SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
Under the Securities and Exchange Act of 1934

Tri-Continental Corporation
(Name of Issuer)

Common Stock
(Title of Class of Securities)

895436103
(CUSIP Number)

George W. Karpus, President
Karpus Management, Inc.,
d/b/a Karpus Investment Management
183 Sully?s Trail
Pittsford, New York 14534
(585) 586-4680
(Name, Address, and Telephone Number of Person Authorized
to Receive Notices and Communications)

April 24, 2006
(Date of Event which Requires Filing of this Statement)

If the person has previously filed a statement on Schedule 13G to
report the Acquisition which is the subject of this Schedule 13D,
and is filing this schedule because of Rule 13d-1 (b) (3) or (4), check
the following box. [  ]

(Page 1 of 7 pages)
There are no exhibits.

Item 1.  Security and Issuer

Common Stock
Tri-Continental Corporation
100 Park Avenue, 8th Floor
New York, New York 10017


Item 2.  Identity and Background

(a)  Karpus Management, Inc. d/b/a Karpus Investment Management (?KIM?),
George W. Karpus, President, Director and Controlling Stockholder, JoAnn
Van Degriff, Vice-President and Director, and Sophie Karpus, Director.

(b)  The address of KIM?s principal place of business and principal office is
183 Sully?s Trail, Pittsford, New York 14534.

(c)  Principal business and occupation ? Investment Management for
individuals, pension and profit sharing plans, corporations, endowments,
trust and others, specializing in conservative asset management (i.e. fixed
income investments).

(d)  None of George W. Karpus, Jo Ann Van Degriff, or Sophie Karpus
(?the Principals?) or KIM has been convicted in the past five years of any
criminal proceeding (excluding traffic violations).

(e)  During the last five years none of the principals or KIM has been a party
to a civil proceeding as a result of which any of them is subject to a judgment,
decree or final order enjoining future violations of or prohibiting or mandating
activities subject to, federal or state securities laws or finding any violation
with respect to such laws.

(f)  Each of the Principals is a United States citizen.  KIM is a New York
corporation.


Item 3.  Source and Amount of Funds or Other Considerations

KIM, an independent investment advisor, has accumulated 2,187,841 shares,
representing 2.03% of the outstanding shares of TY.  The shares have been
accumulated on behalf of accounts that are managed by KIM (the ?Accounts?)
under limited powers of attorney.  All funds that have been utilized in making
such purchases are from such Accounts.




Item 4.  Purpose of Transaction

KIM has purchased Shares for investment purposes.  However, KIM
reserves the right to contact management with regard to concerns that
they have with respect to the Fund.  This may include letters to the
Board and/or other communications with Fund management. Being
primarily a fixed income manager, with a specialty focus in the closed
end fund sector, the profile of TY fit the investment guidelines for
various Accounts.  Shares have been acquired since March 6, 1997.

