Ltd. (no limit)

	(g)	Comverse Technology, Inc., Kohl’s Corporation and Marvell Technology Group Ltd. (no limit)

	(h)	Archer Daniels Midland Company, Countrywide Financial Corporation and Foot Locker, Inc. (+10%)

	(i)	Adams Respiratory Therapeutics, Inc., Seagate Technology LLC and Smurfit-Stone Container Corporation (+5%)

	(j)	Adams Respiratory Therapeutics, Inc., Alcatel-Lucent ADR and UTI Worldwide Inc. (+9%)

	(k)	QIMONDA AG ADR, Rite Aid Corporation and Washington Mutual, Inc. (+20%)

	(l)	Boston Scientific Corporation, Fortress Investment Group LLC and Rite Aid Corporation (no limit)

ADR — American Depositary Receipts.

Security Valuation — Securities traded on an exchange are valued at the last sales price on the primary exchange or market on which they are traded. Securities not listed on an exchange or security market, or securities for which there is no last sales price, are valued at the mean of the most recent bid and asked prices or are valued by J. & W. Seligman & Co. Incorporated (the “Manager”) based on quotations provided by primary market makers in such securities. Securities for which market quotations are not readily available (or are otherwise no longer valid or reliable) are valued at fair value determined in accordance with procedures approved by the Board of Directors. This can occur in the event of, among other things, natural disasters, acts of terrorism, market disruptions, intra-day trading halts, and extreme market volatility. The determination of fair value involves subjective judgments. As a result, using fair value to price a security may result in a price materially different from the prices used by other investment companies to determine net asset value or the price that may be realized upon the actual sale of the security. Short-term holdings that mature in more than 60 days are valued at current market quotations. Short-term holdings maturing in 60 days or less are valued at current market quotations or amortized cost if the Manager believes it approximates fair value.

ITEM 2. CONTROLS AND PROCEDURES.

	a.	The registrant's principal executive officer and principal financial officer have concluded, based upon their evaluation of the registrant's disclosure controls and procedures as conducted within 90 days of the filing date of this report, that these disclosure controls and procedures provide reasonable assurance that material information required to be disclosed by the registrant in the report it files or submits on Form N-Q is recorded, processed, summarized and reported, within the time periods specified in the Commission's rules and forms and that such material information is accumulated and communicated to the registrant's management, including its principal executive officer and principal financial officer, as appropriate, in order to allow timely decisions regarding required disclosure.

	b.	The registrant’s principal executive officer and principal financial officer are aware of no changes in the registrant’s internal control over financial reporting that occurred during the registrant’s last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

ITEM 3. EXHIBITS.

	(a)	Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and 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.


TRI-CONTINENTAL CORPORATION


By:	/S/ BRIAN T. ZINO
	Brian T. Zino
	President and Chief Executive Officer

Date:	November 26, 2007

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant in the capacities and on the dates indicated.



By:	/S/ BRIAN T. ZINO
	Brian T. Zino
	President and Chief Executive Officer

Date:	November 26, 2007


By:	/S/ LAWRENCE P. VOGEL
	Lawrence P. Vogel
	Vice President, Treasurer and Chief Financial Officer

Date:	November 26, 2007

TRI-CONTINENTAL CORPORATION

EXHIBIT INDEX

(a)	Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940.