Item 5.  Interest in Securities of the Issuer

(a)  As of the date of this Report, KIM owns 2,187,841 shares, which
represents 2.03 % of the outstanding Shares.  George Karpus presently
owns 43,170 shares.  Mr. Karpus bought shares on January 13, 2004,
January 27, 2004, January 28, 2004, May 17, 2004, May 19, 2004, May
20, 2004, July 29, 2004, August 10, 2004, August 11, 2004, August 30,
2004, August 8, 2005, August 9, 2005, November 4, 2004, October 18,
2005, November 9, 2005, November 28, 2005, December 16, 2005,
December 23, 2005, December 30, 2005, January 30, 2006, January 31,
 2006, February 7, 2006, February 8, 2006, February 9, 2006 and February
 24, 2006.  He sold shares on March 15, 16 and 17, 2005.  Jo Ann Van
 Degriff presently owns 4,330 shares. Ms. Van Degriff shares on February
 23, 1998, February 11, 2000, August 15, 2003, August 18, 2004, August
 20, 2003, August 21, 2003, October 7, 2003, October 8, 2003, October 9,
2003, July 8, 2004, January 18, 2006, February 6, 2006, February 9, 2006,
 February 13, 2006, February 21, 2006, February 22, 2006 and March 20,
2006.  Ms. Van Degriff sold shares on April 9, 1999, February 22, 2001,
 March 2, 2001, March 14, 2001, March 21, 2001, March 22, 2001, March
26, 2001, March 30, 2001, April 4, 2001, April 11, 2001, April 17, 2001,
 April 27, 2001, and March 22, 2005.  Sophie Karpus presently owns 650
 shares.  Ms. Karpus bought shares on January 27, 2006 and on February
9, 2006.  Karpus Investment Management Profit Sharing Plan presently
 owns 20,915 shares. The Profit Sharing Plan bought shares on April 15,
1997, January 30, 1998, February 10, 1998, February 23, 1998, March 16,
1998, January 6, 1999, July 16, 1999, October 20, 1999, October 22, 1999,
October 25, 1999, October 28, 1999, March 13, 2000, January 29, 2002,
February 12, 2002, February 14, 2002, February 15, 2002, February 19,
2002, February 26, 2002, February 28, 2002, March 11, 2002, March 12,
 2002, March 27, 2002, July 18, 2002, November 20, 2002, March 19,
2003, March 20, 2003, August 21, 2003, August 25, 2003, August 26,
2003, August 27, 2003, August 28, 2003, August 29, 2003, September 2,
 2003, September 4, 2003, September 5, 2003, September 8, 2003,
September 18, 2003, September 19, 2003, November 20, 2003, November
 24, 2003, November 25, 2003, April 22, 2004, April 23, 2004, June 21,
 2004, July 26, 2004, August 12, 2004, October 29, 2004, March 1, 2005,
September 6, 2005, October 10, 2005, October 11, 2005, January 13, 2006,
 January 17, 2006, January 26, 2006, February 1, 2006, February 6, 2006,
February 9, 2006, February 13, 2006, February 17, 2006, February 21,
2006, February 22, 2006, March 3, 2006, March 20, 2006.  The Plan
sold shares on July 18, 1997, April 9, 1999, April 12, 1999, April 13,
1999, April 19, 1999, April 30, 1999, Mary 24, 1999, February 5, 2001,
 February 6, 2001, February 22, 2001, March 2, 2001, March 12, 2001,
March 14, 2001, March 21, 2001, March 22, 2001, March 23, 2001,
March 26, 2001, March 27, 2001, March 28, 2001, March 30, 2001, April
4, 2001, April 5, 2001, April 10, 2001, April 11, 2001, April 17, 2001,
April 27, 2001, and March, 12, 2004.  Karpus Investment Management
Defined Benefit Plan presently owns 990 shares.  The Defined Benefit
Plan bought shares on August 29, 2003, March 24, 2004, June 24, 2004,
August 17, 2004, September 2, 2004, September 3, 2004, October 15,
2004, October 19, 2004, October 28, 2004, October 19, 2005 and October
20, 2005.  The Defined Benefit Plan sold shares on March 15, 2005.
Dana R. Consler presently owns 2575 shares. Mr. Consler bought shares
on November 26, 1997, December 15, 1997, January 5, 1998, March 10,
2000, February, 14, 2002, February 28, 2002, March 12, 2002, August 15,
2003, August 18, 2003, August 20, 2003, August 21, 2003, August 25,
2003, September 5, 2003, September 8, 2003, December 2, 2003, April 23,
2004, May 19, 2004, July 7, 2004, August 25, 2004, September 28, 2004,
October 27, 2004, November 29, 2004, October 18, 2005, October 19, 2005
and February 6, 2006. Mr. Consler sold shares on April 9, 1999, April 12,
1999, April 13, 1999, February 22, 2001, March 2, 2001, March 14, 2001,
March 21, 2001, March 22, 2001,  March 23, 2001, March 26, 2001, March
30, 2001, April 4, 2001, April 5, 2001, April 11, 2001, April 17, 2001, April
27, 201, March 16, 2005 and  March 17, 2005. Kathy Crane presently owns
140 shares.  Ms. Crane bought shares on July 5, 2005 and on July 6, 2005.
Apogee Partners, L.P. is a hedge fund managed by Karpus Investment
Management, of which George W. Karpus owns 1.35% and Dana R. Consler
owns 0.63%.  Apogee Partners, L.P. currently owns 42,000 shares of TY.
None of the other Principals of KIM presently owns shares of TY.

(b)  KIM has the sole power to dispose of and to vote all of such Shares under
limited powers of attorney.

(c)  Open market purchases for the last 60 days for the Accounts. There have
been no dispositions and no acquisitions, other than by such open market
purchases:


Date
Shares
Price Per Share



2/21/2006
28715
19.81
2/22/2006
8375
19.85
2/22/2006
-2500
19.89
2/23/2006
6875
19.92
2/23/2006
-2000
19.93
2/24/2006
9765
19.91
2/27/2006
28100
19.98
2/28/2006
19000
19.85
3/1/2006
12155
19.90
3/2/2006
8200
19.93
3/2/2006
-200
19.99
3/3/2006
6400
20.00
3/6/2006
10520
20.01
3/7/2006
4400
19.88
3/8/2006
1175
19.93
3/9/2006
10200
19.94
3/10/2006
9200
19.97
3/13/2006
2700
19.91
3/13/2006
-1525
19.97
3/14/2006
300
20.15
3/14/2006
-8288
20.05
3/15/2006
595
20.19
3/16/2006
5000
20.39
3/17/2006
6000
20.33
3/20/2006
17125
20.30
3/21/2006
10000
20.29
3/22/2006
10700
20.22
3/23/2006
2500
20.28
3/27/2006
1700
20.26
3/28/2006
5000
20.23
3/29/2006
4100
20.23
3/30/2006
2600
20.22
3/31/2006
800
20.23
4/3/2006
-215
20.4
4/10/2006
-3000
20.56
4/11/2006
-200
20.26
4/12/2006
-16995
20.33
4/13/2006
-4400
20.31
4/17/2006
-2000
20.29

The Accounts have the right to receive all dividends from, any proceeds
from the sale of the Shares.  KIM reserves the right to further accumulate or
sell shares. None of the Accounts has an interest in shares constituting more
than 5% of the Shares outstanding.


Item 6.  Contracts, Arrangements, Understandings, or Relationships with
Respect to Securities of the Issuer

Except as described above, there are no contracts, arrangements, understandings
or relationships of any kind among the Principals and KIM and between any of
them and any other person with respect to any of TY Securities.




Item 7.  Materials to be Filed as Exhibits

Not applicable.




SIGNATURE


	After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete, and
correct.



Karpus Management, Inc.




By:
Name:  	Dana R. Consler
Title:  		Senior Vice President
Dated:  	April 24, 2006